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FLINT Corp. Proxy Solicitation & Information Statement 2026

May 14, 2026

46786_rns_2026-05-14_66e2e6b1-b07d-4561-9545-526b5d02a039.pdf

Proxy Solicitation & Information Statement

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NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

to be held on June 23, 2026

NOTICE IS HEREBY GIVEN that an annual and special meeting (the "Meeting") of the holders (each, a "Shareholder") of common shares ("Common Shares") of FLINT Corp. (the "Company" or "FLINT") will be held at the Bow Valley Square Conference Centre (Hamilton Room), +30 Level, 205 – 5th Avenue S.W., Calgary, Alberta on Tuesday, June 23, 2026, at 9:00 a.m. (Calgary time) for the following purposes:

  • To receive the consolidated financial statements of the Company for the year ended December 31, 2025 and the auditors' report thereon;
  • To re-appoint Ernst & Young LLP as auditors of the Company for the ensuing year and to authorize the directors to fix their remuneration;
  • To elect directors of the Company for the ensuing year;
  • To consider, and, if deemed advisable, to pass, with or without variation, an ordinary resolution substantially in the form of the resolution set out in the management information circular approving the Company's omnibus equity incentive plan; and
  • To transact such other business as may properly come before the Meeting or any adjournment(s) or postponement(s) thereof.

This Notice of Meeting is accompanied by the management information circular of FLINT dated May 7, 2026 (the "Circular"), and a form of proxy or voting instruction form. Details of the matters to be put before the Meeting are set forth in the Circular. Any adjourned or postponed meeting resulting from an adjournment or postponement of the Meeting will be held at a time and place to be specified either by FLINT before the Meeting or by the Chair of the Meeting, as applicable.

The board of directors of FLINT has fixed May 4, 2026 as the record date (the "Record Date") for determining Shareholders who are entitled to receive notice of and to vote at the Meeting or any adjournment(s) or postponement(s) thereof. Only Shareholders whose names appear in the register of Shareholders maintained by or on behalf of FLINT ("Registered Shareholders") at the close of business on the Record Date will be entitled to receive notice of the Meeting and to attend and vote at the Meeting, provided that if a Shareholder has transferred the ownership of any of their Common Shares after the Record Date and the transferee of those Common Shares produces properly endorsed Common Share certificates or otherwise establishes that they own the Common Shares and demands, not later than 10 days before the Meeting, or any shorter period that the Chair of the Meeting may permit, that their name be included in the list of Shareholders before the Meeting, then the transferee shall be entitled to vote such Common Shares at the Meeting.

If you are a Registered Shareholder, please exercise your right to vote by completing and signing the enclosed form of proxy and depositing it with Odyssey Trust Company: (i) by mail using the enclosed return envelope or one addressed to Odyssey Trust Company, Proxy Department, Traders Bank Building 702, 67 Yonge Street Toronto, Ontario M5E 1J8; (ii) by hand delivery to Odyssey Trust Company, Proxy Department, Traders Bank Building 1100, 67 Yonge Street Toronto, Ontario M5E 1J8; (iii) by facsimile to (800) 517-4553, (iv) by email to [email protected]; or (v) online at https://login.odysseytrust.com/pxlogin not later than 9:00 a.m. (Calgary time) on Friday, June 19, 2026, or not later than 48 hours (excluding Saturdays, Sundays and statutory holidays in Calgary) before any adjournment(s) or postponement(s) of the Meeting. The Chair of the Meeting may waive or extend this time limit for receipt of completed proxies by Odyssey Trust Company without notice.


If you are not a Registered Shareholder and hold your shares through a broker or other agent, please complete the form of proxy or voting information form that you have received, in accordance with the instructions provided therein, so that your Common Shares can be voted in accordance with your instructions.

DATED at Calgary, Alberta this 7 day of May, 2026.

BY ORDER OF THE BOARD OF DIRECTORS

(signed) "Sean McMaster"

Sean McMaster
Chair of the Board of Directors
FLINT Corp.