Tucows Insider Trading Policy

Tucows, Inc. (“Tucows” or “Company”) is a public company, accountable to shareholders and, therefore, subject to federal securities laws that impose certain obligations on all Company employees. These obligations relate primarily to the disclosure of information to the public—basically, what you are allowed to say and not allowed to say about your work at Tucows. “Tucows” as used in this policy statement refers to all of the Tucows subsidiaries and brands, including but not limited to Tucows Domains, Ting, Wavelo, OpenSRS, Enom, Ascio, EPAG, Hover and Simply Bits.

It is important to read and understand the rules and regulations in this document. This document applies to every Tucows Employee, regardless of where you reside and regardless of whether you have options or shares in the Company.

Summary of Rules

• Employees are to maintain confidentiality about Tucows’ business and are not to communicate any internal information about the Company—or respond to rumours about the Company—if that information has not already been made public in a press release.

• Only a Designated Officer can speak on behalf of the Company. The “Designated Officers” are Ivan Ivanov, CFO and David Woroch, CEO. Refer all outside requests for information about the company to Ivan Ivanov (iivanov@tucows.com) or redirect inquiries to Investor Relations, Monica Webb (mwebb@tucows.com).

• Employees may not buy or sell Tucows stock or the stock of other public companies based on Insider Information. Note that Employees might have Insider Information about Tucows or about other publicly traded that Tucows has business dealings with.

• Employees are not to buy or sell Tucows’ stock based on “insider” information that has not yet been made public in a press release, or to disclose such information to another person.

• Officers, Directors and Employees who are designated as Insiders may only buy and sell stock when both (a) the trading window is open; and, (b) the member is not in possession of material non-public information.

Tucows Corporate Policy Statement Regarding Disclosure and Confidentiality

Tucows is involved from time to time in matters that are sensitive in nature and important to the Company, its Employees and its shareholders. The federal securities laws impose certain obligations on Tucows regarding the disclosure of information to the investing public. To comply with these laws, Tucows has established the following policies and procedures that are applicable to all of its Employees.

Maintaining Confidentiality: Employees must not disclose to any outsider any internal information that a reasonable person would consider important in making the decision to buy or sell Tucows’ stock.

Designated Spokesperson: The Company has designated David Woroch, Chief Executive Officer, and Ivan Ivanov, Chief Financial Officer, as Designated Officers for Tucows Inc. No other Employees of Tucows are authorized to speak on behalf of the Company regarding corporate actions affecting the Company.

Trading of Securities: Federal securities laws prohibit any person from buying or selling shares in Tucows’ or another public company’s securities while in possession of material information concerning Tucows or another publicly traded company.

Responding to Rumors: It is the Company’s general policy not to comment upon rumors concerning the business affairs of the Company. Individual Employees should refrain from commenting upon or responding to rumours and should refer any requests for comments to Ivan Ivanov.

Policy Statement on Securities Trading by Tucows, Inc. Directors, Officers and Other Employees

Since the Common Stock of Tucows Inc. (the “Company”) is publicly traded, all Directors, Officers, and other Employees of the Company must be aware of and scrupulously observe the various laws and rules prohibiting “insider trading.”

This Policy Statement (“Policy”) is designed to protect the Company’s reputation for integrity and ethical conduct that we have all worked hard to achieve. This Policy applies to all Directors, Officers, and other Employees of the Company, affecting members of your family as well as your friends and associates.

At the outset, it should be made clear that an investment in the Company’s publicly traded securities by Directors and Employees is encouraged. Nonetheless, it is also important to advise you of certain restrictions on purchases or sales as required by the Company and under U.S. securities laws.

Failure to comply with this Policy or Insider Trading Laws may result in the loss of your job or position as well as substantial civil and criminal penalties.

Policy Statement

It is the Company’s general Policy that a Director, Officer, or other Employee of the Company (or a related person) who has material, non-public information relating to the Company may not buy or sell securities of the Company or engage in any other action to take advantage of, or pass on to others, such information.

This Policy applies regardless of where any Director, Officer, or other Employee of the Company (or a related person) resides.

Prohibited Transactions

• “Short” sales of the Company’s stock.
• Buying or selling puts or calls on the Company’s shares.
• Participating in hedging transactions involving Company stock.

Further, the Company may issue instructions to Directors, Officers, and Employees advising them that they may not buy or sell securities of the Company or that no such securities may be traded without prior approval.

If insider information is inadvertently disclosed, the person making or discovering that disclosure should immediately report it to Bret Fausett, Chief Legal Officer.

Trading Window

Employees without insider information may trade in Tucows’ stock at any time. Officers, Directors, and Employees who work on the Company’s quarterly financials may only buy and sell the Company’s stock inside a designated trading window.

Insider Trading FAQ

What is Insider Trading?

Insider trading occurs when a person buys or sells the Company’s securities while in possession of material non-public information about the Company.

Who is an Insider?

Any person (including but not limited to Directors, Officers, and Employees) who is in possession of material, non-public information is an “insider.”

What is Material Information?

Material is any fact or circumstances, which, if known to a reasonable investor, would have a likelihood of influencing the decision to invest or sell.

What is Non-Public Information?

An insider may trade only when they are certain that official announcements of material information have been publicly disclosed.

What are the Penalties for Insider Trading?

The maximum prison sentence for an insider trading violation is currently 20 years, and the maximum criminal fine is $5,000,000 for individuals and $25,000,000 for non-natural persons. These penalties are in addition to any actions the Company may impose, including dismissal for cause.

Procedures for Securities Trading by Directors, Officers and Other Employees

All Directors, Officers, and other Employees may trade only during the period starting from two full trading days following the release of the Company’s quarterly or annual financial results for thirty (30) calendar days thereafter.

The Company in its sole discretion may agree to arrangements regarding the purchase or sale of securities under circumstances where you have no control over the timing of the transaction.

Conditions for purchasing or selling securities include not being aware of material, non-public information when entering into a binding contract, and that the transaction occurs pursuant to the prior contract or instruction.