Toro Corp. Announces Record Date for the Proposed Spin-off of its LPG Carrier Business

Limassol, Cyprus, September 21, 2026

Toro Corp. (NASDAQ: TORO) ("Toro," or the "Company"), a global energy transportation services provider, announces that, in relation to the previously announced spin-off of its wholly owned subsidiary, AI OKTO CORP. ("AI OKTO"), the record date has been set to October 1, 2026 (the "Record Date"), and the Company expects to complete the distribution of AI OKTO common shares on or about October 8, 2026. In the spin-off, Toro shareholders will receive one common share of AI OKTO for every eight Toro common shares held at the close of business on the Record Date.

Additional information regarding AI OKTO and the proposed spin-off transaction may be found in AI OKTO's registration statement on Form 20-F filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934. The proposed distribution and spin-off remain subject to, among other things, the registration statement on Form 20-F being declared effective and the approval of the listing of AI OKTO's common shares on the Nasdaq Capital Market ("Nasdaq"). There can be no assurance that the distribution or the spin-off will occur or, if they do occur, of their terms or timing. A copy of the registration statement on Form 20-F is available at www.sec.gov. The information in the filed registration statement on Form 20-F is not final and remains subject to change.

As a result of "due bill" trading procedures expected to be established by Nasdaq, Toro common shares are expected to trade with due bills from the Record Date through and including the date of the distribution of the AI OKTO common shares. Accordingly, holders of Toro common shares as of the Record Date will need to hold such shares through and including the distribution date in order to receive the AI OKTO common shares distributed in the proposed spin-off.

This would mean that holders who purchase Toro common shares during the due bill period (even if the trades are to be settled after the due bill period) will be entitled to receive the spin-off distribution with respect to those shares. Conversely, sellers who sell Toro common shares during the due bill period (even if the trades are to be settled after the due bill period) will not be entitled to the spin-off distribution with respect to those shares.

Due bills obligate a seller of securities to deliver the distribution payable on such securities to the buyer. The due-bill obligations are customarily settled between the brokers representing buyers and sellers of the securities. The Company has no obligation for either the amount of the due bill or the processing of the due bill. Buyers and sellers of Toro's common shares should consult their brokers before trading to ensure they understand the effect of Nasdaq's due-bill procedures.


Toro Corp. Announces Proposed Spin-Off of its LPG Carrier Business

Limassol, Cyprus, September 9, 2026

Toro Corp. (NASDAQ: TORO) ("Toro" or the "Company"), a global energy transportation services provider, announces that it intends to effect a spin-off of its LPG carrier business.

AI OKTO CORP. ("AI OKTO"), currently a subsidiary of Toro, would become an independent publicly-traded company listed on the Nasdaq Capital Market as a result of the planned spin-off (the "Spin-Off"). The initial assets of AI OKTO will include two LPG carriers, the LPG Dream Arrax and LPG Dream Vermax, and $45 million in cash contributed by Toro.

Toro believes that the creation of a pure-play LPG company, with part of its core strategy being to establish an artificial intelligence ("AI")-enabled operating model through partnerships with vendors, data-infrastructure providers, and maritime-technology firms to identify, evaluate, and implement AI-driven solutions across its fleet, will provide significant benefits to both Toro and AI OKTO and their shareholders.

Toro shareholders do not need to take any action to receive AI OKTO shares to which they are entitled, and do not need to pay any consideration or surrender or exchange Toro common shares. Fractional AI OKTO common shares will not be distributed to Toro shareholders. Instead, the distribution agent will aggregate fractional AI OKTO common shares into whole shares, sell such whole AI OKTO shares in the open market at prevailing rates promptly after AI OKTO's common shares commence trading on the Nasdaq Capital Market, and distribute the net cash proceeds from the sales pro rata to each holder who would otherwise have been entitled to receive fractional common shares in the distribution.

Toro's Chairman and Chief Executive Officer, Petros Panagiotidis, will be appointed as Chairman and Chief Executive Officer of AI OKTO. The transactions effected in connection with the Spin-Off will be approved by Toro's Board of Directors on the recommendation of a disinterested and independent special committee.

AI OKTO has filed a registration statement on Form 20-F (the "Registration Statement") pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with the U.S. Securities and Exchange Commission (the "Commission"), which includes a more detailed description of the terms of the proposed Spin-Off. The Spin-Off remains subject to the Registration Statement being declared effective and the approval of the listing of AI OKTO's common shares on the Nasdaq Capital Market. There can be no assurance that the Spin-Off will occur or, if it does occur, of its terms or timing. A copy of the Registration Statement is available at www.sec.gov. The information in the filed Registration Statement and in this press release is not final and remains subject to change.

About Toro Corp.
Toro Corp. is a global energy transportation services provider, operating a modern fleet of oceangoing vessels. The Company's fleet comprises two LPG carriers and two MR tanker vessels transporting petrochemical gases and refined petroleum products worldwide.

Toro is incorporated under the laws of the Republic of the Marshall Islands. The Company's common shares trade on the Nasdaq Capital Market under the symbol "TORO."

For more information, please visit the Company's website at www.torocorp.com. Information on our website does not constitute a part of this press release.

Toro Corp., press release