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Stampede Drilling Inc. Proxy Solicitation & Information Statement 2026

Apr 23, 2026

46468_rns_2026-04-23_164b2bad-f270-4711-878e-9095473d5f59.pdf

Proxy Solicitation & Information Statement

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STAMPEDE DRILLING INC.

ODYSSEY
Stock Exchange Tower
1230 – 300 5th Avenue SW
Calgary AB T2P 3C4

Form of Proxy – Annual and Special Meeting to be held on May 14, 2026.

Appointment of Proxyholder

I/We being the undersigned holder(s) of Stampede Drilling Inc. (the “Corporation”) hereby appoint Lyle Whitmarsh, Chairman, President and Chief Executive Officer of the Corporation, or failing this person, Jeff Schab, Chief Financial Officer of the Corporation (the “Management Nominees”).

OR

Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein:

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting (the “Meeting”) of the Corporation to be held in the Western Canadian Place Conference Centre, South Tower, 3rd Floor, 700 – 9th Ave SW, Calgary, Alberta on Thursday, May 14, 2026 at 2:00 p.m. (Calgary time) or at any adjournment or postponement thereof.

Management recommends voting "For" each of the following matters as indicated by the highlighted text over the boxes below.

1. Number of Directors. To fix the number of directors to be elected at the Meeting at seven (7). For Against
2. Election of Directors. For Withhold For Withhold For Withhold
a. Lyle Whitmarsh b. Thane Russell c. Murray Hinz
d. Terrance J. Owen e. Diane Brickner f. Tim A. Beatty
g. Kerri Beuk
3. Appointment of Auditors. To appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants, of Calgary, Alberta, as auditors of the Corporation and to authorize the directors to fix the remuneration of the auditors. For Withhold
4. Stock Option Plan. To consider and, if thought advisable, to pass an ordinary resolution, the full text of which is set forth in the management information circular of the Corporation dated April 13, 2026 (the “Circular”), approving the Corporation’s incentive stock option plan (the “Option Plan”), which provides that the maximum number of Common Shares that may be reserved for issuance under the Option Plan from time to time shall not exceed 10% of the aggregate number of Common Shares issued and outstanding from time to time. For Against
5. Consolidation. To consider and, if thought advisable, to pass, with or without variation, a special resolution, the full text of which is set forth in the Circular, authorizing the amendment of the Corporation’s articles to consolidate the issued and outstanding Common Shares at such time and on such a basis as the board of directors of the Corporation may determine, provided that the consolidation not be greater than a 12 to 1 basis. For Against

Authorized Signature(s) – This section must be completed for your instructions to be executed.

I/we authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Signature(s):

Date

MM / DD / YY

Interim Financial Statements – Check the box to the right if you would like to receive interim financial statements and accompanying Management’s Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

☐ Annual Financial Statements – Check the box to the right if you would like to NOT RECEIVE the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.


INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR
PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

This form of proxy is solicited by and on behalf of Management.
Proxies must be received by 2:00 p.m., Calgary time, on May 12, 2026.

Notes to Proxy

  1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent them at the Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.
  2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
  3. This proxy should be signed in the exact manner as the name appears on the proxy.
  4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
  5. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
  6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
  7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the Meeting or any adjournment or postponement thereof.
  8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

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To Vote Your Proxy Online please visit:
https://vote.odysseytrust.com

You will require the CONTROL NUMBER printed with your address to the right.

If you vote by Internet, do not mail this proxy.

To request the receipt of future documents via email and/or to sign up for Securityholder Online services, you may contact Odyssey Trust Company at https://odysseytrust.com/ca-en/help/.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.