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Matador Technologies — Proxy Solicitation & Information Statement 2026
Jan 12, 2026
48411_rns_2026-01-12_615e97c6-325c-4094-a68d-e178c945a7cf.pdf
Proxy Solicitation & Information Statement
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MATADOR TECHNOLOGIES INC.
NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS
NOTICE IS HEREBY GIVEN that the annual and special meeting (the “Meeting”) of the shareholders of Matador Technologies Inc. (the “Corporation”) will be held at the offices of Gowling WLG, 100 King Street West, Suite 1600, Toronto, ON M5X 1G5 on Monday, July 28, 2025 at 11:00 am (EST) for the following purposes:
- to receive and consider the financial statements of the Corporation for the fiscal year ended October 31, 2024, together with the report of the auditors thereon;
- to elect directors;
- to appoint auditors for the current fiscal year and to authorize the directors to fix their remuneration;
- to consider, and, if deemed appropriate, to pass with or without variation an ordinary resolution approving certain amendments to the existing stock option plan of the Corporation, as more particularly described in the management information circular of the Corporation dated June 3, 2025 in connection with the Meeting (the “Information Circular”);
- to consider, and, if deemed appropriate, to pass with or without variation an ordinary resolution approving certain amendments to the existing restricted share unit and performance share unit plan of the Corporation, as more particularly described in the Information Circular;
- to consider, and, if deemed appropriate, to pass with or without variation an ordinary resolution confirming a new by-law No. 1A for the Corporation, as more particularly described in the Information Circular; and
- to transact such further or other business as may properly come before the Meeting or any adjournment or adjournments thereof.
The board of directors of the Corporation has by resolution fixed the close of business on June 3, 2025 as the record date, being the date for the determination of the registered holders of common shares of the Corporation entitled to receive notice of, and to vote at, the Meeting and any adjournment thereof.
To assure your representation at the Meeting as a registered shareholder, please complete, sign, date and return the enclosed proxy, whether or not you plan to personally attend the Meeting. Sending your proxy will not prevent you from voting in person at the Meeting. All proxies completed by Registered Shareholders must be received by the Corporation’s transfer agent, Odyssey Trust Company, not later than July 24, 2025 at 11:00 a.m. (Eastern Time). A Registered Shareholder must return the completed proxy to Odyssey Trust Company in accordance with the instructions on the form of proxy enclosed herewith.
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 in the attached Information Circular.
Shareholders who are unable to attend the Meeting in person, are requested to date, complete, sign and return the enclosed form of proxy so that as large a representation as possible may be had at the Meeting.
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The accompanying Information Circular provides additional detailed information relating to the matters to be dealt with at the Meeting and is supplemental to, and expressly made a part of, this Notice of Meeting.
DATED at Toronto, Ontario as of the 3rd day of June, 2025.
BY ORDER OF THE BOARD OF DIRECTORS
"Deven Soni"
Deven Soni, Chief Executive Officer
4909-7489-1851.2