CMX Gold & Silver Corp. — Proxy Solicitation & Information Statement 2025

Jul 25, 2025

CMX GOLD & SILVER CORP.

NOTICE OF ANNUAL GENERAL MEETING

TAKE NOTICE that an annual general meeting (the "Meeting") of the holders of Common Shares in the capital of CMX Gold & Silver Corp. ("CMX" or the "Corporation") will be held at the office of Dentons Canada LLP, solicitors for CMX, at 15th Floor, Bankers Court, 850 - 2nd Street SW, Calgary, Alberta, on Wednesday, September 3, 2025 at 11:00 a.m. (MST) for the following purposes:

1. to receive the Financial Statements of the Corporation for the years ended December 31, 2024 and 2023 together with the report of the auditors thereon;
2. to fix the number of directors to be elected at four;
3. to elect directors of the Corporation until the next annual general meeting, as described in the Information Circular accompanying this Notice;
4. to appoint auditors of the Corporation for the ensuing year and to authorize the Directors to fix the auditors' remuneration, as described in the Information Circular accompanying this Notice;
5. to consider and, if thought fit, pass an ordinary resolution approving renewal of the Corporation’s rolling 10% Stock Option Plan, as such resolution is set forth in the Information Circular accompanying this Notice; and
6. to transact such other business as may properly come before the Meeting or any adjournment or adjournments thereof.

If you are a registered shareholder of the Corporation and are unable to attend the Meeting in person, please date and sign the form of proxy delivered to you by the Corporation and deliver or mail it in the enclosed envelope to Olympia Trust Company, PO Box 128, STN M, Calgary, AB T2P 2H6, Attention: Proxy Department. Alternatively, you may vote by internet using the 12-digit control number located at the bottom of your proxy at https://css.olympiatrust.com/pxlogin, by email at proxy@olympiatrust.com, or by facsimile at (403) 668-8307. All instructions are listed in the enclosed form of proxy. In order to be valid and acted upon at the Meeting or any adjournment thereof, proxies must be received at the aforesaid address no later than 11:00 a.m. (MST) on August 29, 2025 or, if the Meeting is adjourned, not later than 48 hours (excluding Saturdays, Sundays and holidays) before the beginning of any adjournment thereof.

If you are a beneficial shareholder of the Corporation and receive these materials through your broker or through another intermediary, please complete and return the form of proxy provided in accordance with the instructions provided therein.

Only registered shareholders as at July 22, 2025 and their duly appointed proxyholders will be entitled to vote at the Meeting. Shareholders are strongly encouraged to vote in advance of the Meeting by completing a proxy.

DATED at Calgary, Alberta, this 22nd day of July, 2025.

ON BEHALF OF THE BOARD OF DIRECTORS

"Jan M. Alston"

President and Chief Executive Officer