North American Construction Group Ltd. — Proxy Solicitation & Information Statement 2025

Apr 1, 2025

NORTH AMERICAN CONSTRUCTION GROUP LTD.
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON MAY 14, 2025

NOTICE IS HEREBY GIVEN that the annual meeting of holders of voting common shares (the "NACG Shareholders") of North American Construction Group Ltd. (the "Corporation") will be held at the head office of the Corporation at 27287 – 100 Avenue, Acheson, Alberta on the 14th day of May, 2025, at 3:00 p.m. (Mountain Time) (the "Meeting"), for the following purposes:

• to receive the audited comparative consolidated financial statements of the Corporation for the year ended December 31, 2024, and the auditor's report thereon;
• to elect the directors of the Corporation for the ensuing year;
• to consider and, if deemed advisable, approve the advisory resolution to accept the approach to executive compensation disclosed herein;
• to reappoint the auditors of the Corporation for the ensuing year and to authorize the directors to fix the remuneration of the auditors; and
• to transact such other business as may properly come before the Meeting or any adjournments thereof.

The specific details of the foregoing matters to be put before the Meeting are set forth in the management information circular (the "Circular"). Capitalized terms used in this notice of annual and special meeting and not otherwise defined herein shall have the meanings ascribed to such terms in the Circular.

The Circular and a form of proxy accompany this notice.

NACG Shareholders who are unable to attend the Meeting are requested to complete, sign, date and return the enclosed form of proxy in accordance with the instructions set out in the form of proxy and in the Circular accompanying this notice. A proxy will not be valid unless it is deposited with our transfer agent Computershare Investor Services Inc., (i) by mail using the enclosed return envelope or one addressed to Computershare Investor Services Inc., Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1, or (ii) by hand delivery to Computershare Investor Services Inc., Proxy Department, 8th Floor, 100 University Avenue, Toronto, Ontario, M5J 2Y1. Alternatively, you may vote electronically by telephone (1-866-732-8683) or internet (www.investorvote.com) by following the instructions on the enclosed form of proxy. Your proxy or voting instructions must be received in each case no later than 3:00 p.m. (Mountain Time), on May 12, 2025, and if the Meeting is adjourned, no later than 48 hours (excluding Saturdays and holidays) prior to the commencement of any adjournment thereof.

DATED at Acheson, Alberta, this 31st day of March, 2025.

BY ORDER OF THE BOARD OF DIRECTORS OF NORTH AMERICAN CONSTRUCTION GROUP LTD.

/S/ Joseph Lambert
President & Chief Executive Officer