ThreeD Capital Inc. — Proxy Solicitation & Information Statement 2026

Apr 1, 2026

THREED CAPITAL INC.
Suite 401
130 Spadina Avenue
Toronto, ON M5V 2L4

NOTICE OF ANNUAL MEETING

NOTICE IS HEREBY GIVEN that an annual meeting of shareholders (the “Meeting”) of ThreeD Capital Inc. (the “Company”) will be held on Tuesday, May 5, 2026 at 11:00 a.m. (Toronto time) by Zoom videoconferencing using the following login information: Login ID: 640 930 5856 Password: IDK2026, for the following purposes:

1. to receive the audited financial statements of the Company for its fiscal year ended June 30, 2025 and the report of the auditors thereon;
2. to elect directors;
3. to appoint Davidson & Company LLP, as auditors of the Company, and to authorize the directors to fix their remuneration; and
4. to transact such other business as may properly come before the Meeting.

Shareholders who are entitled to vote at the Meeting, but who do not expect to be present at the Meeting, are encouraged to complete, sign and return the enclosed form of proxy. The directors have fixed the hour of 11:00 a.m. (Toronto time) on May 1, 2026 or, if the Meeting is adjourned or postponed, on the day that is two business days preceding the adjournment or postponement, as the time before which the instrument of proxy to be used at the Meeting must be deposited with the Company, c/o TSX Trust Company, Suite 301, 100 Adelaide Street West, Toronto, Ontario, M5H 4H1.

If you are a non-registered shareholder of the Company, either a proxy form or a voting instruction form has been included in your meeting materials. Please complete and return the form in accordance with the instructions provided on it. The section of the accompanying management information circular dated March 16, 2026 entitled “Non-Registered Holders” provides additional information for non-registered shareholders.

DATED this 16th day of March, 2026.

BY ORDER OF THE BOARD OF DIRECTORS

"Sheldon Inwentash"
Chief Executive Officer

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