Exro Technologies Inc. — Proxy Solicitation & Information Statement 2025

Jun 9, 2025

EXRO

PRODUCED BY:

AGMCONNECT

VOTING METHOD
INTERNET	Go to https://portal.agmconnect.com/pxlogin
and enter your 12-Digit CONTROL NUMBER
shown on reverse.
EMAIL	voteproxy@agmconnect.com
MAIL	AGM Connect
1800-372 Bay Street
Toronto, ON M5H 2W9

FORM OF PROXY

FOR USE AT THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

TO BE HELD AT WWW.AGMCONNECT.COM/CURRENT-MEETINGS

ON WEDNESDAY, JUNE 25, 2025 AT 11:00am (Pacific Time)

Proxies must be received by Monday, June 23, 2025 at 11:00am (Pacific Time)

This Proxy is solicited on behalf of the management of EXRO TECHNOLOGIES INC. (the "Company"). The undersigned, being a shareholder of the Company hereby appoints, Darrell Bishop, CFO of the Company, or failing him, Rodney Copes, Director of the Company, or instead of either of them, the following appointee:

PLEASE PRINT APPOINTEE NAME

PLEASE PRINT EMAIL OF APPOINTEE

as proxyholder for and on behalf of the undersigned with the power of substitution to attend, act and vote for and on behalf of the undersigned in respect of all matters that may properly come before the meeting and at any adjournment(s) or postponement(s) thereof, in accordance with voting instructions, if any, provided below.

-PLEASE SEE VOTING GUIDELINES ON REVERSE-

1. Number of Directors	FOR	AGAINST
To set the number of Directors of the Company to six (6).	☐	☐
2. Election of Directors	FOR	WITHHOLD
a. Sue Ozdemir	☐	☐
b. Rodney Copes	☐	☐
c. Aleksandra Miziolek	☐	☐
d. Frank Simpkins	☐	☐
e. John MacLeod	☐	☐
f. Nancy Lee Gioia	☐	☐
3. Appointment of Auditors	FOR	WITHHOLD
To re-appoint PricewaterhouseCoopers LLP, Chartered Accountants, as auditors of the Company and to authorize the directors to fix their remuneration.	☐	☐

PLEASE PRINT NAME

SIGNATURE

DATED

---

Please use the following information to vote your shares:

LINK TO VOTE	https://portal.agmconnect.com/pxlogin
CONTROL NUMBER
NUMBER OF SHARES

PROXY VOTING GUIDELINES

1. THIS PROXY IS SOLICITED BY MANAGEMENT OF THE COMPANY.
2. THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING.
3. If you appoint the management nominees to vote your securities, they will vote in accordance with your instructions or, if no instructions are given, they will vote in favour of each resolution. If you appoint someone else to vote your securities, they will also vote in accordance with your instructions or, if no instructions are given, as they in their discretion choose.
4. Each shareholder has the right to appoint a person other than management designees specified to represent them at the meeting or any postponement or adjournment thereof. Such right may be exercised by completing the proxy appointee information section located on the front side of this proxy form page. The appointed proxyholder need not be a shareholder of the Corporation.
5. The proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that properly come before the meeting or any adjournment or postponement thereof.
6. To be valid, this proxy must be signed by the shareholder named on the front side of this proxy. If the shareholder is a Corporation, the proxy must be executed by an officer of the Corporation or an attorney duly authorized thereof.
7. If the proxy is not dated, it is deemed to bear the date of it's mailing to the shareholders of the Company.
8. To be valid, this proxy must be filed using one of the Voting Methods and must be received by AGM Connect before the date noted on the front side of this proxy, or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays, and Holidays in the city of Toronto, Ontario excluded) before the time of the adjournment or postponement of the meeting.

CONDITIONS

If any amendments or variations to the matters referred to above or any other matters identified in the notice of meeting are proposed at the Meeting or any adjournment(s) thereof, or if any other matters which are not known to management should properly come before the meeting or any adjournment(s) thereof, this proxy confers discretionary authority on the person voting the proxy to vote on such amendments or variations or such other matters in according with the best judgement of such persons.

Late proxies may be accepted or rejected by the Chairman of the meeting in his or her sole discretion.