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Mako Mining Proxy Solicitation & Information Statement 2026

Jan 13, 2026

45892_rns_2026-01-12_5e26da2f-1e91-48da-96bb-184b4e388e3c.pdf

Proxy Solicitation & Information Statement

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MAKO MINING CORP.

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

Date: February 10, 2026
Time: 10:00 a.m. (Toronto time)
Meeting Venue: Suite 3200, Bay Adelaide Centre - North Tower, Blackwell Boardroom, 40 Temperance St., Toronto, ON, M5H 0B4

NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders (the “Meeting”) of Mako Mining Corp. (the “Corporation”) will be held at Suite 3200, Bay Adelaide Centre - North Tower, Blackwell Boardroom, 40 Temperance St., Toronto, ON, M5H 0B4, on February 10, 2026, at 10:00 a.m. (Toronto time) for the following purposes:

  1. to consider and, if deemed advisable, to approve, with or without variation, an ordinary resolution of disinterested shareholders of the Corporation (in accordance with the rules and policies of the TSXV), the full text of which is set forth in Schedule “B” to the accompanying management information circular of the Corporation dated as of December 23, 2025 (the “Circular”), authorizing and approving the completion of the Mt. Hamilton Acquisition, including the grant of the Gold Stream and Royalty, as more particularly described in the Circular; and

  2. to transact such other business as may properly come before the Meeting or any adjournment(s) or postponement(s) thereof.

This notice is accompanied by the Circular and a form of proxy.

An “ordinary resolution” is a resolution passed by a majority of the votes cast by shareholders who voted in respect of that resolution.

The board of directors of the Corporation has by resolution fixed the close of business on January 2, 2026 as the record date, being the date for the determination of the registered holders of shares entitled to notice of and to vote at the Meeting and any adjournment(s) or postponement(s) thereof.

Shareholders who are unable to attend the Meeting in person are requested to complete, date, sign and return the enclosed form of proxy so that as large a representation as possible may be had at the Meeting. Shareholders are requested to complete, date and sign the form of proxy (in the return envelope provided for that purpose), or, alternatively, to vote over the internet, in each case in accordance with the instructions set out in the form of proxy. The completed proxy form must be deposited at the office of Computershare Investor Services Inc., 320 Bay Street, 14th Floor, Toronto, ON M5H 4A6, Attn: Proxy Department, by mail, by fax at 1.416.263.9524 or toll free at 1.866.249.7775, or online at www.investorvote.com, or the proxy vote must otherwise be registered in accordance with the instructions set forth in the form of proxy. Non-registered shareholders who receive the proxy-related materials through their broker or other intermediary should complete and send the form of proxy or voting instruction form in accordance with the instructions provided by their broker or intermediary.


The Corporation urges all disinterested shareholders to vote by proxy in advance of the Meeting in accordance with the instructions set out above. To be effective, a proxy must be received by Computershare not later than 10:00 a.m. (Toronto time) on February 6, 2026, or in the case of any postponement or adjournment of the Meeting, not less than 48 hours, excluding Saturdays, Sundays and holidays, prior to the time of the postponed or adjourned meeting. Late proxies may be accepted or rejected by the Chairperson of the Meeting in his or her discretion. The Chairperson is under no obligation to accept or reject any particular late proxy.

DATED at Toronto, Ontario as of the 23rd day of December, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

“Eric Fier”

Eric Fier
Chairman of the Board

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