Finning International Inc. — Proxy Solicitation & Information Statement 2023

Mar 31, 2023

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ANNUAL MEETING OF FINNING INTERNATIONAL INC. NOTICE AND ACCESS NOTIFICATION TO SHAREHOLDERS

You are receiving this notification as Finning International Inc. (the “Corporation”) is utilizing the notice and access model for delivery of meeting materials to its shareholders. Under notice and access, shareholders will receive a proxy or voting instruction form enabling them to vote at the Corporation’s annual meeting (the “Meeting”). However, instead of a paper copy of the 2023 Management Proxy Circular (the “Circular”), shareholders receive this notice with information on how they may access the Circular and the annual financial statements and related management discussion and analysis for the financial year ended December 31, 2022 (the “Financial Report” and, together with the Circular, the “Meeting Materials”) electronically. The use of this alternative method of delivery is more environmentally friendly and cost effective as it reduces paper, printing and postage. The Meeting Materials were only mailed to shareholders who requested a paper copy (please refer to the section “Canadian notice and access” in the Circular).

Shareholders will be able to attend and vote at the Meeting in-person or by proxy. Shareholders who are not attending the meeting in-person will have the opportunity to listen to the meeting through a live audioonly webcast. Shareholders who join the audio webcast will be able to listen to the meeting proceedings and view the presentations but will not be able to ask questions or vote. Access to the audio webcast on our website can be found at: https://www.finning.com/en_CA/company/investors.html, directly through the following link: Finning 2023 Annual Meeting Audio Webcast or by telephone: +1 (403) 910-7222 (Calgary, Canada toll-free) or (855) 335-8453 (Canada toll-free) Conference ID: 741 643 315#.

MEETING DATE AND LOCATION:

WHEN:

WHERE:

Tuesday, May 9, 2023 Saltspring Island Room at 2:00 pm Pacific Time Fairmont Hotel Vancouver 900 West Georgia Street Vancouver, British Columbia

SHAREHOLDERS WILL BE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING MATTERS:

ELECTION OF DIRECTORS: Shareholders will be asked to elect directors. Information respecting the election of directors may be found in the “Business of the Meeting” (Elect directors) section and the “About the nominated directors” section of the Circular.

APPOINTMENT OF AUDITOR: Shareholders will be asked to appoint the auditor and to empower the directors to determine the auditor’s remuneration. Information respecting the appointment of the auditor may be found in the “Business of the Meeting” (Appoint the auditor) section of the Circular.

SAY ON PAY: Shareholders will be asked to consider and approve, on an advisory basis, an ordinary resolution to accept the Corporation’s approach to executive compensation, which is more fully described in the “Business of the Meeting” (Participate in our advisory vote on executive pay) section of the Circular.

SHAREHOLDERS ARE REMINDED TO VIEW THE MEETING MATERIALS PRIOR TO VOTING

WEBSITES WHERE THE MEETING MATERIALS ARE POSTED

The Meeting Materials can be viewed online at www.SEDAR.com or at the Corporation’s website at www.finning.com/governance.

HOW TO OBTAIN A PAPER COPY OF THE MEETING MATERIALS

Shareholders may request that a paper copy of the Meeting Materials be sent to them by regular mail free of charge. If you would like to receive a paper copy of the Meeting Materials call the Corporation Toll Free at 1-888-346-6464 within North America and outside North America at 1-604-691-6444. Requests should be received at least ten business days in advance of the proxy deposit date set out in the accompanying proxy or voting instruction form to receive the Meeting Materials in advance of the proxy deposit date and the Meeting date. Requests for paper copies made before the Meeting will be sent to you within three business days of receiving your request. Requests for paper copies made on or after the date of the Meeting will be sent to you within 10 calendar days after receiving your request.

VOTING

Registered shareholders : are asked to register their vote by using the following methods in advance of the proxy deposit date noted on your proxy:

INTERNET: www.investorvote.com TELEPHONE: 1-866-732-VOTE (8683) MAIL: Computershare Investor Services Inc. Attention: Proxy Department 100 University Avenue, 8[th] Floor Toronto, Ontario M5J 2Y1

Registered shareholders are able to attend the Meeting and vote in person. Shareholders who wish to appoint a third party proxyholder to represent them at the Meeting MUST submit their duly completed proxy by no later than 2:00 p.m. Pacific time on May 5, 2023.

Non-registered beneficial shareholders : are asked to register their vote by using the following methods at least one business day in advance of the proxy deposit date noted on your voting instruction form:

INTERNET: www.proxyvote.com TELEPHONE: Canada: 1-800-474-7493 (English) or 1-800-474-7501 (French) U.S.: 1-800-454-8683 MAIL: Data Processing Centre PO Box 3700 STN Industrial Park Markham, Ontario L3R 9Z9

Non-registered beneficial shareholders who have not duly appointed themselves as proxyholder will not be able to vote at the Meeting. Shareholders who wish to appoint a third party proxyholder to represent them at the Meeting (including non-registered beneficial shareholders who wish to appoint themselves as proxyholder to vote at the Meeting) MUST submit their duly completed proxy or voting instruction form in accordance with the applicable instructions and by no later than 2:00 p.m. Pacific time on May 5, 2023.

Shareholders (employees) under the employee stock purchase plan (ESPP) : are asked to register their vote by using the following methods in advance of the proxy deposit date noted on your voting instruction form:

INTERNET: www.investorvote.com TELEPHONE: 1-866-734-VOTE (8683) MAIL: Computershare Investor Services Inc. Attention: Proxy Department 100 University Avenue, 8[th] Floor Toronto, Ontario M5J 2Y1

Non-registered ESPP beneficial shareholders who have not duly appointed themselves as proxyholder will not be able to vote at the Meeting. ESPP beneficial shareholders who wish to

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appoint a third party proxyholder to represent them at the Meeting (including non-registered ESPP beneficial shareholders who wish to appoint themselves as proxyholder to vote at the Meeting) MUST submit their duly completed proxy or voting instruction form by no later than 2:00 p.m. Pacific time on May 5, 2023.

For more information on how to attend and participate at the Meeting, how to deposit a proxy, how to appoint a proxyholder and how to vote, please refer to the Corporation’s 2023 Management Proxy Circular dated March 16, 2023 and in particular the section “How to vote”.

Shareholders with questions about notice and access can call Computershare Investor Services Inc. at 1-866-964-0492.

STRATIFICATION

The Corporation is only providing a paper copy of its Circular and Financial Report to those shareholders who have previously requested to receive paper materials.

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