Lincoln Gold Mining Inc. — Proxy Solicitation & Information Statement 2025

Jul 25, 2025

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LINCOLN GOLD MINING INC.
Suite 400 – 789 West Pender Street
Vancouver, British Columbia, Canada V6C 1H2
Tel: 604-688-7377
Web: www.lincolnmining.com

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the annual general meeting (the “Meeting”) of the shareholders (the “Shareholders”) of LINCOLN GOLD MINING INC. (the “Company”) will be held at 1111 W Hastings Street, 15th Floor, Vancouver, BC V6E 2J3, on Friday, August 15, 2025, at 11:00 A.M. (Pacific time) for the following purposes:

1. to receive and consider the financial statements of the Company together with the auditor's report thereon for the financial year ended December 31, 2024;
2. to fix the number of directors at four (4);
3. to elect directors for the ensuing year;
4. to re-appoint Davidson & Company LLP, Chartered Accountants, as auditors of the Company for the ensuing year and authorizing the directors to fix their remuneration;
5. to consider and, if thought fit, to pass an ordinary resolution ratifying and approving the Company's stock option plan, subject to regulatory approval, as more fully set forth in the Information Circular accompanying this notice; and
6. to transact such further or other business as may properly come before the Meeting and any adjournments thereof.

The accompanying Information Circular provides additional information relating to the matters to be dealt with at the Meeting and is deemed to form part of this notice. It is important that Shareholders read the accompanying Meeting materials carefully. You are entitled to vote at the Meeting either in person or by proxy. If you are unable to attend the Meeting in person, you are requested to vote your shares using the enclosed form of proxy or voting instruction form, as applicable. Please read the Information Circular for detailed instructions on how to attend, participate and vote at the Meeting.

Only Shareholders of record at the close of business on July 16, 2025, the record date for the Meeting, are entitled to notice of and to vote at the Meeting.

Management of the Company is soliciting proxies on the accompanying proxy (if you are a registered Shareholder) and voting instruction form (if you are a beneficial Shareholder). All Shareholders are strongly encouraged to vote by submitting their proxy or voting instruction form prior to the Meeting.

Completed forms of proxy must be completed, signed and returned in accordance with the instructions set out therein and in the accompanying Information Circular, not later than forty-eight (48) hours, excluding Saturdays, Sundays and statutory holidays, prior to the time of the Meeting,

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unless the chairman of the Meeting elects to exercise his discretion to accept proxies received subsequently. Registered Shareholders may also vote online at www.investorvote.com, by telephone at 1-866-732-8683, or by fax by sending their proxy to 1-866-249-7775 or 416-263-9524.

Non-registered Shareholders who receive these materials through their broker or other intermediary are requested to follow the instructions for voting provided by their broker or intermediary, which may include the completion and delivery of the voting instruction form.

THE COMPANY UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS DISREGARD ANY PROXY MATERIALS RECEIVED FROM ANY DISSIDENT SHAREHOLDER OR DISSIDENT NOMINEE.

Each Shareholder vote is important to the Company, so please remember to vote your common shares. Shareholders who have questions or require assistance with voting may contact Paul Saxton by telephone at 604-688-7377 or by email at saxton@lincolnmining.com or Ronald Coombes by telephone at 604-724-2369 or email at rcoombes@providencegold.com.

DATED as of this 23rd day of July, 2025.

BY ORDER OF THE BOARD

"Paul Saxton"

President, Chief Executive Officer and Director