Proxy Results Form 8 K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On November 27, 2024, shareholders of Blue Ocean Acquisition Corp (the "Company") held an extraordinary general meeting of shareholders (the "Extraordinary General Meeting") to approve the business combination (the "Business Combination") with TNL Mediagene, a Cayman Islands exempted company ("TNL Mediagene"), and TNLMG, a Cayman Islands exempted company and wholly owned subsidiary of TNL Mediagene ("Merger Sub") pursuant to the Business Combination Agreement (as defined below) and for the following purposes:

(i)

a proposal to approve, ratify and authorize the Agreement and Plan of Merger, dated as of June 6, 2023, by and among the Company, TNL Mediagene, and TNLMG, as amended by Amendment No. 1 to Agreement and Plan of Merger dated as of May 29, 2024 and Amendment No. 2 to Agreement and Plan of Merger dated as of October 23, 2024 (as amended, the "Business Combination Agreement"), and the transactions contemplated therein, including the business combination whereby Merger Sub will merge with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of TNL Mediagene (the "Business Combination Proposal);

(ii)

a proposal to approve and authorize the Merger and the Plan of Merger (as defined in the definitive proxy statement related to the Extraordinary General Meeting filed by the Company with the United States Securities and Exchange Commission on November 7, 2024 (the "Proxy Statement")) by and among the Company, Merger Sub and TNL Mediagene (the "Merger Proposal"); and

(iii)

a proposal to adjourn the extraordinary general meeting to a later date or dates to be determined by the chairman of the extraordinary general meeting, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the extraordinary general meeting, there are not sufficient votes to approve one or more proposals presented to shareholders for a vote, or where Blue Ocean's board of directors has determined it is otherwise necessary (the "Adjournment Proposal").

Approval of the Business Combination Proposal required an ordinary resolution under Cayman Islands law, being the affirmative vote of at least a majority of the Ordinary Shares entitled to vote thereon and voted in person or by proxy at the Extraordinary General Meeting; and approval of the Merger Proposal required a special resolution under Cayman Islands law, being the affirmative vote of at least a two-thirds (2/3) majority of the Ordinary Shares entitled to vote thereon and voted in person or by proxy at the Extraordinary General Meeting.

On October 31, 2024, the record date for the Extraordinary General Meeting (the "Record Date"), there were 6,585,699 Class A ordinary Shares, par value $0.0001 per share (the "Class A ordinary shares"), and one Class B ordinary share, par value $0.0001 per share, of the Company (the "Class B ordinary shares", and collectively with the Class A ordinary shares, the "Ordinary Shares") issued and outstanding. At the Extraordinary General Meeting, 5,934,966 Ordinary Shares, representing approximately 90.11% of the issued and outstanding Ordinary Shares as of the Record Date and which constituted a quorum of the Ordinary Shares entitled to vote on the proposals, were present in person or by proxy.

Set forth below are the final voting results for each of the proposals presented at the Extraordinary General Meeting:

The Business Combination Proposal

For		Against		Abstain
5,931,621		3,345		0

Accordingly, the Business Combination Proposal was approved.

The Merger Proposal

For		Against		Abstain
5,931,621		3,345		0

Accordingly, the Merger Proposal was approved.

In connection with the Extraordinary General Meeting, the Company also solicited proxies with respect to the Adjournment Proposal. As there were sufficient votes to approve the Business Combination Proposal and the Merger Proposal, as noted above, the Adjournment Proposal was rendered moot and not presented to the Company's shareholders. No other matters were submitted or voted on by the Company's shareholders at the Extraordinary General Meeting.

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