Arizona Metals Corp. — Proxy Solicitation & Information Statement 2025

May 28, 2025

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ARIZONA METALS CORP.

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 18, 2025

The annual and special meeting (the “Meeting”) of the shareholders of Arizona Metals Corp. (the “Corporation”) will be held in a virtual meeting format by way of live audio webcast at https://virtual-meetings.tsxtrust.com/1826 at 12:00 p.m. (Eastern time) on June 18, 2025, for the following purpose:

1. To receive and consider the Corporation’s financial statements for the fiscal year ended December 31, 2024, together with the report of the auditors;
2. To elect directors of the Corporation for the upcoming year;
3. To re-appoint the auditors of the Corporation to hold office until the close of the next annual meeting of shareholders and authorize the directors to fix their remuneration as such;
4. To consider and if deemed advisable, to pass, with or without variation, an ordinary resolution confirming the omnibus equity incentive plan of the Corporation;
5. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the unallocated entitlements under the stock option plan of the Corporation;
6. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the unallocated entitlements under the restricted share unit plan of the Corporation;
7. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the unallocated entitlements under the deferred share unit plan of the Corporation; and
8. To transact such other business as may properly be brought before the Meeting or any adjournment thereof.

The specific details of the matters proposed to be put before the Meeting are set forth in the Circular.

The Board of Directors of the Corporation has fixed May 20, 2025 as the record date for determining the shareholders who are entitled to vote at the Meeting. Only holders of common shares of the Corporation at the close of business on May 20, 2025 will be entitled to receive notice of and to vote at the Meeting.

This year, we will hold the Meeting in a virtual only format which will be conducted via live audio webcast available online using at https://virtual-meetings.tsxtrust.com/1826. At this website, shareholders will be able to participate in the Meeting, submit questions and vote their Common Shares while the Meeting is being held.

If you are a registered shareholder of the Corporation please date and execute the accompanying form of proxy and return it in the envelope provided to TSX Trust Company, 301-100 Adelaide Street West, Toronto, Ontario, M5H 4H1, by no later than 12:00 p.m. (Eastern time) on June 16, 2025.

If you are not a registered shareholder of the Corporation and receive these materials through your broker or through another intermediary, please complete and return the form of proxy or voting instruction form in accordance with the instructions provided to you by your broker or by the other intermediary. Failure to do so may result in your shares not being eligible to be voted by proxy at the Meeting.

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The time limit for the deposit of proxies may be waived or extended by the chairman of the Meeting at his discretion, without notice. You may also vote via the Internet by following the instructions on the form of proxy. If you execute the form of proxy or vote via the Internet you may still attend the Meeting. Only registered shareholders and duly appointed proxyholders may vote at the Meeting.

DATED at Toronto, Ontario effective this 21st day of May, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

/s/ “Duncan Middlemiss”

DUNCAN MIDDLEMISS

President and Chief Executive Officer

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