Franco-Nevada — Proxy Solicitation & Information Statement 2026

Apr 7, 2026

Franco Nevada
The GOLD Investment that WORKS

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

Annual and Special Meeting (the "Meeting") of the shareholders of Franco-Nevada Corporation (the "Corporation")

Date:	Tuesday, May 12, 2026
Time:	4:00 p.m. (Toronto time)
Venue:	Virtually at https://meetings.lumiconnect.com/400-477-135-497 and in person at Lumi Experience Toronto, 200 Bay Street, Suite 1600, North Tower, Toronto, Ontario, M5J 2J2
Items of Business:	✓ to receive the audited consolidated financial statements of the Corporation for the year ended December 31, 2025, together with the auditors' report thereon;
	✓ to elect the directors of the Corporation;
	✓ to appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants, as auditors of the Corporation for the ensuing year and to authorize the directors to fix the remuneration to be paid to the auditors;
	✓ to consider and, if thought appropriate, pass, with or without variation, an advisory resolution on the Corporation's approach to executive compensation; and
	✓ to transact such other business as may properly come before the Meeting or any adjournment thereof.

The management information circular (the "Circular") dated March 19, 2026 provides additional information relating to the matters to be dealt with at the Meeting and forms part of this notice.

Hybrid Meeting

The Corporation is holding a hybrid meeting this year. The virtual meeting will be via live webcast at https://meetings.lumiconnect.com/400-477-135-497 and the in-person meeting at Lumi Experience, Toronto, 200 Bay Street, Suite 1600, North Tower, Toronto, Ontario M5J 2J2. Registered shareholders and their duly appointed proxyholders can attend, submit questions and vote at the Meeting. Non-registered or beneficial shareholders must appoint themselves (or someone to attend on their behalf) as proxyholder in order to be able to vote at the Meeting. Otherwise, such non-registered or beneficial shareholders will only be able to attend as a guest. Detailed instructions on how to participate in the Meeting (either virtually or in person) are provided in the attached Circular.

Notice and Access

The Corporation is using the notice and access procedure ("Notice and Access") adopted by the Canadian Securities Administrators for the delivery of the Circular. Under Notice and Access, shareholders are still entitled to receive a form of proxy (or voting instruction form) enabling you to vote at the Meeting. However, instead of receiving paper copies of the Circular, shareholders receive this notice of meeting which contains information on how to access the Circular electronically. Notice and Access reduces costs and is more environmentally friendly as it reduces the printing and mailing of documents.

The Circular and form of proxy (or voting instruction form) provide additional information concerning the matters to be dealt with at the Meeting. Shareholders are reminded to review all information contained in the Circular prior to voting.

For more information about Notice and Access procedures, please call toll-free at 1-866-964-0492.

TSX/NYSE:FNV
Franco-Nevada Corporation

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Websites Where Meeting Materials are Posted

The Circular is available on the following Notice and Access website hosted by Computershare Investor Services Inc. (Canada): www.envisionreports.com/franco-nevada2026. The Circular is also available on the Corporation's website, www.franco-nevada.com, under the Corporation's profile on SEDAR+ at www.sedarplus.com and on EDGAR at www.sec.gov.

How to Obtain Paper Copies of Meeting Materials

All shareholders may request that paper copies of the Circular be sent to them by post delivery free of charge. Requests may be made up to one year from the date that the Circular is posted on the Corporation's website. Prior to the Meeting, shareholders may request a paper copy of the Circular by calling the applicable toll-free number set out below and a copy will be mailed within three business days of receiving such request:

• For registered shareholders: 1-866-962-0498 within North America and 1-514-982-8716 from outside North America. The 15-digit control number found on the proxy form will be required
• For beneficial shareholders: 1-877-907-7643 within North America and 1-303-562-9305 from outside North America or you may electronically submit a request at www.proxyvote.com. The 16-digit control number found on the voting instruction form will be required

If a shareholder wishes to receive the Circular prior to the voting deadline as described below, the request should be made before 5:00 p.m. (Toronto time) on April 24, 2026.

After the Meeting, shareholders may request a paper copy of the Circular by calling 1-844-916-0609 within North America and 1-303-562-9305 from outside North America and a copy will be mailed within ten calendar days of receiving such request.

Voting

Shareholders are encouraged to vote. Registered shareholders as of the close of business on March 17, 2026 will be entitled to receive notice of, and vote at, the Meeting and any adjournment thereof. Please read the attached Circular carefully as it provides instructions on how shareholders can vote by proxy or virtually.

To be valid, proxies must be deposited with Computershare Investor Services Inc. at 320 Bay Street, 14th Floor, Toronto, Ontario M5H 4H6, no later than 5:00 p.m. (Toronto time) on May 8, 2026 or on the second business day preceding the date of any adjournment of the Meeting.

Non-registered beneficial shareholders should follow the instructions of their intermediaries in order to vote their shares.

By order of the Board of Directors

"Lloyd Hong"
Chief Legal Officer & Corporate Secretary

Dated at Toronto, the 19th day of March, 2026.

Franco-Nevada Corporation
TSX/NYSE:FNW