ENERFLEX LTD.
Report of Voting Results Pursuant to Section 11.3 of
National Instrument 51-102 – Continuous Disclosure Obligations
The following matters were voted on at the annual and special meeting of shareholders of Enerflex Ltd. (Company) held on May 6, 2026 (the Meeting). The total number of common shares represented by shareholders present in person and by proxy at the Meeting was 91,153,558 common shares, representing 74.70% of the Company’s outstanding common shares. Ballots were conducted on each matter.
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Description of the Matter |
Outcome |
Votes For |
Votes Against |
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1. |
The number of directors of the Company to be elected at the Meeting was fixed at ten (10). |
Passed |
90,208,854 (99.96%) |
34,109 (0.04%) |
2. |
Each of the following nominees was elected to serve as a director of the Company: |
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Fernando R. Assing |
Passed |
86,602,468 (97.65%) |
2,088,077 (2.35%) |
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Benjamin Cherniavsky |
Passed |
86,622,946 (97.67%) |
2,067,599 (2.33%) |
|
Joanne Cox |
Passed |
86,155,032 (97.14%) |
2,535,513 (2.86%) |
|
Céline B. Gerson |
Passed |
86,706,678 (97.76%) |
1,983,867 (2.24%) |
|
James C. Gouin |
Passed |
88,278,871 (99.54%) |
411,674 (0.46%) |
|
Mona Hale |
Passed |
86,475,109 (97.50%) |
2,215,436 (2.50%) |
|
Paul Mahoney |
Passed |
88,451,140 (99.73%) |
239,405 (0.27%) |
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Kevin J. Reinhart |
Passed |
86,516,043 (97.55%) |
2,174,502 (2.45%) |
|
Thomas B. Tyree, Jr. |
Passed |
86,003,820 (96.97%) |
2,686,725 (3.03%) |
|
Juan Carlos Villegas |
Passed |
86,375,516 (97.39%) |
2,315,029 (2.61%) |
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Votes For |
Votes Withheld |
3. |
Ernst & Young LLP, Chartered Accountants, were reappointed as auditors of the Company for the ensuing year at a remuneration to be fixed by the directors of the Company. |
Passed |
90,379,083 (99.19%) |
739,381 (0.81%) |
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