SUPPLEMENT
TO
PROXY STATEMENT
FOR
ANNUAL
MEETING OF STOCKHOLDERS
To Be Held on May 17, 2022
The date of this Supplement is May 16, 2022
On April 14, 2022, AquaBounty Technologies, Inc. (the Company) filed a proxy statement (the Proxy Statement) for
its 2022 Annual Meeting of Stockholders (the 2022 Annual Meeting), to be held on May 17, 2022, at 8:30 a.m. Eastern Time. The 2022 Annual Meeting will be held entirely online due to the continuing public health impact of the
coronavirus (COVID-19) outbreak and to support the health and well-being of the Companys partners, employees, and stockholders.
The Proxy Statement includes a proposal to amend the Companys Third Amended and Restated Certificate of Incorporation, as amended (the
Charter), to increase the number of authorized shares of the Companys common stock, $0.001 par value per share (Common Stock) from 80,000,000 to 200,000,000.
On April 26, 2022, Institutional Shareholder Services Inc. (ISS) published a proxy analysis and vote recommendation for the
2022 Annual Meeting. The proposal to increase the Companys authorized Common Stock received an unfavorable recommendation from ISS because ISS believes the proposed increase in the number of authorized shares of Common Stock is excessive and
there is no specific risk of non-approval. After consideration of the recommendation by ISS, the Board of Directors of the Company unanimously approved, subject to stockholder approval, an amendment to the
Charter (Amendment).
The Amendment would increase the authorized Common Stock from 80,000,000 shares to 150,000,000 shares.
There would be no change in the number of authorized shares of preferred stock. The purpose of the Amendment is to give the Company the ability to raise capital necessary to continue and grow its operations. The full text of the Amendment, is
attached hereto as Appendix A. As of the record date for the 2022 Annual Meeting, there were 71,109,701 shares of the Common Stock issued and outstanding.
Any vote FOR, AGAINST or ABSTAIN a proposal as described in the Proxy Statement using the proxy materials
previously furnished by the Company (or a beneficial owners broker, bank, or other nominee) will continue to be counted as a vote FOR or AGAINST the proposal. If any stockholder has already returned his, her or its
properly executed proxy card or voted via the internet or by telephone and would like to change his, her or its vote on any matter, such stockholder may revoke his, her or its proxy before it is voted at the 2022 Annual Meeting by submitting a later
dated proxy card, by casting a subsequent vote via the Internet, or as otherwise described in the Proxy Statement.
YOUR VOTE IS VERY
IMPORTANT. If you need assistance voting your shares, please call Georgeson LLC for assistance at
+1-800-457-0759.
This Supplement to the Proxy Statement is being released on or about May 16, 2022, and should be read in conjunction with the Proxy
Statement. The information contained in this Supplement to the Proxy Statement modifies or supersedes any inconsistent information contained in the Proxy Statement. The information provided above may be deemed additional soliciting
materials within the meaning of the Securities Exchange Act of 1934, as amended.