Sernova Biotherapeutics Inc. — Proxy Solicitation & Information Statement 2024

Mar 28, 2024

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Notice of Notice-and-Access

You are receiving this notification because Sernova Corp. (“ Sernova ” or the “ Corporation ”) has decided to use notice-andaccess (“ N&A ”) for the delivery of meeting materials to its shareholders in respect to its Annual Meeting of Shareholders to be held on Tuesday, April 30, 2024 . The Canadian securities administrators (“ CSA ”) have adopted rules, which permit the use N&A procedures for delivery of proxy solicitation materials instead of the traditional physical delivery and mailing of the Notice of Annual Meeting of Shareholders and Management Information Circular (the “ Circular ”). N&A procedures allow the Corporation to post meeting related materials including the Notice of Annual Meeting of Shareholders, the Circular, and the form of proxy, as well as the annual financial statements and management’s discussion and analysis (collectively, the “ Meeting Materials ”) on a website separate from, and in addition to, the Corporation’s SEDAR+ profile. Instead of mailing the Meeting Materials, only this notice of N&A, with information on how shareholders may access the Meeting Materials via the internet, together with the form of proxy or voting instruction form (“ VIF” ) is mailed to all shareholders of the Corporation. Under N&A, Meeting Materials will be available for viewing for up to one (1) year from the date of posting and a paper copy of the Circular can be requested at any time during this period.

Sernova has elected to utilize N&A and provide you with the following information:

Meeting Date and Time: April 30, 2024 at 10:00 a.m. PT - Meeting Location: https://virtual meetings.tsxtrust.com/1571 Meeting Materials: Meeting materials are available electronically at www.sedarplus.ca and http://sernova.com/investor/agm/

SHAREHOLDERS SHOULD REVIEW THE MANAGEMENT INFORMATION CIRCULAR BEFORE VOTING

Please follow the instructions accompanying the form of proxy or VIF you receive with respect to returning it.

Shareholders will be asked to consider and vote on the following matters:

• ELECTION OF DIRECTORS: To elect directors of the Corporation for the ensuing year. See the section entitled Election of Directors in the Circular.

• APPOINTMENT OF AUDITOR: To appoint the auditor of the Corporation for the ensuing year. See the section entitled Appointment of the Auditor in the Circular.

• OPTION PLAN AND DSU PLAN APPROVAL AND ALLOCATION INCREASE: To approve an ordinary resolution of shareholders to ratify, confirm and approve the Corporation’s Fixed Option Plan and DSU Plan, and approve the increase of the maximum number of common shares to be reserved for issuance upon exercise of options pursuant to the Company’s Option Plan. See the section entitled Particulars of Matters to be Acted Upon – Amendment to Incentive Plan in the Circular.

If you wish to receive a paper copy of the Circular or other Meeting Materials or have questions about N&A, please call 1- 888-433 6443 (toll-free) or email tsxt-fulfilment@tmx.com. In order to receive a paper copy in time to vote before April 26, 2024 at 10:00 a.m. PT , your request should be received by April 16, 2024.

Stratification used: NO

www.tsxtrust.com VANCOUVER CALGARY TORONTO MONTRÉAL

HOW DO I VOTE?

There are several convenient ways to vote your shares including online, telephone, fax and via mail. Beneficial shareholders should vote using the website listed on their VIF, using the control number provided.

Voting Method	Registered Shareholders	Registered Shareholders	Objecting Beneficial Owners
	**(**f your securities are held in your name and		(“OBOs” as defined in the
	represented by a physical certificate or DRS		Circular)
	statement)
		AND
	Non-Objecting Beneficial Owners
	(“NOBOs” as defined in the Circular)
Internet@	Go to www.meeting-vote.com.Enter the controlnumber printed on your form of proxy (or VIF) andfollow the instructions on screen.orComplete, date and sign the proxy (or VIF), then scanand email your completed proxy (or VIF) toproxyvote@tmx.com		Go to www.proxyvote.com. Enterthe 16-digit control numberprinted on your VIF and followthe instructions on screen.
Telephone	Call TSX Trust Company at1-888-489-5760andfollow the instructions. You will need your controlnumber to vote your shares.		Call the telephone numberprinted on your VIF. Enter thecontrol number printed on the VIFand follow the interactive voicerecording instructions to voteyour shares.
Mail	Enter voting instructions, sign and date the form ofproxy (or VIF) and return your completed form of proxy(or VIF) in the enclosed postage paid envelope to:TSX Trust CompanyP.O. Box 721Agincourt, OntarioM1S 0A1		Enter your voting instructions,sign and date the VIF, and returnthe completed VIF in theenclosed postage paid envelope.

Please submit your vote well in advance of the PROXY DEADLINE of 10:00 a.m. (Pacific Time) on April 26, 2024

BOARD RECOMMENDATION

The Board of Directors of Sernova unanimously recommend that shareholders VOTE FOR each of the proposed resolutions.