Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Independent Directors - Lukas Diaz and Manuel Martinez Garcia

On January 30, 2026, the Board of Directors of E-Smart Corp. (the "Company") appointed Lukas Diaz and Manuel Martinez Garcia to serve as members of the Board of Directors, effective immediately.

Mr. Diaz and Mr. Martinez Garcia were appointed as Independent Directors, as determined by the Board in accordance with applicable SEC rules and the Company's corporate governance standards. There are no arrangements or understandings between either newly appointed director and any other person pursuant to which they were selected as directors. Neither Mr. Diaz nor Mr. Martinez Garcia has any family relationship with any director or executive officer of the Company, nor has either engaged in any related-party transaction with the Company that would require disclosure pursuant to Item 404(a) of Regulation S-K. At the time of appointment, the Company has not entered into any compensatory arrangements with Mr. Diaz or Mr. Martinez Garcia in connection with their service as directors. Any future compensation arrangements will be disclosed in accordance with applicable SEC requirements.

Mr. Diaz has over five years of experience in digital platforms and creative marketplaces, with a focus on connecting service providers and end users through scalable online solutions relevant to creative industries. Mr. Diaz holds a degree in Business Administration and Management from the University of Barcelona. Over the past five years, he has worked in roles including Digital Platform Product Manager, where he was responsible for coordinating platform development, optimizing user experience, and supporting growth initiatives for online services.

Mr. Martinez Garcia has more than five years of experience in business strategy, advisory services, and digital commerce, particularly in connection with consumer-facing digital platforms. Mr. Martinez Garcia earned his degree in Technology and Engineering Management from Rovira i Virgili University in Tarragona, Spain. During the past five years, he has served in roles including Technology Strategy and Operations Advisor, providing guidance on digital transformation, platform scalability, and operational planning for technology-enabled businesses. His experience includes advising on platform strategy, evaluating collaboration structures, and supporting the development of digital solutions aligned with the Company's focus.

Item 8.01 - Other Events

On January 28, 2026, the Company effected the cancellation of 2,000,000 shares of its common stock previously held by Diana Vasylenko, a director of the Company. The shares were voluntarily surrendered to the Company for cancellation without consideration and were retired upon cancellation.

As a result of the cancellation:

Total shares outstanding decreased from 5,799,469 to 3,799,469.

Restricted shares outstanding decreased from 4,500,000 to 2,500,000.

Non-restricted (freely tradable) shares outstanding remain unchanged at 1,299,469.

Following the cancellation, the Company's capitalization is as follows:

Total outstanding shares: 3,799,469

Restricted shares: 2,500,000 (65.80%)

Non-restricted shares: 1,299,469 (34.20%)

The cancellation did not involve the issuance of any securities, the payment of any consideration by the Company, or any change in the Company's management or control.

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