Cresco Labs Inc. — AGM Information 2022

Jun 15, 2022

CRESCO LABS INC.

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 15, 2022

NOTICE IS HEREBY GIVEN that the annual and special meeting (the “ Meeting ”) of the holders (the “ Shareholders ”) of Subordinate Voting Shares, Proportionate Voting Shares, Super Voting Shares and Special Subordinate Voting Shares (collectively, the “ Voting Shares ”) of Cresco Labs Inc. (“ Cresco ” or the “ Corporation ”) will be held at 10:00 a.m. (Central Daylight Time) on July 15, 2022 and will be a virtual meeting conducted via live audio webcast. The Meeting will be held for the following purposes:

1. to receive and consider the Corporation’s financial statements for the years ended December 31, 2021 and 2020, together with the auditor’s report thereon (collectively, the “ Financial Statements ”);

2. to set the number of directors of the Corporation at eleven;

3. to elect the directors of the Corporation to serve until the next annual meeting of Shareholders or until their successors are elected or appointed;

4. to appoint Marcum LLP as independent auditor of the Corporation to hold office until the next annual meeting of Shareholders and to authorize the directors to fix the remuneration thereof;

5. to consider and, if deemed advisable, to pass a special resolution to amend the articles of the Corporation such that following any future listing of the Subordinate Voting Shares on a United States national securities exchange: (i) the Corporation may not issue any new Super Voting Shares, (ii) any Super Voting Shares repurchased by the Corporation must be cancelled and may not be reissued, and (iii) at the time that there are no Super Voting Shares outstanding, the Corporation may take such appropriate action (without the need for shareholder action or approval) as may be necessary to remove the Super Voting Shares from the Corporation’s authorized share structure; and

6. to transact any other business as may properly be brought before the Meeting or any adjournment(s) or postponement thereof.

The details of all matters proposed to be put before the Shareholders at the Meeting are set forth in the management information circular accompanying this Notice of Annual and Special Meeting (the “ Information Circular ”).

The record date for determination of the Shareholders entitled to receive notice of and to vote at the Meeting is May 16, 2022 (the “ Record Date ”). All Shareholders of record as of the close of business on the Record Date are entitled to virtually attend, participate and vote at the Meeting or by proxy.

This year, the Corporation will hold the Meeting in a virtual, audio only, online format conducted by live webcast at https://web.lumiagm.com/267206284 .

A Shareholder who wishes to appoint a person other than the management nominees identified on the form of proxy or voting instruction form, to represent him, her or it at the Meeting may do so by inserting such person’s name in the blank space provided in the form of proxy or voting instruction form and following the instructions for submitting such form of proxy or voting instruction form. In order to be valid and acted upon at the Meeting, completed proxies or votes must be received by Odyssey Trust Company by 10:00 a.m. (Central Daylight Time) on July 13, 2022 or, in the case of any adjournment or postponement of the Meeting, at least 48 hours (excluding Saturdays, Sundays and holidays) prior to the time of the adjourned or postponed Meeting. A person appointed as proxyholder need not be a Shareholder. See the Information Circular for further instructions.

Shareholders should follow the instructions on the forms they receive. If Shareholders with questions should contact their intermediaries or Odyssey Trust Company, the Corporation’s transfer agent, toll free within

North America at 1-800-517-4553, outside of North America at 1-587-885-0960 or by e-mail at proxy@odysseytrust.com.

Shareholders will not be able to attend the Meeting in person, but will have an opportunity to participate at the Meeting online regardless of their geographic location. Registered Shareholders and duly appointed proxyholders who attend the Meeting online will still have the opportunity to participate in the question and answer session and vote their shares at the Meeting, provided that they follow the instructions in the accompanying Information Circular and remain connected to the internet at all times during the Meeting. Beneficial Shareholders who do not appoint themselves as their proxyholder in accordance with the instructions in the accompanying Information Circular and provided by their intermediary will be able to participate as guests at the Meeting. Guests will be able to listen to the proceedings of the Meeting but cannot vote. Shareholders who usually vote by proxy ahead of the Meeting will be able to do so in the same manner as previous Shareholder meetings.

The Corporation has elected to use the notice-and-access provisions under National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer (“ NI 54-101 ”) and National Instrument 51-102 – Continuous Disclosure Obligations (together with NI 54-101 (collectively, the “ Notice-and-Access Provisions ”)) for the Meeting. The Notice-and-Access Provisions are a set of rules developed by the Canadian Securities Administrators that allow issuers to post electronic versions of proxy-related materials on-line, via the System for Electronic Document Analysis and Retrieval (“ SEDAR ”) and one other website, rather than mailing paper copies of such materials to securityholders.

Electronic copies of this Notice of Annual and Special Meeting of Shareholders, the Information Circular, the Corporation’s management discussion and analysis of the results of operations and financial condition of the Corporation for the year ended December 31, 2021 and the audited consolidated financial statements of the Corporation and accompanying notes for the year ended December 31, 2021 together with the auditor’s report thereon (the “ 2021 MD&A and Financials ”) may be found on SEDAR at www.sedar.com and also on Cresco’s website at www.investors.crescolabs.com.

Shareholders will receive paper copies of a notice package (the “ Notice Package ”) via pre-paid mail containing a notice with information prescribed by NI 54-101 and a form of proxy (if you are a registered shareholder) or a voting instruction form (if you are a non-registered shareholder).

The Corporation will not use procedures known as ‘stratification’ in relation to the use of Notice-and-Access Provisions. Stratification occurs when an issuer using Notice-and-Access Provisions sends a paper copy of the Information Circular to some securityholders with a Notice Package.

Shareholders may obtain paper copies of the Information Circular and the 2021 MD&A and Financials free of charge by contacting Odyssey Trust Company toll free within North America at 1-888-290-1175 and outside of North America at 1-587-885-0960.

Any shareholder wishing to obtain a paper copy of the meeting materials should submit their request no later than June 29, 2022 in order to receive paper copies of the meeting materials in time to vote before the Meeting. Shareholders may contact Odyssey Trust Company toll free within North America at 1-888-290-1175 and outside of North America at 1-587-885-0960 to obtain more information about the Notice-and-Access Provisions. Under the Notice-and-Access Provisions, meeting materials will be available for viewing on the Corporation’s website for one year from the date of posting.

DATED as of the 3[rd] day of June, 2022.

Yours truly,

(signed) “ Thomas J. Manning”

Thomas J. Manning Executive Chairman of the Board

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