Tribeca Resources Corporation — Proxy Solicitation & Information Statement 2024

Nov 8, 2024

United Kingdom Building 350 – 409 Granville Street Vancouver BC V6C 1T2

TRIBECA RESOURCES CORPORATION

==> picture [130 x 33] intentionally omitted <==

Form of Proxy – Annual General Meeting to be held on December 4, 2024

Appointment of Proxyholder

I/We being the undersigned holder(s) of Tribeca Resources Corporation hereby appoint Nick DeMare, or failing this person, Thomas Schmidt 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 General Meeting of Tribeca Resources Corporation to be held at 1090 West Georgia Street, Suite 1305, Vancouver, British Columbia, Canada at 10:00 am (Pacific) or at any adjournment thereof.

We	st Georgia Street, Suite 1305, Vancou	ver, Bri	tish	Columb	ia, Canadaat10:00 am (Pacific)	or a	t any ad	jour	nment	thereof.
											For	Against
1.	Number of Directors.To set the number of directors to be				elected at the Meeting at five (5).
2.	Election of Directors. For	Withhold			For		Withhold				For	Withhold
a.	Paul Gow			b.	Thomas Schmidt				c.	Nick DeMare
d.	Luis Tondo			e.	Derrick Weyrauch
3.	Appointment of Auditors.To appoint	D&H Group LLP, Chartered Professional Accountants,				as auditors		and authorize the directors to fix the auditors'			For	Withhold
	remuneration
4	Ratification of Lon-term Incentive	lanTo	con	sider and	if thouht fit to pass an ordinar	res	olution t	ra	tif and	approve the Lon-term Incentive	For	Against

4. Ratification of Long-term Incentive Plan. To consider and, if thought fit, to pass an ordinary resolution to ratify and approve the Long-term Incentive Plan of the Company, as more particularly described in the accompanying Management Information Circular.

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

Signature(s): Date

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.

MM / DD / YY

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 10:00 am, Pacific Time, on Monday, December 2, 2024.

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.

4. 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.

5. 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.

6. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.

7. This proxy should be read in conjunction with the accompanying documentation provided by Management.

==> picture [83 x 83] intentionally omitted <==

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

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.