Trilogy Metals Inc. — Proxy Solicitation & Information Statement 2025

Mar 28, 2025

TRILOGY METALS INC.
Suite 901, 510 Burrard Street
Vancouver, British Columbia V6C 3A8

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the Annual Meeting (the “Meeting”) of the shareholders (the “Shareholders”) of Trilogy Metals Inc. (the “Company”, “Trilogy”, or “Trilogy Metals”) will be held at the offices of the Company, Suite 901, 510 Burrard Street, Vancouver, British Columbia, V6C 3A8, on May 13, 2025 at 10:00 a.m. (Vancouver time), for the following purposes:

1. to receive the Annual Report of the directors of the Company (the “Directors”) containing the consolidated financial statements of the Company for the year ended November 30, 2024, together with the Report of the Auditors thereon;
2. to elect the Directors of the Company for the forthcoming year;
3. to consider and, if deemed advisable, pass an ordinary resolution ratifying and approving all unallocated entitlements under the Company’s Restricted Share Unit Plan;
4. to consider and, if deemed advisable, pass an ordinary resolution ratifying and approving all unallocated entitlements under the Company’s Deferred Share Unit Plan;
5. to appoint the Auditors of the Company for the forthcoming year and to authorize the Directors to fix the Auditors’ remuneration;
6. to consider and, if deemed advisable, pass a non-binding resolution approving the compensation of the Company’s Named Executive Officers; and
7. to transact such further and other business as may properly come before the Meeting or any adjournment thereof.

The specific details of the matters currently proposed to be put before the Meeting are set forth in the Circular accompanying and forming part of this Notice.

Only Shareholders of record at the close of business on March 17, 2025 are entitled to receive notice of the Meeting and to vote at the Meeting.

To assure your representation at the Meeting, please complete, sign, date and return the enclosed proxy, whether or not you plan to personally attend. Sending your proxy will not prevent you from voting in person at the Meeting. All proxies completed by registered Shareholders must be returned to the Company:

(a) by delivering the proxy to the Company’s transfer agent, Computershare Investor Services Inc. at its office at 100 University Avenue, 8th Floor, Toronto, Ontario, M5J 2Y1, for receipt no later than May 9, 2025, at 10:00 a.m. (Vancouver time);
(b) by fax to the Toronto office of Computershare Investor Services Inc., Attention: Proxy Tabulation at 416-263-9524 or 1-866-249-7775 not later than May 9, 2025, at 10:00 a.m. (Vancouver time);
(c) by telephone by calling 1-866-732-8683 toll-free in North America or (312) 588-4290 outside of North America, and following the instructions, no later than May 9, 2025, at 10:00 a.m. (Vancouver time); or
(d) by internet, as instructed in the enclosed form of proxy, not later than May 9, 2025, at 10:00 a.m. (Vancouver time).

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Non-registered Shareholders whose shares are registered in the name of an intermediary should carefully follow voting instructions provided by the intermediary. A more detailed description on returning proxies by non-registered Shareholders can be found on page 2 of the attached Circular.

The Company will use Notice-and-Access procedures adopted by the Canadian Securities Administrators to deliver this Notice and the Circular. Shareholders will receive a Proxy or VIF and the Notice-and-Access notification with instructions on how to access the Circular electronically. The Circular will be available on the Company's website (www.trilogymetals.com), under the Company's profile on SEDAR+ (www.sedarplus.ca) and in the United States, on EDGAR (www.sec.gov). The Meeting Materials will remain on the Company's website for one full year. Shareholders who wish to receive more information about Notice-and-Access or to receive paper copies of the Circular or other proxy-related materials may contact the Company's Corporate Secretary by email at info@trilogymetals.com.

DATED at Vancouver, British Columbia, this 28th day of March, 2025.

BY ORDER OF THE BOARD OF DIRECTORS

"Tony Giardini"

Tony Giardini

President and Chief Executive Officer