Argo Gold Inc. — Proxy Solicitation & Information Statement 2026

Jan 27, 2026

ARGO GOLD INC.
NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the annual general and special meeting (the "Meeting") of shareholders (the "Shareholders") of Argo Gold Inc. ("Argo Gold" or the "Corporation") will be held at Suite 4100, 66 Wellington Street West, TD Bank Tower, Toronto, Ontario M5K 1B7, on Thursday, February 26, 2026 at 11:00 a.m. (Toronto time), for the following purposes:

1. to receive the audited financial statements of the Corporation for the year ended December 31, 2022, December 31, 2023, and December 31, 2024 (with comparative statements relating to the preceding fiscal period), together with the report of the auditors thereon (the "Annual Financial Statements"), and unaudited condensed interim financial statements for the nine months ended September 30, 2025 (together with the Annual Financial Statements, the "Financial Statements");

2. to consider and, if deemed advisable, to pass a special resolution to fix the number of directors of the Corporation to be elected at the Meeting at four (4);

3. to elect the directors of the Corporation;

4. to appoint MNP LLP, Chartered Professional Accountants, as auditors of the Corporation and to authorize the Board to fix their remuneration;

5. to consider and, if deemed advisable, to pass a special resolution empowering the board (the "Board") of directors of the Corporation to determine the number of directors of the Corporation hereafter from time to time by resolution of the board of directors;

6. to consider and, if deemed advisable, to pass a special resolution to approve an amendment to the articles of the Corporation to change the name of the Corporation to "Argo Resources Inc.", with or without variation, or such other name as the Board deems appropriate and as may be approved by the regulatory authorities, as more particularly described in the information circular and proxy statement of the Corporation dated January 14, 2026 (the "Circular");

7. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution to confirm and ratify the advance notice by-law of the Corporation attached to the Circular as Schedule "B", as approved and adopted by the Board and more particularly described in the Circular;

8. to consider and, if deemed advisable, approve, with or without variation, an ordinary resolution approving the Corporation's stock option plan attached to the Circular as Schedule "A", as more particularly described in the Circular; and

9. to transact such further or other business as may properly come before the Meeting or any adjournment or postponement thereof.

The nature of the business to be transacted at the Meeting is described in further detail in the Circular. The Circular is deemed to form part of this notice of Meeting. Please read the Circular carefully before you vote on the matters being transacted at the Meeting.

The record date for the determination of Shareholders entitled to receive notice of and to vote their Common Shares is at the close of business on Wednesday, January 14, 2026. Shareholders whose names have been entered in the register of Shareholders at the close of business on that date will be entitled to receive notice of and to vote their Common Shares.

The Corporation has elected to use the notice-and-access ("Notice-and-Access") provisions under National Instrument 54-101 – Communications with Beneficial Owners of Securities of a Reporting Issuer and National Instrument 51-102 – Continuous Disclosure Obligations (the "Notice-and-Access Provisions") for the Meeting. The Notice-and-

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Access Provisions are a set of rules developed by the Canadian Securities Administrators that reduce the volume of materials that must be physically mailed to Shareholders by allowing the Corporation to post the Circular and any additional materials online via the System for Electronic Document Analysis and Retrieval plus ("SEDAR+") and one other website. Under the Notice-and-Access Provisions, instead of receiving printed copies of the Meeting materials, Shareholders will receive a Notice-and-Access notification containing details of the Meeting date, location and purpose, as well as information on how they can access the Meeting materials electronically. Electronic copies of the Circular, the Financial Statements, and the related management’s discussion and analysis ("MD&A") may be found on the Corporation’s SEDAR+ profile at www.sedarplus.com and also on the Corporation’s website at www.argogold.com. The Corporation will not use procedures known as “stratification” in relation to the use of Notice-and-Access Provisions. Stratification occurs when a reporting issuer using the Notice-and-Access Provisions provides a paper copy of the Circular to some Shareholders with this notice package. In relation to the Meeting, all Shareholders will receive the required documentation under the Notice-and-Access Provisions, which will not include a paper copy of the Circular.

Shareholders with questions about Notice-and-Access can call the Corporation’s transfer agent, TSX Trust Company Inc. at 1-866-600-5869. Shareholders may also obtain paper copies of the Circular, Financial Statements and MD&A free of charge by contacting TSX Trust Company Inc. at the same number or upon request to the Corporation’s CEO. In order to allow for reasonable time to be allotted for a Shareholder to receive and review a paper copy of the Circular prior to the proxy deadline, any Shareholder wishing to request a paper copy of the Circular as described above should do so no later than Tuesday, February 17, 2026.

Registered Shareholders may vote in person at the Meeting or any adjournment or postponement thereof or they may appoint another person (who need not be a Shareholder) as their proxy to attend and vote in their place. Registered Shareholders unable to be present at the Meeting in person are requested to complete the enclosed form of proxy and deposit it with TSX Trust Company as follows: (i) by mail using the enclosed return envelope or one addressed to TSX Trust Company, Suite 301, 100 Adelaide Street West, Toronto, Ontario, M5H 4H1; or (ii) by facsimile to 416-595-9593. If you wish to vote through the Internet, please to go www.voteproxyonline.com and follow the instructions. You will require your 12-digit control number found on your proxy form. In order to be valid and acted upon at the Meeting, forms of proxy must be received by TSX Trust Company not less than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays in the Province of Ontario) before the time of the Meeting or any adjournment or postponement thereof.

If you hold Common Shares through a broker, financial institution, trustee, nominee or other intermediary or otherwise and received these materials through your broker or another intermediary, please complete and return the voting instruction form provided to you in accordance with the instructions provided therein.

The instrument appointing a proxy must be in writing and must be executed by the Shareholder or his or her attorney authorized in writing or, if the Shareholder is a corporation, under its corporate seal by a duly authorized officer or attorney thereof.

The persons named in the enclosed form of proxy are directors and/or officers of Argo Gold. Each Shareholder has the right to appoint a proxyholder other than such persons, who need not be a Shareholder, to attend and to act for them and on their behalf at the Meeting. To exercise such right, the names of the nominees of management should be crossed out and the name of the Shareholder's appointee should be legibly printed in the blank space provided.

Shareholders who are unable to attend the Meeting are requested to read, complete, sign and mail the enclosed form of proxy in accordance with the instructions set out in the form of proxy.

DATED at Toronto, Ontario, this January 14, 2026.

APPROVED BY ORDER OF THE BOARD OF DIRECTORS

(signed) "Judy Baker"

Chief Executive Officer