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Trulieve Cannabis Corp. — Proxy Solicitation & Information Statement 2021
Apr 21, 2021
44309_rns_2021-04-21_4bb61821-26d5-4816-baf4-6508686777ae.pdf
Proxy Solicitation & Information Statement
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TRULIEVE CANNABIS CORP. ATTN: CORPORATE SECRETARY 6749 BEN BOSTIC ROAD QUINCY, FL 32351 VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com
During The Meeting—Go to www.virtualshareholdermeeting.com/TCNNF2021 Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 P .M. ET on June 9, 2021. Have your proxy card in hand when you access the web site and foll ow the i nstructions to obtain your records and to creat e an elect ronic voting instruction form.
You may attend the meeting via the Internet and vote during t he meeting. Have the information that is printed in the box marked by the arrow avai lable and follow the instructions. VOTE BY P HONE—1-800-690-6903
Use any touch-tone telephone to transmit your voting instructions. Vote by 11:59 P.M. ET on June 9, 2021. Have your proxy card in hand when you call and then follow the instructions. VOTE BY MAIL
Mark, sign and date your proxy card and return it in the postage-pai d envelope we have provided or return it to Vot e Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
D52573-P57222 KEEP THIS PORTION FOR YOUR RECORDS THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY TRULIEVE CANNABIS CORP. The Board of Directors recommends you vote FOR the following proposals:
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Number of Directors: to set the number of directors of the Company at eight (8)
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El ection of Directors Nominees
2a. Kim Rivers 2b. Giannella Alvarez 2c. Thad Beshears 2d. Peter Healy 2e. Richard May 2f. Thomas Millner 2g. Jane Morreau 2h. S usan Thronson F or Against F or Withhold
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S ignat ure [P LEASE SIGN WITHIN BOX] Date P lease sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by authorized officer.
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The approval of t he 2021 Omnibus Incentive Plan, which will replace the Schyan Exploration Inc. Stock Option Plan
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The re-appointment of MNP LLP as auditors for the Company and the authorization of the board of directors of the Company to fix the auditors’ remuneration and terms of engagement
NOTE: Such other business as may properly come before the meeting or any adjournment thereof. F or Against F or Withhold
S ignat ure (Joint Owners) Date
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Important Notice Regarding the Availability of Proxy Materials for the Annual General and Special Meeting: The Notice, P roxy Statement and Annual Report are available at www.proxyvote.com. D52574-P57222 TRULIEVE CANNABIS CORP. F orm of Proxy – Annual General and Speci al Meeting to be held on June 10, 2021 Appointment of Proxyholder I/We being the undersigned holder(s) of Trulieve Cannabis Corp. hereby appoint Kim Rivers or, failing her, Eric Powers. OR
P rint 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 and Special Meeting of Truli eve Cannabis Corp. to be held via live webcast at www.virtualshareholdermeeting.com/TCNNF2021 at 10:00 A.M. EDT on June 10, 2021 or at any adjournment or postponement thereof. This form of proxy i s solicited by and on behalf of the board of directors. Proxies must be received by 11:59 P.M., EDT, on June 9, 2021. Notes to P roxy
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Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual General and Special Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyhol der in the space provided.
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If the securi ties are registered in t he name of more than one holder (for example, joint ownership, t rustees, executors, et c.) 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.
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This proxy should be signed i n the exact manner as the name appears on the proxy.
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If this proxy is not dated, it will be deemed to bear the date on which it is mailed to t he holder.
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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 the board of directors.
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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 cal led for and, if the holder has specifi ed a choice with respect to any matter to be acted on, the securities will be voted accordingly. Continued and to be signed on reverse side