Neural Therapeutics Inc. — Proxy Solicitation & Information Statement 2026

Apr 17, 2026

NTP

Notice of Availability of Proxy Materials for Neural Therapeutics Inc. Annual General and Special Meeting

Meeting Date and Time: May 25, 2026 at 10am ET

Location: 120 Adelaide Street West, Suite 900, Toronto, ON M5H 3V1

Please be advised that the proxy materials for the above noted securityholder meeting are available for viewing and downloading online. This document provides an overview of these materials, but you are reminded to access and review the information circular and other proxy materials available online prior to voting. These materials are available at:

www.neuraltherapeutics.ca

OR

www.sedarplus.ca

Obtaining Paper Copies of the Proxy Materials

Securityholders may request to receive paper copies of the proxy materials related to the above referenced meeting by mail at no cost. Requests for paper copies must be received by May 15, 2026 in order to receive the paper copy in advance of the meeting. Shareholders may request to receive a paper copy of the Materials for up to one year from the date the Materials were filed on www.sedar.com.

For more information regarding notice-and-access or to obtain a paper copy of the Materials you may contact our transfer agent, Odyssey Trust Company, via https://odysseytrust.com/ca-en/help/ or by phone at 1-888-290-1175 (toll-free within North America) or 1-587-885-0960 (direct from outside North America).

Notice of Meeting

The resolutions to be voted on at the meeting, described in detail in the Management Information Circular, are as follows:

• Elect Directors: to elect, (A) the directors of Neural (the "Current Slate") to serve from the close of the Meeting until the earlier of: (i) the close of the next annual meeting of holders ("Neural Shareholders") of common shares in the capital of Neural ("Neural Shares") or until their successors are elected or appointed; and (ii) a time determined by the Current Slate, such time to be (x) no earlier than the time of completion of the Series B Transactions; and (y) not later than one business day following the date of completion of the Series B Transactions, and, if no such determination is made by the Current Slate, such determination will be deemed to have been made and the time deemed to be determined to be the effective time of the Proposed Transaction (any such determined time, the "Effective Time") and (B) to set the number of directors of Neural immediately following the Effective Time at five (5) and to elect the directors of Neural to serve from the Effective Time until the close of the next annual meeting of Neural Shareholders or until their successors are elected or appointed, all as more fully described in the accompanying management information circular dated April 15, 2026 ("Circular") that is included with the Meeting Materials;

---

• Appoint the Auditor and Authorize the Directors to Fix their Remuneration: to appoint Kreston GTA LLP, Licensed Public Accountants, as auditors of Neural to hold office until the next annual general meeting at a remuneration to be fixed by the directors;

• Name Change: subject to the approval of the Series B Transactions Resolution by Neural Shareholders to consider and, if deemed advisable, to pass, with or without variation, a special resolution to approve the change of name of Neural to "Hanf.com Inc." or such other name determined by the board of directors of Neural in its sole discretion and approved by the Canadian Securities Exchange, as more fully described in the Circular (the "Name Change Resolution");

• Share Consolidation: subject to the approval of the Series B Transactions Resolution to consider and, if thought fit, to pass, with or without variation, a special resolution of Neural Shareholders authorizing the Board, immediately prior to or concurrently with the completion of the Series B Transaction, to proceed with a consolidation of Neural Share on a ratio of one (1) post-consolidation Neural Share for every four (4) existing Neural Shares (the "Consolidation"), as more fully described in the Circular;

• Approve Restricted Share Unit Plan: to consider, and if deemed advisable, to approve, with or without variation, an ordinary resolution approving the ratification of Neural's restricted share unit plan the details of which are contained under the heading "Particulars of Matters to be Acted Upon – Approval of Restricted Share Unit Plan" in the accompanying Circular;

• Approve Stock Option Plan: to consider, and if deemed advisable, to approve, with or without variation, a special resolution approving the ratification of the Neural's stock option plan the details of which are contained under the heading "Particulars of Matters to be Acted Upon – Approval of the Rolling Stock Option Plan" in the accompanying Circular;

• Series B Transactions Resolution: to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution (the "Series B Transactions Resolution"), the full text of which is set forth in Schedule "A" to the Circular, approving the acquisition of the remaining 69.25% equity interest in CWE European Holdings Inc. ("CWE") not already owned by Neural, through a series of ancillary transactions ("Series B Transactions") contemplated in the strategic investment and option agreement ("SIO Agreement") dated May 28, 2025 (as amended on February 13, 2026), among Neural and CWE, as more fully described in the Circular; and

• Other Matters: To transact such other business as may properly come before the Meeting or any adjournment thereof. See the section entitled "Other Matters" in the accompanying information Circular.

Voting

To vote your securities, please refer to the instructions on the enclosed Proxy or Voting Instruction Form. Your Proxy or Voting Instruction Form must be received by 10am ET, on May 21, 2026.

Stratification

The Issuer is providing paper copies of its Management Information Circular only to those registered shareholders and beneficial shareholders that have previously requested to receive paper materials.

Annual Financial Statements

The Issuer is providing paper copies or emailing electronic copies of its annual financial statements to registered shareholders and beneficial shareholders that have opted to receive annual financial statements and have indicated a preference for either delivery method.