Wynn Macau, Limited — Proxy Solicitation & Information Statement 2025

Apr 17, 2025

Wynn Macau, Limited

永利澳門有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1128)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

TO BE HELD ON FRIDAY, 23 MAY 2025 AT 12:15 P.M.

I/We $^{(None1)}$ (name)

of (address)

being the registered holder(s) of $^{(None2)}$ ordinary shares

of HK$0.001 each in the share capital of Wynn Macau, Limited (the "Company"), hereby appoint the Chairman of the meeting $^{(None3)}$ or (name)

of (address)

as my/our proxy to attend, act and vote for me/us and on my/our behalf at the annual general meeting (the "AGM") of the Company to be held at the Wynn Palace Meeting Rooms at Wynn Palace, Avenida da Nave Desportiva, Cotai, Macau SAR on Friday, 23 May 2025 at 12:15 p.m. (and at any adjournment thereof) in respect of the resolutions as indicated below. Unless otherwise specified, the terms used in this form should have the same meanings as those defined in the circular of the Company dated 22 April 2025 (the "Circular").

ORDINARY RESOLUTIONS*		FOR (None 4)	AGAINST (None 4)
1.	To receive and adopt the audited consolidated financial statements of the Company and its subsidiaries, and the reports of the directors and auditors of the Company for the year ended 31 December 2024.
2.	To declare a final dividend of HK$0.185 per share for the year ended 31 December 2024.
3(a).	To re-elect Dr. Allan Zeman as independent non-executive director of the Company.
3(b).	To re-elect Ms. Leah Dawn Xiaowei Ye as independent non-executive director of the Company.
3(c).	To re-elect Mr. Bruce Rockowitz as independent non-executive director of the Company.
3(d).	To re-elect Ms. Ellen F. Whittemore as non-executive director of the Company.
4.	To authorize the board of directors of the Company to fix the respective directors' remuneration.
5.	To re-appoint Ernst & Young as auditors of the Company and to authorize the board of directors of the Company to fix the auditors' remuneration for the ensuing year.
6.	To grant a general mandate to the directors of the Company to repurchase shares of the Company not exceeding 10% of the total number of issued shares of the Company (excluding treasury shares) as at the date of passing of this resolution.
7.	To grant a general mandate to the directors of the Company to allot, issue and deal with new shares of the Company not exceeding 20% of the total number of issued shares (including any resell or transfer of treasury shares held under the name of the Company) of the Company as at the date of passing of this resolution (excluding treasury shares).
8.	To extend the general mandate granted to the directors of the Company to allot, issue and deal with new shares of the Company by the aggregate number of shares repurchased by the Company.

Date: 2025

Signature(s) $^{(None5)}$ :

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
2. Please insert the number of shares of the Company registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).
3. If any proxy other than the Chairman of the meeting is preferred, please strike out the words "the Chairman of the meeting" and insert the name and address of the proxy desired in the space provided. A member entitled to attend and vote at the AGM may appoint more than one proxy to attend and vote on his/her/its behalf, provided that if more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed. A proxy need not be a member of the Company. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.
4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK $(^{}\mathbf{v}^{})$ THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK $(^{}\mathbf{v}^{})$ THE BOX MARKED "AGAINST". Failure to tick or complete any or all the boxes will entitle your proxy to cast his/her votes at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
5. This form of proxy must be signed by you or your attorney duly authorized in writing or in the case of a corporation, must be either under its common seal or under the hand of an officer or attorney so authorized.
6. In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the Register of Members of the Company.
7. In order to be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed or a certified copy thereof, must be deposited at the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not later than 21 May 2025 at 12:15 p.m. (Hong Kong time) or not less than 48 hours before the time fixed for holding any adjournment of the AGM.

8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM or any adjournment thereof and, in such an event, the form of proxy shall be deemed to be revoked.

9. For identification purposes only
   ** The full text of the resolutions are set out in the Notice of Annual General Meeting

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM of the Company (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by either of the following means:

By mail to: Hong Kong Privacy Officer

Computershare Hong Kong Investor Services Limited

17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong

By email to: PrivacyOfficer@computershare.com.hk