Metro inc. — Proxy Solicitation & Information Statement 2024

Dec 19, 2024

metro

TMX | TSX Trust

Notice of Availability of Proxy Materials for Metro Inc.'s Annual General Meeting of Shareholders

Meeting Date and Location:

When: Tuesday, January 28, 2025
10:00 a.m. (Eastern Standard Time)

Where: virtually via live webcast at https://meetings.lumiconnect.com/400-020-665-625, Please connect using the password "metro2025" (case sensitive) and in person at Lumi Experience – 1250 René-Lévesque Blvd. West, Suite 3610, Montréal, QC, H3B 4W8

You are receiving this notification as Metro Inc. (the "Corporation") has decided to use the notice and access model for delivery of meeting materials to its shareholders and to advise that the proxy materials for the above noted shareholders' meeting are available on the Internet. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We remind you to access and review all of the important information contained in the Management Proxy Circular and other proxy-related materials before voting.

The Management Proxy Circular and other relevant materials are available at:

www.corpo.metro.ca/en/investor-relations/annual-general-meeting.html

OR

www.sedarplus.com

How to obtain paper copies of the proxy materials

Shareholders may request to receive paper copies of the current meeting materials by mail at no cost. To ensure you receive the materials in advance of the voting deadline and meeting date, all requests must be received no later than January 14, 2025. If you do request the current materials, please note that another Form of Proxy or Voting Instruction Form will not be sent; please retain your current one for voting purposes. However, given that the Canadian postal services may be disrupted at the time the request is made, shareholders are strongly encouraged to access the meeting materials online at SEDAR+ (sedarplus.ca) or on the Company's corporate website (corpo.metro.ca/en/investor-relations/annual-general-meeting.html).

To obtain information about notice and access or to request paper copies of the proxy-related materials, please call our proxy solicitation agent, Sodali & Co., toll-free within North America at 1 888 444-0617, or at 1 289 695-3075, if you are outside North America, or by emailing your request at assistance@investor.sodali.com.

To obtain paper copies of the materials after the meeting date, please call toll-free 1 888 444-0617 or 1 289 695-3075, if you are outside North America, or by emailing your request at assistance@investor.sodali.com.

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metro

TMX | TSX Trust

Securityholder Meeting Notice

The resolutions to be voted on at the meeting are listed below along with the sections within the Management Proxy Circular where disclosure regarding the matter can be found.

1. Election of Directors – See Electing directors and Information on director nominees, sections 3.2 and 4.2
2. Appointment of Auditors – See Appointing the auditors, section 3.3
3. Advisory resolution on the Corporation's approach to executive compensation – See Considering an advisory resolution on executive compensation, section 3.4
4. Resolution approving the reconfirmation and the amendment and restatement of the Corporation's shareholder rights plan – See Considering the reconfirmation and the amendment and restatement of the shareholder rights plan, section 3.5, Exhibit A – Shareholder Rights Plan and Exhibit B – Resolution approving the reconfirmation and the amendment and restatement of the Corporation's shareholder rights plan
5. Shareholder proposal #1 – See Shareholder Proposal, section 3.6 and Exhibit C – Shareholder Proposal

Voting

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE.

To vote your securities you must vote using the methods reflected on your enclosed Form of Proxy or Voting Instruction Form. Your Form of Proxy or Voting Instruction Form must be received by 10:00 a.m. (Eastern Standard Time) on January 28, 2025.

PLEASE VIEW THE MANAGEMENT PROXY CIRCULAR PRIOR TO VOTING

Annual and Quarterly Financial Statements delivery

• Only to registered holders and beneficial owners who opted to receive one and subject to the availability of Canadian postal services.