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Golden Spike Resources Corp. Proxy Solicitation & Information Statement 2026

Jan 24, 2026

48147_rns_2026-01-23_9da2c044-bc47-4fdc-8b36-29eb4569bca4.pdf

Proxy Solicitation & Information Statement

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(the "Corporation")

Annual Meeting Feb. 19, 2026 at 11:00 AM (Canada/Pacific Daylight) #830 - 1100 Melville Street, Vancouver, BC, V6E 4A6 11:00 am (Pacific) (the "Meeting")

Proxy Voting – Guidelines and Conditions

  • THIS PROXY IS SOLICITED BY OR ON BEHALF OF THE MANAGEMENT OF THE CORPORATION. 1.
  • THIS PROXY SHOULD BE READ IN CONJUNCTION WITH THE MEETING MATERIALS PRIOR TO VOTING. 2.
  • If you appoint the Management Nominees indicated on the reverse to vote on your behalf, they must also vote in accordance with your instructions or, if no instructions are given, in accordance with the Voting Recommendations highlighted for each Resolution on the reverse. 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. 3.
  • This proxy confers discretionary authority on the person named to vote in their discretion with respect to amendments or variations to the matters identified in the Notice of the Meeting accompanying the proxy or such other matters which may properly come before the Meeting or any adjournment or postponement thereof. 4.
  • The securityholder has a right to appoint a person or company to represent the securityholder at the Meeting other than the person or company designated in the form of proxy. Such right may be exercised by inserting, on the reverse of this form, in the space labeled "Please print appointee name", the name of the person to be appointed, who need not be a securityholder of the Corporation. 5.
  • To be valid, this proxy must be signed. Please date the proxy. If the proxy is not dated, it is deemed to bear the date of its mailing to the securityholders of the Corporation. 6.
  • To be valid, this proxy must be filed using one of the Voting Methods and must be received by TSX Trust Company before the Filing Deadline for Proxy, noted on the reverse or in the case of any adjournment or postponement of the Meeting not less than 48 hours (Saturdays, Sundays and holidays excepted) before the time of the adjourned or postponed meeting. Late proxies may be accepted or rejected by the Chair of the Meeting in their discretion, and the Chair is under no obligation to accept or reject any particular late proxy. 7.
  • If the holder is a corporation, the proxy must be executed by an officer or attorney thereof duly authorized, and the holder may be required to provide documentation evidencing the signatory's power to sign the proxy. 8.
  • Guidelines for proper execution of the proxy are available at www.stac.ca. Please refer to the Proxy Protocol. 9.

Electronic Delivery

If you are a registered securityholder and wish to enroll for electronic delivery for future issuer communications including meeting related materials, financial statements, DRS, etc., where applicable, you may do so:

For details go to www.tsxtrust.com/consent-to-electronic-delivery

VOTING METHOD
Internet Go to www.voteproxyonline.com and enter the 12 digit
control number
FACSIMILE 416-595-9593
MAIL or HAND
DELIVERY
TSX Trust Company
301-100 Adelaide Street West
Toronto, Ontario, M5H 4H1

Investor inSite

TSX Trust Company offers at no cost to holders, the convenience of secure 24-hour access to all data relating to their account including summary of holdings, transaction history, and links to valuable holder forms and Frequently Asked Questions.

To register, please visit: https://tsxtrust.com/t/investor-hub/forms/investor-insiteregistration and complete the registration form.

For assistance, please contact TSX TRUST INVESTOR SERVICES.

Mail: 301 - 100 Adelaide Street West Toronto, ON, M5H 4H1

Tel: 1-866-600-5869 Email: [email protected]

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FORM OF PROXY ("PROXY")

GOLDEN SPIKE RESOURCES CORP. (the "Corporation")

Annual Meeting Feb. 19, 2026 at 11:00 AM (Canada/Pacific Daylight) #830 - 1100 Melville Street, Vancouver, BC, V6E 4A6 11:00 am (Pacific)

SECURITY CLASS: Common Shares RECORD DATE: Jan. 9, 2026 FILING DEADLINE FOR

following Appointee

Feb. 17, 2026 at 11:00 AM

CONTROL NUMBER: «CONTROL_NUMBER»

PROXY: (Canada/Pacific Daylight)
PLEASE PRINT APPOINTEE NAME
as proxyholder 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, to the same extent and with the same power as if the undersigned were personally present at the
said Meeting or such adjournment(s) or postponement(s) thereof in accordance with the voting instructions, if any, provided below.
- SEE VOTING GUIDELINES ON REVERSE -
RESOLUTIONS - VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT ABOVE THE BOXES
1. Number of Directors FOR AGAINST 2. Election of Directors FOR WITHHOLD
To set the number of Directors at 4 A) Keith Anderson
B) Robert Cinits
C) P. Joseph Meagher
D) Joseph Cullen
3. Appointment of Auditor FOR WITHHOLD
Appointment of Dale Matheson Carr-Hilton
LaBonte LLP as Auditor of the Corporation for
the ensuing year and authorizing the Directors
to fix their remuneration.

APPOINTEES The undersigned hereby appoints Keith Anderson, CEO whom failing Penilla Klomp, Corporate Secretary (the "Management Nominees") or instead of any of them, the

The Proxy revokes and supersedes all earlier dated proxies and MUST BE SIGNED

PLEASE PRINT NAME Signature of registered owner(s) Date(MM/DD/YYYY)
Interim Financial Statements – Mark this box if you would like to receive
Interim Financial Statements and Management's Discussion and Analysis.
If you are casting your vote online and wish to receive financial statements, please complete the online request for financial statements following your voting instructions. If the
cut-off time has passed, please fax this side to 416-595-9593
Annual Financial Statements – Mark this box if you would like to receive
Annual Financial Statements and Management's Discussion and Analysis.