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Highwood Asset Management Ltd. — Proxy Solicitation & Information Statement 2026
Apr 24, 2026
47548_rns_2026-04-24_40ecbcc5-c067-43e3-963b-148250fa721f.pdf
Proxy Solicitation & Information Statement
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HIGHWOOD ASSET MANAGEMENT LTD.
NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON MAY 21, 2026
NOTICE IS HEREBY GIVEN THAT AN ANNUAL GENERAL AND SPECIAL MEETING (the “Meeting”) of holders (“Shareholders”) of common shares (“Common Shares”) of Highwood Asset Management Ltd. (the “Company” or “Highwood”) will be held at the Livingston Place Conference Centre, 222 – 3rd Avenue SW, Calgary, Alberta T2P 0B4, at 10:00 a.m. (Calgary Time), on Thursday, May 21, 2026, for the following purposes:
- to receive and consider the audited financial statements of the Company for the financial year ended December 31, 2025 and the report of the auditor thereon;
- to fix the number of directors of the Company to be elected at the Meeting at six;
- to elect directors for the ensuing year as described in the management information circular (the “Circular”) accompanying this notice of meeting (“Notice”);
- to appoint RSM Canada LLP as the auditors of the Company for the ensuing year at a remuneration to be fixed by the board of directors of the Company;
- to consider and, if thought fit, to pass an ordinary resolution to re-approve the Company’s rolling omnibus incentive plan, as more fully set forth in the Circular accompanying this Notice, and
- to transact such other business as may be properly brought before the Meeting or any adjournment thereof.
The board of directors of the Company has fixed the record date for the Meeting at the close of business on April 6, 2026 (the “Record Date”). Only Shareholders of record as at the Record Date are entitled to receive notice of the Meeting. Shareholders of record will be entitled to vote those Common Shares owned as at the Record Date, unless any such Shareholder transfers such Shareholder’s Common Shares after the Record Date and the transferee of those Common Shares establishes that the transferee owns the Common Shares and demands, not later than ten (10) days before the Meeting, that the transferee’s name be included in the list of Shareholders entitled to vote at the Meeting, in which case such transferee shall be entitled to vote such Common Shares at the Meeting.
An “ordinary resolution” is a resolution passed by at least a majority of the votes cast by Shareholders in respect of that resolution at the Meeting.
In order to permit Shareholders and proxyholders to listen to the Meeting in real time, without having to attend in person, a conference call of the Meeting will be available as follows:
Conference call:
- Participation — North America Toll-Free: 1-888-510-2154, Local (Toronto): 437-900-0527, Germany Toll-Free: 498005889782, Germany Local: 496925499320, New York: 1-646-357-8785
- Replay — North America Toll-Free: 1-888-660-6345 and Local (Toronto): 1-289-819-1450, with Access Code: 46661#
- Audience URL — https://app.webinar.net/Y6VM1OYyeAk
Shareholders will not be able to vote through the conference call; however, there will be a question and answer session following the termination of the formal business of the Meeting during which Shareholders attending the conference call may ask questions.
WE STRONGLY ENCOURAGE ALL SHAREHOLDERS TO VOTE ELECTRONICALLY BY PROXY RATHER THAN ATTENDING THE MEETING IN PERSON.
DATED April 9, 2026
BY ORDER OF THE BOARD OF DIRECTORS
(signed) “Greg Macdonald”
Greg Macdonald
Chief Executive Officer, President and Director