INVITATION TO OUR VIRTUAL AGSM

April 1, 2024

Fellow shareholders:

On behalf of the Board of Directors and management of Alamos Gold Inc. (the "Company"), I would like to invite you to attend the annual general and special meeting of shareholders that will be held on Thursday, May 23, 2024, at 4:00 p.m. (Toronto time). To permit a greater number of shareholders to participate, we have once again made the decision to hold a virtual meeting, as set out in further detail in the accompanying notice and management information circular.

The enclosed management information circular contains important information about the meeting, voting, the nominated directors, our governance practices and how we compensate our executives and directors, among other things. It also describes the Board of Directors role and responsibilities. In addition to these items, we will discuss, at the meeting, highlights of our 2023 performance and our plans for the future.

Your participation in the affairs of the Company is important to us. You should exercise your vote, either online at the meeting, by completing and returning your proxy form, by telephone or online in advance of the meeting.

Best regards,

John A. McCluskey

President and Chief Executive Officer

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF

SHAREHOLDERS

Meeting Information

Date:

Thursday, May 23, 2024

Time:

4:00 p.m., Toronto time

Live Webcast:

https://web.lumiconnect.com/425475736

You are invited to attend the annual general and special meeting of shareholders (the "Meeting") of Alamos Gold Inc. (the "Company" or "Alamos"), where you will be asked to:

  1. receive and consider the consolidated financial statements of the Company for its financial year ended December 31, 2023, and the auditors' report thereon;
  2. elect nine (9) directors who will serve until the next annual meeting of shareholders;
  3. re-appointauditors that will serve until the next annual meeting of shareholders and authorize the directors to set their remuneration;
  4. to approve an amendment to the Company's articles of incorporation to increase the permitted size of the Board of Directors from ten (10) to twelve (12) directors; and
  5. consider and, if deemed appropriate, to pass, with or without variation, a non-binding advisory resolution on the Company's approach to executive compensation.

Shareholders will also transact such other business as may properly be brought before the Meeting (or adjournment thereof).

The Meeting will be held as a completely virtual meeting, which will be conducted via live webcast, where all shareholders, regardless of geographic location and equity ownership, will have an equal opportunity to participate in the Meeting and engage with directors of the Company (the "Directors") and management. Shareholders will not be able to attend the Meeting in person. Registered shareholders and duly appointed proxyholders will be able to attend, participate in and vote at the Meeting online at https://web.lumiconnect.com/425475736.

The accompanying Management Information Circular provides information relating to the matters to be dealt with at the Meeting and forms part of this notice. The Board of Directors of the Company has fixed the close of business on April 10, 2024, as the record date for determining the shareholders who are entitled to receive notice of, and to vote at, the Meeting and any postponement or adjournment thereof. Alamos has prepared a list, as of the close of business on the record date, of the holders of Alamos common shares. A holder of record

III

of common shares of Alamos whose name appears on such list is entitled to vote the shares shown opposite such holder's name on such list at the Meeting.

This year, Alamos is using "notice-and-access" to deliver meeting materials to shareholders. Our meeting materials can be viewed online on our website at www.alamosgold.com, under our profile on SEDAR+ at

www.sedarplus.ca, our profile on EDGAR at www.sec.gov/edgar, at http://www.envisionreports.com/ALAMOSGOLD2024 or at https://web.lumiconnect.com/425475736 (fifteen (15) minutes prior to the meeting start time). The notice-and-access notification will also provide instructions on how to vote at the Meeting and how to receive paper copies of the meeting materials.

DATED at Toronto, Ontario, this 1st day of April, 2024.

By Order of the Board of Directors,

Nils F. Engelstad

Senior Vice President, General Counsel

TABLE OF CONTENTS

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

III

MEETING AND VOTING INFORMATION

1

Record Date for Voting at the Meeting

1

Notice and Access

1

How We Solicit Proxies

1

How to Vote in Advance of the Meeting

2

How to Attend the Meeting

2

How to Participate at the Meeting

3

Appointment and Revocation of Proxies

4

Provisions Relating to Voting of Proxies

4

Advice to Beneficial Shareholders of Common Shares

4

Beneficial and Registered Shareholders

5

How to obtain paper copies of the Meeting Materials

5

How many shareholders are needed to reach a quorum at the Meeting?

6

Does any shareholder own 10% or more of Alamos' Common Shares?

6

BUSINESS OF THE MEETING

7

Receiving the Consolidated Financial Statements of Alamos Gold Inc.

7

Election of Directors

7

Appointment of Auditor

18

Amendment Resolution to Articles of Incorporation to increase the size of the Board

18

Advisory Resolution on Approach to Executive Compensation - "Say on Pay"

19

Other Business

19

REPORT ON EXECUTIVE COMPENSATION

20

Compensation Discussion and Analysis

20

Base Salary

21

Annual Non-Equity Incentive

21

Company Performance

22

Long-Term Incentive Plans

32

Employee Share Purchase Plan

40

Supplemental Executive Retirement Plan ("SERP")

44

Independent Advice

46

Board Outreach

46

Named Executive Officer Compensation

48

Minimum Equity Ownership Requirements

54

Managing Compensation-Related Risk

55

Summary of Compensation

57

CEO Compensation

58

Termination and Resignation for Good Reason

61

Report on Director Compensation

64

STATEMENT OF CORPORATE GOVERNANCE PRACTICES

66

The Role of the Board of Directors

66

Director Independence

67

Attendance Record in 2023 for Directors

67

Ethical Business Conduct and Conflicts of Interest

68

Board Assessment

69

Board and Executive Management Succession Planning

69

Director Education

69

Management Information Circular

PAGE - v

Skills and Areas of Expertise

70

Board and Management Diversity

71

Director Tenure and Term Limits

72

Strategic Planning

73

Risk Management

74

Committees of the Board

74

Corporate Governance and Nominating Committee

75

Human Resources Committee

76

Audit Committee

77

Technical and Sustainability Committee

78

Public Affairs Committee

79

OTHER INFORMATION

79

SCHEDULE "A" - Board of Directors Mandate

82

SCHEDULE "B" - Virtual Annual General and Special Meeting User Guide

89

Management Information Circular

PAGE - vi

MEETING AND VOTING INFORMATION

This Management Information Circular (the "Circular") is furnished in connection with the solicitation of proxies by the management of Alamos Gold Inc. (the "Company" or "Alamos") for use at the annual general and special meeting of the shareholders of the Company (the "Meeting") (and at any adjournment thereof) to be held as a virtual meeting, which will be conducted via live webcast on Thursday, May 23, 2024, at 4:00 p.m., Toronto time. The information set out in this Circular is given as at April 1, 2024, unless otherwise indicated. All dollar amounts referenced in this Circular are in United States Dollars ("USD$"), unless otherwise specified. The exchange rate as at December 31, 2023, was Canadian Dollar ("CAD$") 1.00 = USD$0.7561, and the average exchange rate for 2023 was CAD$1.00 = USD$0.7409.

Record Date for Voting at the Meeting

The Board of Directors (the "Board") has set the close of business on April 10, 2024, as the record date (the "Record Date") for determining which shareholders shall be entitled to receive notice of and to vote at the Meeting. Only shareholders of record as of the Record Date shall be entitled to receive notice of and to vote at the Meeting, unless after the Record Date, a shareholder transfers his or her common shares of the Company (the "Common Shares") and the transferee (the "Transferee"), upon establishing that the Transferee owns such Common Shares, requests in writing, at least 10 days prior to the Meeting or any adjournments thereof, that the Transferee may have his or her name included on the list of shareholders entitled to vote at the Meeting, in which case the Transferee is entitled to vote such shares at the Meeting. Such written request by the Transferee shall be sent to the Company's Senior Vice President, General Counsel at the following email: notice@alamosgold.com.

Notice and Access

This year, the Company is using the "notice-and-access" system for the delivery of the Circular and 2023 annual report to both beneficial and registered shareholders, which includes the Company's management's discussion and analysis and annual audited consolidated financial statements for the fiscal year ended December 31, 2023 (collectively, the "Meeting Materials").

Under notice-and-access, you will still receive a proxy or voting instruction form enabling you to vote at the Meeting. However, instead of a paper copy of the Circular, you receive a notice document which contains information about how to access the Meeting Materials electronically. One benefit of the notice-and-access system is that it reduces the environmental impact of producing and distributing paper copies of documents in large quantities.

The Circular and form of proxy (or voting instruction form, as applicable) provide additional information concerning the matters to be dealt with at the Meeting. You should access and review all information contained in the Circular before voting.

Our Meeting Materials can be viewed online on our website at www.alamosgold.com, under our profile on SEDAR+

at www.sedarplus.ca, our profile on EDGAR at www.sec.gov/edgar, or at http://www.envisionreports.com/ALAMOSGOLD2024.

How We Will Solicit Proxies

The Company will bear the expense of this solicitation. It is expected the solicitation will be made primarily by mail, but regular employees or representatives of the Company (none of whom shall receive any extra compensation for

2024 Management Information Circular

1 | ALAMOS GOLD INC.

these activities) may also solicit by telephone, electronically and in person and arrange for intermediaries to send this Circular and the form of proxy to their principals at the expense of the Company.

The contents and the sending of this Circular have been approved by the Board.

How to Vote in Advance of the Meeting

Advance voting must be received by 4:00 p.m. (Toronto time) on May 21, 2024.

By proxy (proxy form)

Go to www.investorvote.com, or by scanning the QR code with a smartphone on the proxy form or voting information form (as applicable).

Call 1-866-732-VOTE(1-866-732-8683) Toll Free in Canada and the United States) or direct at 1- 312-588-4290 from a touch tone telephone and follow the instructions.

Complete, sign, and date your form of proxy or voting instructions, and return it in the envelope provided.

How to Attend the Meeting

Date:

Thursday, May 23, 2024

Time:

4:00 p.m., Toronto time

Location:

https://web.lumiconnect.com/425475736

Registration: Voting at the Meeting will only be available for registered shareholders and duly appointed proxyholders

Shareholders will not be able to attend the Meeting in person. Shareholders and duly appointed proxyholders can attend the Meeting online by going to https://web.lumiconnect.com/425475736, which will open fifteen (15) minutes prior to the Meeting on May 23, 2024, at 4:00 p.m. Registered shareholders and duly appointed proxyholders can participate in the Meeting by clicking "I have a login", entering a Username and Password, and accepting the terms and conditions before the start of the Meeting.

Registered shareholders must use the 15-digit control number located on the form of proxy or in the email notification received as the Username, and the Password is "alamos2024". Computershare Trust Company of Canada ("Computershare") will provide duly appointed proxyholders with a Username after the voting deadline has passed. Beneficial shareholders who have not appointed themselves may attend the Meeting by clicking "I am a guest" and completing the online form.

Voting at the meeting will only be available for registered shareholders and duly appointed proxyholders.

2024 Management Information Circular

2 | ALAMOS GOLD INC.

It is important that shareholders accessing the Meeting online, using a smartphone, tablet or computer, have the latest version of Chrome, Safari, Edge or Firefox and remain connected to the internet at all times during the Meeting in order to vote when balloting commences. In order to participate online, shareholders must have a valid 15-digit control number, and proxyholders must have received an email from Computershare containing a Username.

How to Participate at the Meeting

In person via Internet Webcast

Registered shareholders have the ability to vote at the Meeting by going to https://web.lumiconnect.com/425475736 prior to the start of the Meeting to log in, enter the 15- digit control number and follow the instructions.

Voting via Internet Webcast will only be available for registered shareholders and duly appointed proxyholders.

Registered shareholders and duly appointed proxyholders have the ability to ask questions during the meeting. See Schedule "B" for more information on how to ask questions. You can also direct your questions prior to the meeting to Scott K. Parsons, Senior Vice President, Investor Relations sparsons@alamosgold.com.

The Meeting will be hosted online by way of a live webcast. A summary of the information shareholders will need to attend the online Meeting is provided below. The Meeting will begin at 4:00 p.m. (Toronto time) on Thursday, May 23, 2024. Registered shareholders that have a 15-digit control number, along with duly appointed proxyholders who were assigned a Username (see details under the heading "Appointment and Revocation of Proxies"), will be able to vote and submit questions during the Meeting. To do so, please go to https://web.lumiconnect.com/425475736 prior to the start of the Meeting to login. Click on "I have a login" and enter your 15-digit control number or Username along with the password "alamos2024" and accept the terms and conditions. Beneficial Shareholders who do not have a 15-digit control number or Username will only be able to attend as a guest by clicking "I am a guest" which allows them to listen to the Meeting; however, they will not be able to vote or submit questions.

United States beneficial shareholders must first obtain a valid legal proxy from their broker, bank or other agent and then register in advance to attend and vote in the Meeting. Such beneficial shareholders should follow the instructions from their broker or bank included with these proxy materials or contact their broker or bank to request a legal proxy form. After first obtaining a valid legal proxy from their broker, bank or other agent, the beneficial shareholder may register to attend the Meeting by submitting a copy of their legal proxy to Computershare. Requests for registration should be directed to: Computershare, 100 University Avenue, 8th Floor, Toronto, Ontario, M5J 2Y1 or email at uslegalproxy@computershare.com. Requests for registration must be labeled as "Legal Proxy" and be received no later than 4:00 p.m. (Toronto time) on May 21, 2024. Please note that you MUST also register your appointment at http://www.computershare.com/alamosgold.

If you are using a 15-digit control number to login to the online Meeting and you accept the terms and conditions, you will be revoking any and all previously submitted proxies. However, in such a case, you will be provided the opportunity to vote by ballot on the matters put forth at the Meeting. If you DO NOT wish to revoke all previously submitted proxies, do not accept the terms and conditions, in which case you can only enter the Meeting as a guest.

2024 Management Information Circular

3 | ALAMOS GOLD INC.

Appointment and Revocation of Proxies

The persons named in the accompanying form of proxy are designated as proxyholders by management of the Company. A SHAREHOLDER WISHING TO APPOINT SOME OTHER PERSON (WHO NEED NOT BE A SHAREHOLDER) TO REPRESENT HIM OR HER AT THE MEETING MAY DO SO by submitting your proxy to Computershare by 4:00 p.m. (Toronto Time) on May 21, 2024. You MUST also go to http://www.computershare.com/alamosgold and provide Computershare with the name and email address of such appointed person, by 4:00 p.m. (Toronto time) on May 21, 2024, so that Computershare may provide the proxyholder with a Username via email.

Any registered shareholder who has returned a proxy may revoke it at any time before it has been exercised. In addition to revocation in any other manner permitted by law, a proxy may be revoked by instrument in writing, including a proxy bearing a later date, executed by the registered shareholder or by an attorney authorized in writing or, if the registered shareholder is a corporation, under its corporate seal or by an officer or attorney thereof duly authorized.

The instrument revoking the proxy must be emailed to the Company at notice@alamosgold.com at any time up to and including the last business day preceding the date of the Meeting or any adjournment thereof duly authorized. Only registered shareholders have the right to revoke a proxy. Beneficial shareholders who wish to change their vote must, at least seven (7) days before the Meeting, arrange for their respective intermediaries to revoke the proxy on their behalf.

Provisions Relating to Voting of Proxies

The Common Shares represented by proxy will be voted or withheld from voting by the designated proxyholder in accordance with the instructions of the shareholder appointing him or her on any ballot that may be called for and, if the shareholder specifies a choice with respect to any matter to be acted upon, the Common Shares will be voted accordingly. If there are no instructions provided by the shareholder, those Common Shares will be voted in favour of all proposals set out in this Circular. The proxy gives the person named in it the discretion to vote as they see fit on any amendments or variations to matters identified in the Notice of Meeting, or any other matters which may properly come before the Meeting. At the time of printing of this Circular, the management of the Company knows of no other matters which may come before the Meeting other than those referred to in the Notice of Meeting.

Advice to Beneficial Shareholders of Common Shares

The information set forth in this section is significant to many shareholders as a substantial number of shareholders do not hold Common Shares in their own names. Beneficial shareholders should note that only proxies deposited by shareholders whose names appear on the records of the Company as the registered holders of Common Shares can be recognized and acted upon at the Meeting. If Common Shares are listed in an account statement provided to a shareholder by a broker, then in almost all cases, those Common Shares will not be registered in the shareholder's name on the records of the Company. Such Common Shares will more likely be registered under the name of the shareholder's broker or an agent of that broker. In Canada, most of such Common Shares are registered under the name of CDS & Co. (the registration name for The Canadian Depository for Securities Limited, which acts as nominee for many Canadian brokerage firms). Common Shares held by brokers or their agents or nominees can only be voted (for, withhold or against resolutions) upon the instructions of the beneficial shareholders. Therefore, beneficial shareholders should ensure that instructions respecting the voting of their Common Shares are communicated to the appropriate person well in advance of the Meeting.

2024 Management Information Circular

4 | ALAMOS GOLD INC.

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Alamos Gold Inc. published this content on 25 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2024 11:25:41 UTC.