Red Light Holland Corp. — Proxy Solicitation & Information Statement 2026

Apr 10, 2026

RED LIGHT HOLLAND

NOTICE-AND-ACCESS NOTIFICATION TO BENEFICIAL SHAREHOLDERS OF RED LIGHT HOLLAND CORP.

You are receiving this notification because Red Light Holland Corp. (“Red Light Holland” or the “Company”) has elected to use the “notice-and-access” mechanism provided for under National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer to deliver to holders of common shares in the capital of Red Light Holland (“Common Shares”) who do not hold their Common Shares in their own name (referred to as “Beneficial Shareholders”) meeting materials in connection with the Company’s annual general and special meeting (the “Meeting”) to be held at the offices of the Company, located at 1 Adelaide Street East, Suite 801, Toronto, Ontario M5C 2V9 Canada on Monday, May 11, 2026 at 11:00 a.m. (Toronto time).

This means that, rather than receiving paper copies of the Meeting materials in the mail, Beneficial Shareholders will have access to them online. These materials are available at:

1. www.redlight.co; and
2. under the Company’s SEDAR+ profile at www.sedarplus.ca.

Notice-and-access will not be used for registered shareholders and registered shareholders will instead receive a paper copy of the Company’s management information circular dated March 25, 2026, prepared in connection with the Meeting (the “Circular”) and all proxy-related materials. The use of this alternative means of delivery for Beneficial Shareholders is more environmentally friendly as it helps reduce paper use and reduces the cost of printing and mailing materials to shareholders.

Alongside this notification, Beneficial Shareholders will still receive a form of proxy or voting instruction form enabling them to vote at the Meeting and a form to request copies of the Company’s annual and/or interim financial statements and the related management’s discussion and analysis (“MD&A”). Electronic copies of the notice of Meeting, Circular, a form of proxy, audited consolidated financial statements of the Company for the financial year ended March 31, 2025 and 2024 and related MD&A and this notification will be available at www.redlight.co and under the Company’s profile on SEDAR+ at www.sedarplus.ca. Electronic copies of the Meeting materials will be available on the Company’s website for a period of one year.

Please review these online materials when voting. For more information about the notice-and-access procedures, please call Broadridge Investor Communication Solutions at 1-844-916-0609.

MEETING DATE AND LOCATION

WHEN: Monday, May 11, 2026, at 11:00 a.m. (Toronto time)

WHERE: 1 Adelaide Street East, Suite 801, Toronto, Ontario M5C 2V9 Canada

The following items of business are described under the section entitled “Particulars of Matters to be Acted Upon” in the Circular:

	Matter	Refer to the Circular
1.	Audited Financial Statements: to receive and consider the consolidated audited financial statements of the Company for the financial years ended March 31, 2025, and 2024 and the auditors’ report thereon.	See page 22
2.	Fixing the Number of Directors: to set the number of directors to hold office at four and, subject to and conditional on the Company’s proposed transaction with Filament Health Corp. (the “Transaction”), to set the number of directors of the Company as it exists immediately following the completion of the Transaction at five, as more particularly set forth in the accompanying management information circular dated March 25, 2026, prepared for the purpose of the Meeting (the “Circular”).	See pages 22-23
3a.	Election of the Red Light Original Slate (as such term is	See pages 23-30

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	defined in the Circular): to elect the four directors of the Company, as more particularly set forth in the accompanying form of proxy (the “Form of Proxy”) and Circular.
3b.	Election of the Combined Slate (as such term is defined in the Circular): to elect the five directors of the Company, subject to completion of the Transaction, as more particularly set forth in the accompanying Form of Proxy and Circular.	See pages 23-30
4.	Re-Appointment of Auditor: to re-appoint Clearkhouse LLP as the auditor of the Company until the earlier of the close of the next annual meeting of shareholders or their earlier resignation or replacement, and to authorize the board of directors of the Company (the “Board”) to fix the auditor’s remuneration.	See page 30
5.	Approval of the Consolidation: to consider, and if thought advisable, to pass, with or without variation, a special resolution authorizing and approving the consolidation of the issued and outstanding common shares in the capital of the Company (“Common Shares”) of up to one hundred (100) pre-consolidation Common Shares for one (1) post-consolidation Common Share, with the timing and exact ratio to be determined by the Board at a later date.	See pages 30-33
6.	Approval of the Name Change: to consider, and if thought advisable, to pass, with or without variation, a special resolution authorizing the Company to amend its articles of incorporation to change the name of the Company to a name determined by the Board in its sole discretion, as more particularly set forth in the Circular.	See pages 33-34

SHAREHOLDERS ARE REMINDED TO VIEW THE MEETING MATERIALS PRIOR TO VOTING.

The Company has determined that Beneficial Shareholders with existing instructions on their account to receive paper materials will receive a paper copy of the Meeting materials.

WEBSITES WHERE MEETING MATERIALS ARE POSTED

The Circular provides additional information relating to the matters to be dealt with at the Meeting. In particular, for information concerning the items listed above, please see the section of the Circular entitled “Particulars of Matters to be Acted Upon”. The full text of the proposals can be found in the Circular. These materials are available at:

1. www.redlight.co; and
2. under the Company’s SEDAR+ profile at www.sedarplus.ca.

HOW TO VOTE YOUR COMMON SHARES

Beneficial Shareholders are asked to complete, date and sign your voting instruction form in advance of the Meeting and return it in the envelope provided for that purpose or call 1-888-290-1175 (toll-free within North America) or 1-587-885-0960 (direct from outside North America) and enter your control number, as indicated in your voting information form, in each case by 11:00 a.m. (Toronto time) on May 7, 2026, or in the event of an adjournment or postponement of the Meeting, 48 hours before the time of the adjourned or postponed Meeting (excluding Saturdays, Sundays and holidays). Votes cast electronically are in all respects equivalent to and will be treated in the exact same manner as, votes cast via a voting instruction form. Further details on the electronic voting process are provided in the voting instruction form.

HOW TO OBTAIN PAPER COPIES OF THE MEETING MATERIALS

Beneficial Shareholders may choose to receive paper copies of the Meeting materials by mail at no cost. In order for such Beneficial Shareholders to receive the paper copies of the Meeting materials in advance of any deadline for the submission of voting instructions and the date of the Meeting, it is recommended that requests be made as soon as possible but not later than May 1, 2026. If you do request the current materials, please note that another voting instruction form will not be sent; please retain your current one for voting purposes.

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For Beneficial Shareholders to request paper copies of the Circular before the Meeting, please call 1-888-290-1175 (toll-free within North America) or 1-587-885-0960 (direct from outside North America) and enter your control number, as indicated on your voting information form. The Circular will be sent to you within three business days of receiving your request.

For Beneficial Shareholders to obtain paper copies of the materials after the Meeting, please call toll free, within North America – 1-888-290-1175 or direct, from Outside of North America – 587-885-0960. The Circular will be sent to you within 10 calendar days of receiving your request.

DATED at Toronto, Ontario on the 25th day of March 2026.

BY ORDER OF THE BOARD

/s/ Todd Shapiro
Todd Shapiro
Chief Executive Officer and Director

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