CONSENT REVOCATION STATEMENT OF FERMI INC.
IN RESPONSE TO A SOLICITATION STATEMENT TO CALL A SPECIAL MEETING OF SHAREHOLDERS BY TOBY R. NEUGEBAUER

THIS CONSENT REVOCATION STATEMENT IS BEING SOLICITED BY MANAGEMENT OF FERMI INC.

June 11, 2026

This Consent Revocation Statement (this "Revocation Statement") and the accompanying WHITE revocation card (the "WHITE Revocation Card") are being furnished by Fermi Inc., a Texas corporation ("we," the "Company" or "Fermi"), to the holders of outstanding shares of our common stock in connection with the solicitation of agent designations ("Agent Designations") by Toby R. Neugebauer and certain affiliated entities and other persons (collectively, the "Neugebauer Group") for the purpose of calling a special meeting of shareholders of the Company. This Revocation Statement and the enclosed WHITE Revocation Card are first being mailed to shareholders on or about June 11, 2026.

As you may be aware, Toby R. Neugebauer served as Co-Founder and Chief Executive Officer ("CEO") of the Company from its inception until April 17, 2026, when he was removed from the role of CEO by the board of directors (the "Board"). On April 30, 2026, Mr. Neugebauer's employment was terminated for cause by a committee of independent directors of the Board (the "R&D Committee"), which had been tasked with evaluating certain conduct involving Mr. Neugebauer. The R&D Committee terminated Mr. Neugebauer for cause due to conduct the R&D Committee determined to be in violation of his employment agreement, including: (i) material misrepresentations to and lack of transparency with the Board; (ii) repeated public communications in violation of his fiduciary duties, non-disclosure obligations, and Company policies, notwithstanding repeated requests to cease such behavior; (iii) unauthorized meetings with third parties regarding Company transactions in violation of Company policies; (iv) a repeated pattern of threatening, abusive and bullying behavior both within and outside Fermi in violation of Company policies; and (v) other repeated personal conduct in violation of Company policies.

Immediately following his termination for cause, Mr. Neugebauer began to publicly agitate for an immediate sale or change-of-control transaction that the Board believes is premature and not in the best interests of shareholders. Subsequently, he has advocated for alternative corporate transactions which the current Board is already in the process of evaluating. The Board and its officers are making tremendous progress in advancing the Company's business objectives, and consider Mr. Neugebauer's attempts to retake control of the Company both value destroying and a thinly veiled vanity project of a disgruntled former CEO. In spite of the value destruction of these efforts, on June 10, 2026, the Neugebauer Group filed definitive solicitation materials on Schedule 14A (the "Neugebauer Solicitation Statement"), with the United States Securities and Exchange Commission (the "SEC") pursuant to which the Neugebauer Group is asking you to appoint certain individuals to be named by Mr. Neugebauer as your agent for the purpose of calling a special meeting of the shareholders of the Company (the "Neugebauer Solicitation"). As of April 26, 2026, the Neugebauer Group had combined beneficial ownership in the Company of an aggregate of 146,516,035 shares of Common Stock, or approximately 22.7% of the shares of the Company's Common Stock outstanding. In addition, certain other of Mr. Neugebauer's immediate family and their affiliated entities beneficially own approximately 14.6% of outstanding shares of Common Stock and Mr. Neugebauer's existing director designees to the Board (Miles Everson and Larry Kellerman) beneficially own approximately 3.0% of outstanding shares of common stock. These ownership positions in the aggregate represent approximately 40.3% of our outstanding shares.

After careful consideration and consultation with its independent legal advisors, a committee of independent directors of the Board tasked with oversight of Mr. Neugebauer's shareholder proposals (the "Independent Committee") has determined by a unanimous vote that a special meeting does not serve the interests of the Company's shareholders. If Neugebauer is able to call a special meeting to expand the Board and elect his seven nominees to the Board, the Neugebauer Solicitation would give a single shareholder owning, together with his family members and director designees, approximately 40.3% of the Company's stock control over the Board and the direction of the Company, given that Mr. Neugebauer has already exercised contractual designation rights under a director nomination agreement to place two directors — the former Chief Financial Officer and the current Chief Power Officer — on the Board.