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Satellos Bioscience Inc. — Proxy Solicitation & Information Statement 2026
May 20, 2026
48203_rns_2026-05-20_80e2d710-1053-41c8-a37d-135e5c2cb9ec.pdf
Proxy Solicitation & Information Statement
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SATELLOS BIOSCIENCE INC.
NOTICE OF AN ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 17, 2026
TO: The Shareholders of Satellos Bioscience Inc.
TAKE NOTICE that the annual general meeting (the "Meeting") of the holders (the "Shareholders") of common shares ("Shares") of Satellos Bioscience Inc. ("Satellos" or the "Company") will be held virtually on Wednesday, June 17, 2026, at 1:00 p.m. (Toronto time) for the following purposes:
- to receive the consolidated financial statements of Satellos for the year ended December 31, 2025, together with the notes thereto and the auditors' report thereon;
- to elect the board of directors of Satellos (the "Board") to hold office until the next annual meeting of the Shareholders or until their successors are elected or appointed;
- to appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants, of Toronto, Ontario as auditors of Satellos for the ensuing year, at a remuneration to be fixed by the Board; and
- to transact such other business as may properly come before the Meeting or any adjournment(s) or postponement thereof.
The details of all matters proposed to be put before the Shareholders at the Meeting are set forth in the Information Circular accompanying this Notice of an Annual Meeting of Shareholders (this "Notice"). Only Shareholders of record at the close of business on May 12, 2026 are entitled to notice of and to vote at the Meeting or any adjournment(s) or postponement thereof.
If you are a non-registered shareholder of the Company and received these materials through your broker or through another intermediary, please complete and return the materials in accordance with the instructions provided to you by your broker or by the other intermediary. Failure to do so may result in your Shares not being eligible to be voted by proxy at the Meeting.
IMPORTANT
The Meeting will be held in a virtual only format.
Registered Shareholders and duly appointed proxyholders can attend the Meeting via webcast online at //meetnow.global/MUXJ6VU to participate, vote, or submit questions during the Meeting's live webcast. Non-registered Shareholders (being those who beneficially own Shares that are registered in the name of an intermediary such as a bank, trust company, securities broker or other nominee, or in the name of a depository of which the intermediary is a participant) who have not duly appointed themselves as proxyholder will be able to attend the Meeting online as guests, but will not be able to vote or ask questions at the Meeting.
Please read the enclosed Information Circular and the Instrument of Proxy which accompanies this Notice, and then complete, sign, date and deliver the Instrument of Proxy, together with the power of attorney or other authority, if any, under which it was signed (or a notarially certified copy thereof) to Satellos' transfer agent, Computershare Investor Services Inc. ("Computershare"), either in person, by mail or courier, to 320 Bay Street, Toronto ON M5H 4A6, or via the internet at www.investorvote.com, by 1:00 p.m. (Toronto time), on June 15, 2026, or at least forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays) before the time of the Meeting or any adjournment thereof. Late proxies may be accepted or rejected by the chair of the Meeting in his or her discretion, and the chair is under no obligation to accept or reject any particular late proxy.
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Non-registered Shareholders who received the proxy through an intermediary must deliver the proxy in accordance with the instructions given by such intermediary.
A Shareholder who wishes to appoint a person other than the proxyholder nominees identified on the Instrument of Proxy or voting instruction form (including a non-registered Shareholder who wishes to appoint themselves as proxyholder in order to attend and vote at the Meeting online) must carefully follow the instructions in the Information Circular and on their Instrument of Proxy or voting instruction form accompanying this Notice. These instructions include the additional step of registering such proxyholder with Computershare after submitting an Instrument of Proxy or voting instruction form. Failure to register will result in the proxyholder not receiving an invite code, which is used as their online sign-in credentials and is required for them to vote at the Meeting. Without an invite code, such proxyholder will only be able to attend the Meeting online as a guest. Non-registered Shareholders located in the United States must also provide Computershare with a duly completed legal proxy by email to [email protected], or by courier to Computershare Investor Services Inc., 320 Bay Street, Toronto ON M5H 4A6, if they wish to vote at the Meeting or appoint a third-party as their proxyholder.
Satellos has provided an electronic link and dial-in number to the Meeting so that Shareholders or proxyholders can participate in the live Meeting. Although Shareholders may attend the live Meeting by electronic means, they are strongly encouraged to vote by proxy, in the manner described above.
DATED at Toronto, Ontario this 14th day of May, 2026.
SATELLOS BIOSCIENCE INC.
(signed) “Frank Gleeson”
Frank Gleeson
President and Chief Executive Officer