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Argyle Resources Corporation Proxy Solicitation & Information Statement 2026

Apr 21, 2026

10175_rns_2026-04-21_6f7bc5d8-4548-4d4f-8388-54cea98b0540.pdf

Proxy Solicitation & Information Statement

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ARGYLE RESOURCES CORP.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the Annual General and Special Meeting (the “Meeting”) of the holders (the “Shareholders”) of common shares (the “Shares”) of Argyle Resources Corp. (the “Company” or “We”) will be held at the offices of Branson Corporate Services Ltd., Suite 701, 36, Toronto Street, Toronto ON M5C 2C5 on May 12, 2026, at 10:00 a.m. (EST) for the following purposes:

  1. to receive and consider the audited financial statements of the Company for the fiscal year ended February 28, 2025, together with the report of the auditors thereon;
  2. to determine and set the number of directors for the ensuing year at five (5) and to elect the directors of the Company for the ensuing year;
  3. to appoint Clearhouse LLP as auditor of the Company for the ensuing year and to authorize the directors to fix the auditors remuneration;
  4. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution to approve the adoption of the Company’s 2026 omnibus equity incentive plan (the “Omnibus Equity Incentive Plan”), the full text of which resolutions is set out in the accompanying Management Information Circular of the Company under the heading “Business to be Transacted at the Meeting – Approval of the Omnibus Equity Incentive Plan”; and
  5. to transact such further or other business as may properly come before the Meeting or, if the Meeting is adjourned or postponed, any adjournment or adjournments thereof.

The nature of the business to be transacted at the Meeting is described in further detail in the accompanying Management Information Circular.

The record date for the determination of Shareholders entitled to receive notice of and to vote at the Meeting is April 7, 2026 (the “Record Date”). Shareholders whose names have been entered in the register of Shares at the close of business on the Record Date will be entitled to receive notice of and to vote at the Meeting.

A Shareholder may attend the Meeting in person or may be represented by proxy. Shareholders who are unable to attend the Meeting or any adjournment or postponement thereof in person are requested to date, sign and return the accompanying form of proxy for use at the Meeting or any adjournment or postponement thereof. To be effective, the enclosed form of proxy must be deposited with the Company’s registrar and transfer agent,

Endeavor Trust Corporation, in accordance with the instructions on the enclosed form of proxy no later than 10:00 a.m. (EST) on May 8, 2026, or at least 48 hours (excluding Saturdays, Sundays and statutory holidays) before any adjournment or postponement of the Meeting.

If you are a non-registered Shareholder (for example, if you hold Shares of the Company in an account with an intermediary), you should follow the voting procedures described in the form of proxy or voting instruction form provided by your intermediary or call your intermediary for information as to how you can vote your Shares. Note that the deadlines set by your intermediary for submitting your form of proxy or voting instruction form may be earlier than the dates described above.


Late instruments of proxy may be accepted or rejected by the Chair of the Meeting in his or her discretion and the Chair is under no obligation to accept or reject any particular late instrument of proxy.

DATED as of April 7, 2026.

ON BEHALF OF THE BOARD

Argyle Resources Corp.

"Jeffrey James Stevens"

Jeffrey James Stevens

Chief Executive Officer and Director

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