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Kits Eyecare Ltd. Proxy Solicitation & Information Statement 2026

Apr 24, 2026

47986_rns_2026-04-24_191a7f53-8ce0-4cae-b570-446f74ffcb13.pdf

Proxy Solicitation & Information Statement

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KITS

NOTICE-AND-ACCESS NOTIFICATION
for the Annual General and Special Meeting of Shareholders
to be held on June 3, 2026 (the “Meeting”)

You are receiving this notification as Kits Eyecare Ltd. (the “Company”) is using the notice-and-access model for delivery of certain Meeting-related materials to its non-registered holders of common shares (“Non-Registered Holders”). Under notice-and-access, instead of a paper copy of the information circular dated April 20, 2026 (the “Circular”), Non-Registered Holders receive this notice with information on how they may access such materials electronically. The use of this alternative means of delivery is more environmentally friendly as it will help reduce paper use and also will reduce the cost of printing and mailing materials to Non-Registered Holders.

MEETING DATE AND LOCATION

When: Wednesday, June 3, 2026 at 9:00 a.m. (Pacific Daylight Time)

Where: Virtual Meeting via live audio webcast at:
https://meetnow.global/MAPPLDV

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

Financial Statements: Shareholders will be asked to receive the consolidated financial statements of the Company for the year ended December 31, 2025 and the auditors' report thereon. Information respecting the financial statements may be found in the Circular under “Particulars of Matters to be Acted Upon at the Meeting – Financial Statements”.
Appointment of Auditor: Shareholders will be asked to re-appoint MNP LLP as the auditors of the Company for the ensuing year and to authorize the directors of the Company to fix their remuneration. Information respecting the appointment of MNP LLP may be found in the Circular under “Particulars of Matters to be Acted Upon at the Meeting – Appointment of Auditors”.
Election of Directors: Shareholders will be asked to elect directors of the Company for the ensuing year. Information respecting the election of directors may be found in the Circular under “Particulars of Matters to be Acted Upon at the Meeting – Election of Directors”.
Stock Option Plan Resolution: Shareholders will be asked to consider and, if deemed advisable, to pass an ordinary resolution ratifying and approving unallocated options under the Company's stock option plan (the “Stock Option Plan Resolution”). Information respecting the Stock Option Plan Resolution may be found in the Circular under “Particulars of Matters to be Acted Upon at the Meeting – Approval of Unallocated Options Under the Stock Option Plan”. The full text of the Stock Option Plan Resolution is attached to the Circular as Annex I.
Restricted Share Plan Resolution: Shareholders will be asked to consider and, if deemed advisable, to pass an ordinary resolution ratifying and approving unallocated rights under the Company's restricted share plan (the “Restricted Share Plan Resolution”). Information respecting the Restricted Share Plan Resolution may be found in the Circular under “Particulars of Matters to be Acted Upon at the Meeting – Approval of Unallocated Rights Under the Restricted Share Plan”. The full text of the Restricted Share Plan Resolution is attached to the Circular as Annex II.
Other Business: Shareholders may be asked to transact such other business that may properly come before the Meeting and any adjournment or postponement thereof.

HOW TO OBTAIN PAPER COPIES OF THE CIRCULAR

Non-Registered Holders may obtain paper copies of the Circular, the Company's management's discussion and analysis of the results of operations and financial condition of the Company for the year ended December 31, 2025 (the "MD&A") and the audited consolidated financial statements of the Company and accompanying notes for the year ended December 31, 2025 together with the auditor's report thereon (together with the MD&A, the "MD&A and Financials") free of charge by calling 1-877-907-7643 (toll free in North America), or 303-562-9305 (English) or 303-562-9306 (French) (from outside North America), at any time up until and including the date of the Meeting, including any adjournment or postponement thereof.

Any Non-Registered Shareholder wishing to obtain a paper copy of the applicable Meeting-related materials should submit their request no later than 9:00 a.m. (Pacific Daylight Time) on May 25, 2026 in order to receive paper copies of the applicable Meeting-related materials in time to vote before the Meeting.

The Company will only provide paper copies of the Circular to Non-Registered Holders who request paper copies of Meeting-related materials. Meeting-related materials will be available for viewing on the Company's website for one year from the date of posting.

The Company will be using procedures known as "stratification" as the Company will be sending paper copies of the Circular to registered holders of its common shares ("Registered Holders"). Furthermore, paper copies of the MD&A and Financials will be mailed to Registered Holders and certain Non-Registered Holders who have requested the same.

VOTING

PLEASE NOTE YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote using the methods reflected on your enclosed voting instruction form. Your voting instruction form must be received by no later than 9:00 a.m. (Pacific Daylight Time) on June 1, 2026.

PLEASE REVIEW THE CIRCULAR PRIOR TO VOTING

The Circular and other relevant materials are available at:

https://ir.kits.com or www.sedarplus.ca.

QUESTIONS

Non-Registered Holders with questions about Notice-and Access can call the Broadridge Investor Communication Solutions, English Proxy Line toll-free at 1-844-916-0609 (North America only) or direct at 1-303-562-9305 (outside North America) or the French Proxy Line toll-free at 1-844-973-0593 (North America only) or direct at 1-303-562-9306 (outside North America).