Aritzia Inc. — Share Issue/Capital Change 2026

Jan 14, 2026

JANUARY 13, 2026

ARITZIA INC.

BOUGHT SECONDARY OFFERING OF SUBORDINATE VOTING SHARES

TERM SHEET

A PRELIMINARY SHORT FORM PROSPECTUS CONTAINING IMPORTANT INFORMATION RELATING TO THE SECURITIES DESCRIBED IN THIS DOCUMENT HAS NOT YET BEEN FILED WITH THE SECURITIES REGULATORY AUTHORITIES IN EACH OF THE PROVINCES AND TERRITORIES OF CANADA, EXCLUDING QUEBEC. THE PRELIMINARY SHORT FORM PROSPECTUS, THE FINAL PROSPECTUS, AND ANY AMENDMENTS THERETO WILL BE ACCESSIBLE THROUGH SEDAR+ AT WWW.SEDARPLUS.COM. COPIES OF THE DOCUMENT MAY BE OBTAINED FROM BMO CAPITAL MARKETS BY PHONE AT 905-791-3151, EXT. 4312 OR EMAIL AT TORBRAMWAREHOUSE@DATAGROUP.CA. THERE WILL NOT BE ANY SALE OR ANY ACCEPTANCE OF AN OFFER TO BUY THE SECURITIES UNTIL A RECEIPT FOR THE FINAL SHORT FORM PROSPECTUS HAS BEEN ISSUED. THIS DOCUMENT DOES NOT PROVIDE FULL DISCLOSURE OF ALL MATERIAL FACTS RELATING TO THE SECURITIES OFFERED. INVESTORS SHOULD READ THE PRELIMINARY SHORT FORM PROSPECTUS, FINAL SHORT FORM PROSPECTUS AND ANY AMENDMENT, FOR DISCLOSURE OF THOSE FACTS, ESPECIALLY RISK FACTORS RELATING TO THE SECURITIES OFFERED, BEFORE MAKING AN INVESTMENT DECISION.

Issuer: Aritzia Inc. (the “Company”).

Selling Shareholders: Mr. Brian Hill, together with entities owned and/or controlled, directly or indirectly, by him or by him and his immediate family, including AHI Holdings Inc., SVEN Holdings Inc. and the ARON Charitable Foundation (collectively, the “Hill Entities” and/or the “Selling Shareholders”).

Offering: 1,537,000 Subordinate Voting Shares offered on a secondary basis (the “Offering”) (1,767,550 Subordinate Voting Shares if the Over-Allotment Option is exercised in full).

Offering Size: $200,117,400 ($230,135,010 if the Over-Allotment Option is exercised in full).

Offering Price: $130.20 per Subordinate Voting Share.

Over-Allotment Option: The Selling Shareholders have granted the Underwriter an option, exercisable, in whole or in part, at any time for a period of 30 days after the Closing Date, to purchase up to an additional 230,550 Subordinate Voting Shares, representing approximately 15% of the aggregate number of Subordinate Voting Shares sold under the Offering at the Offering Price solely to cover the Underwriter’s over-allocation position and for market stabilization purposes, if any.

Shares Held by the Selling Shareholders Following Closing: Upon completion of the Offering and assuming no exercise of the Over-Allotment Option, the Hill Entities will, directly or indirectly, own or control approximately 15.9% of the issued and outstanding Multiple Voting Shares and Subordinate Voting Shares (collectively, the “Shares”) and approximately 65.4% of the voting power attached to all of the issued and outstanding Shares of the Company (approximately 15.7% of the issued and outstanding Shares and approximately 65.1% of the voting power attached to all of the Shares if the Over-Allotment Option is exercised in full), in each case, on a non-diluted basis.

Use of Proceeds: The Company will not receive any proceeds from the Offering. The net proceeds of the Offering will be paid to the Selling Shareholders and are intended for estate planning, investment diversification and charitable giving purposes (including through the ARON Charitable Foundation, the Hill family’s charitable foundation).

Standstill: Each of the Company and the Hill Entities will be subject to a 90-day lock-up, subject to customary exceptions.

Offering Procedure: Bought deal by way of a short form prospectus to be filed in all the provinces and territories of Canada, excluding Quebec. Private placement in the U.S. to “qualified institutional buyers” pursuant to Rule 144A of the United States Securities Act of 1933, as amended, and internationally as permitted. A copy of the short form prospectus will be available on www.sedarplus.com.

Eligibility: The Subordinate Voting Shares will be eligible for RDSPs, RRSPs, RRIFs, RESPs, TFSAs, DPSPs and FHSAs.

Listing: The Subordinate Voting Shares are listed on the TSX under the symbol “ATZ”.

Bookrunner: BMO Capital Markets.

Underwriter’s Fee: 4.00%.

Closing Date: On or about January 29, 2026.