Neo Performance Materials Inc. — Remuneration Information 2021

Jun 8, 2021

Neo Performance Materials Inc. (the "Corporation")

Summary of Outstanding Equity Awards (as at May 28, 2021)

The following table includes information regarding outstanding equity awards and common shares of the Corporation (" Common Shares ") available for future awards under the Prior Plans (as defined below), without giving effect to adoption of the Omnibus Plan (as more fully described in the information circular the Corporation dated May 28, 2021):

he Corporation dated May 28, 2021):
(as at May 28, 2021)	Number
Total Common Shares underlying outstanding stock options1:	1,018,539
Total shares underlying outstanding unvested time-based full value awards:	nil
Total shares underlying outstanding unvested performance-based full value awards:	nil
Total shares currently available for grant2:	2,529,656
Common Shares outstanding:	37,868,942

1. Stock options underlying outstanding grants have a weighted average exercise price of $9.61 and an average term of 5.26 years.

2. Subject to approval of the Omnibus Plan at the Meeting, the Corporation will no longer grant awards under the Prior Plans. Following approval, future award grants will be made from the Omnibus Plan share reserve.

In addition, for the avoidance of doubt, any outstanding and/or future granted DSUs will be settled in cash. In the event that the Board determines to satisfy any DSUs in Common Shares, such Common Shares shall be purchased on the participant's behalf on the open market by a broker, in accordance with the provisions of the Omnibus Plan.

For the purposes of this document, the following terms are defined as set out below:

" Board " means the board of directors of the Corporation;

" Common Shares " means the common shares in the capital of the Corporation,

" DSU " means a deferred share unit currently outstanding and/or issuable pursuant to the Omnibus Plan;

" Meeting " means the annual general and special meeting of the Corporation to be held on June 29, 2021 and any adjournment or postponement thereof;

" Omnibus Plan " means the omnibus long-term incentive plan of the Corporation adopted by the Board on May 28, 2021 and to be approved by the shareholders at the Meeting; and

" Prior Plans " means collectively, the stock option plan of the Corporation adopted on October 13, 2017, the long-term incentive plan of the Corporation adopted on May 9, 2018, the directors share unit plan adopted on May 9, 2018 and the management incentive plan of Neo Cayman Holdings Ltd. dated September 16, 2016.