Lode Gold Resources Inc. — Proxy Solicitation & Information Statement 2025

Jan 28, 2025

ODYSSEY
Stock Exchange Tower
1230 – 300 5th Avenue SW
Calgary AB T2P 3C4

Lode Gold Resources Inc

Form of Proxy – Annual General and Special Meeting to be held on March 10, 2025.

Appointment of Proxyholder

I/We being the undersigned holder(s) of Lode Gold Resources Inc. (the “Company”) hereby appoint Wendy Chan or failing this person, Winfield Ding

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 Lode Gold Resources Inc. to be held at 810 - 150 9th Ave SW, Calgary, AB, T2P 3H9 at 10:00 a.m. or at any adjournment thereof.

1. Number of Directors. To fix the number of directors at six (6).							For	Against
2. Election of Directors.	For	Withhold		For	Withhold		For	Withhold
a. Hashim Ahmed	☐	☐	b. Jonathan Hill	☐	☐	c. Chad Tappendorf	☐	☐
d. Ron Tomlinson	☐	☐	e. Scott Rasenberg	☐	☐	f. Wendy Chan	☐	☐
3. Appointment of Auditors. To appoint McGovern Hurley LLP as auditor of the Company for the ensuing year and authorize the directors to fix the remuneration to be paid to the auditor.							For	Withhold
4. Continuance Resolution. To consider, and if thought fit, to pass, with or without variation, a special resolution approving the continuance of the Company out of the jurisdiction of Alberta under the Business Corporations Act (Alberta) and into the jurisdiction of British Columbia under the Business Corporations Act (British Columbia) and the repeal and replacement of the Company's articles and by-laws in connection therewith with new notice of articles and articles, respectively, as more particularly described in the accompanying management information circular (the “Circular”).							For	Against
5. Long-Term Incentive Plan. To consider and, if thought fit, to pass, with or without variation, an ordinary resolution approving the Company's new Long-Term Incentive Plan, as more particularly set out in the Circular.							For	Against
6. Arrangement Resolution. To consider and, if thought fit, to pass, with or without variation, a special resolution (the “Arrangement Resolution”) authorizing and approving an arrangement under section 288 of the Business Corporations Act (British Columbia) among the Company, 1475039 B.C. Ltd. and Great Republic Mining Corp., the full text of which is set forth in Schedule “A” to this Circular under the heading “Form of Arrangement Resolution”.							For	Against

Authorized Signature(s) – This section must be completed for your instructions to be executed.

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 Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Interim Financial Statements – Check the box to the right if you would like to receive interim financial statements and accompanying Management's Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

Signature(s):

Date

MM / DD / YY

Annual Financial Statements – Check the box to the right if you would like to NOT 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.

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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 10:00 a.m., Mountain time, on March 6, 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 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 meeting.
8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

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

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.