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Wishpond Technologies Ltd. — Proxy Solicitation & Information Statement 2026
May 19, 2026
47681_rns_2026-05-19_c087a6ba-75c4-4303-88e2-63ab034fb458.pdf
Proxy Solicitation & Information Statement
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wishpond
NOTICE-AND-ACCESS NOTIFICATION TO SHAREHOLDERS
You are receiving this notification as Wishpond Technologies Ltd. (the "Company" or "Wishpond") is utilizing the Notice-and-Access model for the delivery of the management information circular (the "Circular") to registered and beneficial shareholders ("Shareholders") for its annual general meeting of Shareholders (the "Meeting") to be held on June 24, 2026. This notification contains information on how to access the Circular electronically or obtain a paper copy, as well as information on voting your common shares using the proxy form or voting instruction form enclosed with this notification. Shareholders that have existing instructions on their account with their intermediary to receive a printed copy of the Circular will receive printed copies. If you have questions about Notice-and-Access, you can contact the Company's transfer agent, Computershare Investor Services Inc. ("Computershare"), by calling toll-free at 1-866-964-0492 or contact the Company at Suite 170 - 422 Richards Street, Vancouver, BC, V6B 2Z4, or Tel: 1-800-921-0167, or the Company's Corporate Secretary by email at [email protected].
You are encouraged to vote by submitting the enclosed Form of Proxy (the "Proxy"), in the case of registered Shareholders, or Voting Instruction Form ("VIF"), in the case of non-registered Shareholders. Please refer to the sections "General Information" and "Proxies" in the Circular for details on how to vote by proxy at the Meeting. The date, time and location of the Meeting are as follows:
WHEN: Wednesday, June 24, 2026 | 10:00 am (Vancouver Time)
WHERE: Zoom Webinar
Join online: https://us06web.zoom.us/j/81788763902?pwd=pDqbv0OmSqnNn7CqaPHwa0qHnBvf8U.1
Webinar ID: 817 8876 3902 | Password: 096879
Join via audio: Canada +1 587 328 1099 | United States +1 669 444 9171
International numbers available: https://us06web.zoom.us/u/kiSwfmrXq
The directors of Wishpond have fixed May 8, 2026, as the record date for determining the Shareholders entitled to receive notice of and vote at the Meeting. If you were a Shareholder as of May 8, 2026, you are entitled to vote at the Meeting. If you are unable to attend the Meeting, you are encouraged to read, complete, date, sign and return the enclosed Proxy or VIF in the manner specified on the form, no later than 10:00 am (Vancouver Time) on June 22, 2026.
Shareholders will be asked to consider and, if applicable vote on the following items of business:
- to receive the Company's annual audited financial statements for the period December 31, 2025, together with the report of the auditors thereon, and related management discussion and analysis;
- to re-appoint BDO Canada LLP as the auditor of the Company for the ensuing year and to authorize the directors to fix the auditor's remuneration;
- to set the number of directors at five (5);
- to elect the directors of the Company for the ensuing year;
- to consider, and, if deemed advisable, to re-approve the omnibus equity incentive plan for the Company; and
- to transact any other business that may properly come before the Meeting, or any adjournment(s) or postponement thereof.
For detailed information regarding each of the above items of business, please refer to the section of the Circular titled "Particulars of Matters to be Acted Upon". Wishpond urges Shareholders to review the Circular before voting. Your Vote is important.
Accessing Meeting Materials Online
This notice and the Circular will be available on Wishpond's website at https://www.wishpond.com/governance and under the Company's profile on SEDAR+, at www.sedarplus.ca. This notice is accompanied by the Circular and either a Proxy or VIF.
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Requesting Printed Meeting Materials
Registered Shareholders that would like to receive a paper copy of the Circular, please contact Computershare at [email protected], or call Toll-Free at 1-800-564-6253 or the Company's Corporate Secretary by email at [email protected]. Non-registered Shareholders can request materials by calling Toll Free, within North America, 1-877-907-7643 or direct, from outside North America 1-303-562-9305 (English) or 1-303-562-9306 (French) and entering your control number as indicated on your VIF. A printed copy of the Circular will be sent to you by postal delivery at no cost to you up to one year from the date the Circular was filed on SEDAR+. Requested materials will be sent to the requesting Shareholders at no cost to them within three business days of their request, if such requests are made before the Meeting or any postponement or adjournment thereof.
Voting Instructions
If you are a registered Shareholder, you will have received a Proxy with this notification. If you are a non-registered Shareholder, you will have received a VIF or a Proxy form signed by your intermediary.
Registered Shareholders
Registered Shareholders may wish to vote by proxy whether or not they are able to attend the Meeting in person. Registered Shareholders electing to submit a Proxy may do so by:
(a) completing, dating and signing the enclosed Proxy and returning it to the Company's transfer agent, Computershare, by fax within North America at 1-866-249-7775, or by mail to the Computershare Investor Services Inc., Proxy Department, 320 Bay Street, 14th Floor, Toronto, ON M5H 4A6, or
(b) telephone or internet, as instructed in the enclosed Proxy, not later than 10:00AM (Pacific Time) on June 22, 2026; or
(c) completing, dating and signing the enclosed Proxy and returning it to the registered office of the Company at Suite 170 - 422 Richards Street, Vancouver, BC, V6B 2Z4 or via email to the Company's Corporate Secretary at [email protected].
Non-registered Shareholders
You should carefully follow the instructions of your intermediary, including those regarding when and where the completed Proxy or VIF is to be delivered or otherwise submitted. There may be deadlines for non-registered Shareholders that are earlier than the deadline for Proxies from registered Shareholders set out above. For detailed information on how to vote your common shares, please refer to the section of the Circular titled "Proxies – Non-Registered Holders" in the Circular. If you have any questions or need assistance completing your Proxy or VIF, please contact Computershare by calling toll-free at 1-800-564-6253 or contact the Company at Suite 170 - 422 Richards Street, Vancouver, BC, V6B 2Z4, or Tel: 1-800-921-0167 or the Company's Corporate Secretary by email at [email protected].
DATED at Vancouver, British Columbia this 8th day of May, 2026.
ON BEHALF OF THE BOARD OF DIRECTORS
"Jordan Gutierrez"
Jordan Gutierrez
Chief Executive Officer & Director