Curaleaf — Proxy Solicitation & Information Statement 2021

Jul 30, 2021

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CURALEAF HOLDINGS, INC.

Form of Proxy – Annual and Special Meeting to be held on September 9, 2021 at 2:00 p.m. (ET)

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Stock Exchange Tower 1230, 300 5[th] Ave SW Calgary, AB T2P 3C4

Appointment of Proxyholder

I/We being the undersigned holder(s) of shares of Curaleaf Holdings, Inc. (the “Company”) hereby appoint Joseph Bayern (CEO) or failing this person, Joseph Lusardi (Executive Vice-Chairman)

OR

Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein:

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of Curaleaf Holdings, Inc. to be held virtually at https://web.lumiagm.com/200124145 at 2:00 p.m. (Eastern Time) or at any adjournment or postponement thereof.

			For	Against
1.	**Number of Directors.**To set the number of directors of the Company at nine (9).
2.	Election of Directors.ForWithholdForWithhold		For	Withhold
	a.Boris Jordan b.Joseph Lusardi c.	Dr. Jaswinder Grover
	d.Karl Johansson e.Peter Derby	f.Mitchell Kahn
3.	**Appointment of Auditors.**To re-appoint Antares Professional Corporation, Chartered Professional Accountants, as auditors of the Company toFor			Withhold
	hold office until the next annual meeting of shareholders, and to authorize the directors of the Company to fix the auditors' remuneration and theterms of their engagement.
4.	**Amendment to the Articles of the Company.**Consider and, if deemed advisable, adopt a special resolution (the full	text of which isFor		Against

4. Amendment to the Articles of the Company. Consider and, if deemed advisable, adopt a special resolution (the full text of which is reproduced in Schedule “A” of the Company’s management information circular) for the purpose of adopting an amendment to the articles of the Company having the effect of amending the share capital of the Company (as more fully described in the Company’s management information circular).

Authorized Signature(s) – This section must be completed for your instructions to be executed.

I/we authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Signature(s): Date / / MM / DD / YY

Interim Financial Statements – Check the box to the right if you would like to RECEIVE Interim Financial Statements and accompanying Management’s Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

Annual Financial Statements – Check the box to the right if you would like to RECEIVE the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.

This form of proxy is solicited by and on behalf of Management.

Proxies must be received by 2:00 p.m., Eastern Time, on September 7, 2021.

Notes to Proxy

1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual Special Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.

2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.

3. This proxy should be signed in the exact manner as the name appears on the proxy.

4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

5. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.

6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.

7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.

8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

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To Vote Your Proxy Online please visit:

https://login.odysseytrust.com/pxlogin and click on VOTE. You will require the CONTROL NUMBER printed with your address to the right. If you vote by Internet, do not mail this proxy.

To Virtually Attend the Meeting:

Shareholder Address and Control Number Here

You can attend the meeting virtually by visiting https://web.lumiagm.com and entering the meeting ID 200-124-145. For further information on the virtual AGM and how to attend it, please view the management information circular of the company.

To request the receipt of future documents via email and/or to sign up for Securityholder Online services, you may contact Odyssey Trust Company at www.odysseycontact.com

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.