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Endeavour Mining PLC — Proxy Solicitation & Information Statement 2026
Apr 7, 2026
5068_rns_2026-04-07_74fa58e7-743a-443f-8d0e-36abbf7aa9c3.pdf
Proxy Solicitation & Information Statement
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ENDEAVOUR
MINING
Computershare
320 Bay Street, 14th Floor
Toronto, ON M5H 4A6
www.computershare.com
Security Class
Holder Account Number
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Form of Proxy - Annual General Meeting to be held on Thursday, May 21, 2026
This Form of Proxy is solicited by and on behalf of Management.
Notes to proxy
- Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
- If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. 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. If you are voting on behalf of a corporation you are required to provide your name and designation of office, e.g., ABC Inc. per John Smith, President.
- This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
- If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management.
- 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, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management.
- The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
- This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law.
- This proxy should be read in conjunction with the accompanying documentation provided by Management.
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Proxies submitted must be received by 2:00pm London Time or 9:00am EST on Tuesday, May 19, 2026.
VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!
To Vote Using the Telephone
- Call the number listed BELOW from a touch tone telephone.
1-866-732-VOTE (8683) Toll Free
To Vote Using the Internet
- Go to the following web site: www.investorvote.com
- Smartphone? Scan the QR code to vote now.

To Receive Documents Electronically
- You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com.
If you vote by telephone or the internet, DO NOT mail back this proxy.
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.
Voting by mail or by internet are the only methods by which a holder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.
To vote by telephone or the internet, you will need to provide your CONTROL NUMBER listed below.
CONTROL NUMBER
025WOA
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Appointment of Proxyholder
I/We being holder(s) of securities of Endeavour Mining plc (the "Corporation") hereby appoint: Srinivasan Venkatakrishnan, or failing this person, Samantha Campbell, or failing this person, Guy Young (the "Management Nominees")
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 my/our behalf in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General Meeting of shareholders of the Corporation to be held at Linklaters LLP, 20 Ropemaker Street, London, EC2Y 9AR on Thursday, May 21, 2026 at 2:00pm London Time or 9:00am EST and at any adjournment or postponement thereof.
FOLLOWING THE ANNUAL GENERAL MEETING BY ELECTRONIC MEANS
This year we will be conducting the Annual General Meeting in person but also giving you the opportunity to follow the meeting using your smartphone, tablet or computer. If you choose to follow the meeting online at meetnow.global/EDMAGM2026, you will be able to ask questions through the Q & A messaging function via the online site. Please note you will not be deemed to have attended the meeting and will not count towards the quorum.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
| Ordinary Resolutions | FOP | Against | Withhold | FOP | Against | Withhold |
|---|---|---|---|---|---|---|
| 1. To receive the Company's accounts and the reports of the Directors and Auditors for the year ended 31 December 2025. | ☐ | ☐ | ☐ | 11. To reappoint BDO LLP as auditors of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company. | ☐ | ☐ |
| 2. To re-elect Alison Baker as a Director. | ☐ | ☐ | ☐ | 12. To authorise the Audit and Risk Committee to fix the remuneration of the auditors of the Company. | ☐ | ☐ |
| 3. To re-elect Catherine Lawson-Hall as a Director. | ☐ | ☐ | ☐ | 13. To approve the Directors' Remuneration Report set out on pages 90 to 107 of the 2025 Annual Report. | ☐ | ☐ |
| 4. To re-elect Ian Cockerill as Director. | ☐ | ☐ | ☐ | 14. Authority to allot shares or grant rights to subscribe for or to convert any securities into shares. | ☐ | ☐ |
| 5. To re-elect John Munro as a Director. | ☐ | ☐ | ☐ | Special Resolutions | ☐ | ☐ |
| 6. To re-elect Naguib Sawiris as a Director. | ☐ | ☐ | ☐ | 15. Authority to disapply pre-emption rights. | ☐ | ☐ |
| 7. To re-elect Patrick Bouisset as a Director. | ☐ | ☐ | ☐ | 16. Additional authority to disapply pre-emption rights. | ☐ | ☐ |
| 8. To re-elect Sakhila Mirza as a Director. | ☐ | ☐ | ☐ | 17. Authority to purchase own ordinary shares. | ☐ | ☐ |
| 9. To re-elect Srinivasan Venkatakrishnan as a Director. | ☐ | ☐ | ☐ | 18. That a general meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice. | ☐ | ☐ |
| 10. To elect Alison Henwood as a Director. | ☐ | ☐ | ☐ | Please indicate if you intend to attend the Annual General Meeting in person. | ☐ | ☐ |
Signature of Proxyholder
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, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management. If you are voting on behalf of a corporation you are required to provide your name and designation of office, e.g., ABC Inc. per John Smith, President.
Annual Financial Statements – Mark this box if you would NOT like to receive the Annual Financial Statements and accompanying Management's Discussion and Analysis by mail for ensuing year.
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Signature(s)
Note: In the case of a corporation, this proxy must be signed on its behalf by an officer duly authorised, stating their capacity (e.g. director, secretary).

Date
DD/MM/YY
Signing Capacity
If you are not mailing back your proxy, you may register online to receive the financial report(s) by mail at www.computershare.com/mailinglist.
EBRQ
390951
AR5
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025WPB