Waste Connections, Inc. — Proxy Solicitation & Information Statement 2020

Apr 14, 2020

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NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS OF WASTE CONNECTIONS, INC.

To our shareholders,

You are receiving this notification as Waste Connections, Inc. (the “Company”) has decided to use the notice and access model for delivery of meeting materials to its shareholders. Under notice and access, shareholders still receive a voting instruction form enabling them to vote at the Company’s meeting (the “Meeting”). However, instead of a paper copy of the Management Information Circular and Proxy Statement (the “Proxy Statement”), the Annual Report and the Annual Report on Form 10-K, shareholders receive this notice with information on how they may access such materials electronically. The use of this alternative means of delivery is more environmentally friendly as it will help reduce paper use and also will reduce the cost of printing and mailing materials to shareholders.

MEETING DATE AND LOCATION

WHEN:

Friday, May 15, 2020 WHERE: Waste Connections, Inc. 8:00 a.m. (Central Time) 3 Waterway Square Place, Suite 110 The Woodlands, Texas 77380 U.S.A.

SHAREHOLDERS WILL BE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING MATTERS:

	Item of Business	Highlights	Board Vote
			Recommendation
1	Election of Directors of	Election of the eight director nominees named in the Proxy Statement, each to hold	FOR EACH
	Waste Connections, Inc.	office until the close of the 2021 Annual Meeting of Shareholders of the Company, or	DIRECTOR
		until such director’s earlier resignation, or their respective successors are otherwise duly	NOMINEE
		elected or appointed. See Proxy Statement section “Election of Directors”.
2	Advisory Vote on Named	Approval, on a non-binding, advisory basis, of the compensation of our named	FOR
	Executive Officer	executive officers as disclosed in the Proxy Statement. See Proxy Statement section
	Compensation (“Say on	“Advisory Vote on Named Executive Officer Compensation (“Say on Pay”)”.
	Pay”)
3	Appointment of	Appointment of Grant Thornton LLP as the Company’s independent registered public	FOR
	Independent Registered	accounting firm until the close of the 2021 Annual Meeting of Shareholders of the
	Public Accounting Firm	Company and authorization of the Company’s Board of Directors to fix the
		remuneration of the independent registered public accounting firm. See Proxy
		Statement section “Appointment of Independent Registered Public Accounting Firm
		and Authorization of the Board of Directors to Fix the Remuneration of the Independent
		Registered Public Accounting Firm”.
4	Approval of the Waste	Approval of the Waste Connections, Inc. 2020 Employee Share Purchase Plan. See	FOR
	Connections, Inc. 2020	Proxy Statement section “Approval of the Waste Connections, Inc. 2020 Employee
	Employee Share Purchase	Share Purchase Plan”.
	Plan
5	Other business	Shareholders may be asked to consider other business that may properly come before	N/A
		the Meeting or any adjournment or postponement thereof. Management is not aware of
		any other items of business at this time.

The record date for the Meeting is March 19, 2020. The record date is the date for the determination of the registered holders of common shares entitled to receive notice of, and to vote at, the Meeting and any adjournment or postponement.

SHAREHOLDERS ARE REMINDED TO VIEW OUR MEETING MATERIALS PRIOR TO VOTING.

WEBSITES WHERE MEETING MATERIALS ARE POSTED

Meeting materials can be viewed online at www.sedar.com and www.sec.gov, in addition to our website:

2020 Management Information Circular and Proxy Statement: http://wasteconnections.investorroom.com/proxy-information

2019 Annual Report: http://wasteconnections.investorroom.com/proxy-information

Annual Report on Form 10-K for Fiscal Year Ended December 31, 2019 (including financial statements and management’s discussion and analysis): http://wasteconnections.investorroom.com/proxy-information

All shareholders who have requested to receive our annual report will receive a paper copy of our annual report.

HOW TO OBTAIN PAPER COPIES OF THE MEETING MATERIALS

You may request that paper copies of the meeting materials be sent to you by mail at no cost. Requests may be made up to one year from the date that our Management Information Circular and Proxy Statement was filed on SEDAR, online at www.proxyvote.com or by telephone at 1-877-907-7643 and entering the 16-digit control number located on the voting instruction form or notification letter and following the instructions provided. Requests should be received at least five business days in advance of the date and time set out in your voting instruction form as a voting deadline if you would like to receive the meeting materials in advance of the proxy voting deadline and the meeting date.

VOTING

You should return your voting instruction form using one of the following methods at least one business day in advance of the proxy deadline noted on your voting instruction form:

Canadian Investors:

INTERNET: www.proxyvote.com TELEPHONE: 1-800-474-7493 (ENGLISH) OR 1-800-474-7501 (FRENCH) FACSIMILE: 905-507-7793 MAIL: DATA PROCESSING CENTRE P.O. BOX 3700, STN INDUSTRIAL PARK MARKHAM ON, L3R 9Z9 CANADA U.S. Investors: INTERNET: www.proxyvote.com TELEPHONE: 1-800-454-8683 MAIL: PROXY SERVICES PO BOX 9104 FARMINGDALE NY 11735-9533

Shareholders with questions about notice and access can call toll-free at 1-855-887-2244.