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Leviathan Metals Corporation Proxy Solicitation & Information Statement 2025

Nov 18, 2025

47989_rns_2025-11-18_d63e686d-3073-469e-a5c5-026c761ab2fc.pdf

Proxy Solicitation & Information Statement

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LEVIATHAN GOLD LTD.

ODYSSEY

Form of Proxy – Annual General and Special Meeting to be held on December 18, 2025

United Kingdom Building
350 – 409 Granville Street
Vancouver BC V6C 1T2

Appointment of Proxyholder

I/We being the undersigned holder(s) of Leviathan Gold Ltd. (the "Company") hereby appoint Luke Norman, or failing this person, Jonathan Richards, or failing this person, Krisztian Toth

OR

Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein:

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General and Special Meeting of Leviathan Gold Ltd. to be held at the offices of Fasken Martineau DuMoulin LLP, 333 Bay Street, Suite 2400, Toronto, ON M5H 2T6 on December 18, 2025 at 3:00 p.m. (Toronto time) or at any adjournment thereof.

1. Number of Directors. To fix the number of directors of the Company for the ensuing year at four (4). For Against
2. Election of Directors. For Withhold For Withhold For Withhold
a. Luke Norman b. Jonathan Richards c. Krisztian Toth
d. Jeffrey O'Neill
3. Appointment of Auditors. To re-appoint Davidson & Company LLP, Chartered Accountants, as auditors for the ensuing year and to authorize the directors of the Company to fix the remuneration to be paid to the auditors. For Withhold
4. Amended and Restated Long-Term Incentive Plan.
BE IT RESOLVED THAT:
1) The Company's amended and restated long-term incentive plan (the "Amended and Restated LTIP"), in substantially the form described in the Company's management information circular dated November 7, 2025, be and is hereby ratified, confirmed, and approved, subject to acceptance by the TSX Venture Exchange, and shall remain in effect until the date of the Company's next annual general and special meeting at which shareholder approval will be sought;
2) The number of common shares in the capital of the Company (the "Common Shares") reserved for issuance pursuant to the "fixed" non-option component of the Amended and Restated LTIP be and is hereby fixed at a number equal to 10% of the issued and outstanding Common Shares of the Company at the time of shareholder approval of the Amended and Restated LTIP;
3) The form of the Amended and Restated LTIP may be further amended in order to satisfy the requirements or requests of any regulatory authorities or stock exchange, without requiring further approval of the shareholders of the Company;
4) Any one director or officer of the Company is hereby authorized and directed for and on behalf of the Company to execute or cause to be executed and to deliver or cause to be delivered all such documents, and to do or cause to be done all such acts and things, as such director or officer may deem necessary or desirable in connection with the foregoing resolution. For Against
Authorized Signature(s) – This section must be completed for your instructions to be executed. Signature(s): Date
I/we authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Annual General and Special Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management. MM / DD / YY
Interim Financial Statements – Check the box to the right if you would like to RECEIVE the Interim Financial Statements and accompanying Management's Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email. Annual Financial Statements – Check the box to the right if you would like to RECEIVE the Annual Financial Statements and accompanying Management's Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.

INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

This form of proxy is solicited by and on behalf of Management. Proxies must be received by 3:00 PM (Toronto time), on December 16, 2025.

Notes to Proxy

  1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent them at the Annual General and Special Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.
  2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
  3. This proxy should be signed in the exact manner as the name appears on the proxy.
  4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
  5. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
  6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
  7. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the Annual General and Special Meeting.
  8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

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To Vote Your Proxy Online please visit: https://vote.odysseytrust.com

You will require the CONTROL NUMBER printed with your address to the right.

If you vote by Internet, do not mail this proxy.

To request the receipt of future documents via email and/or to

sign up for Securityholder Online services, you may contact Odyssey Trust Company at https://odysseytrust.com/ca-en/help/.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.