Exhibit 99.5

BLUE MOON METALS INC.

NOTICE OF 2026 ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON JULY 30, 2026

AND

MANAGEMENT INFORMATION CIRCULAR

DATED JUNE 18, 2026

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

TAKE NOTICE that the annual general and special meeting of shareholders (the "Meeting") of Blue Moon Metals Inc. (the "Company") will be held at the offices of Bennett Jones LLP, 100 King Street West, Suite 3400, Toronto, Ontario, M5X 1A4 on July 30, 2026, at 10:00 a.m. (Toronto Time).

The Meeting will be held in person and will not be conducted in a hybrid format. However, shareholders who are unable to attend the Meeting in person are encouraged to listen to the Meeting live by dialing in to the Company's conference line at: 416-883-0133 (Toronto) or 1-877-385-4099 (Canada and United States Toll Free), in each case followed by access code 9469514#. Participants who wish to listen to the Meeting by using the conference line should dial in 5-10 minutes prior to the scheduled start time of the Meeting and ask to join the call. Shareholders who dial-in will not be entitled to ask questions during the Meeting. If a shareholder cannot attend in person, we encourage such shareholder to vote in advance by submitting their proxy form before the deadline, as there will be no virtual or online voting option during the Meeting.

The Meeting will be held for the following purposes, as more particularly described in the accompanying management information circular (the "Circular"):

1. to receive and consider the audited annual financial statements of the Company for the fiscal year ended December 31, 2025 and the auditor's report thereon;

2. to fix the number of directors of the Company at eight (8) for the ensuing year;

3. to elect directors for the ensuing year;

4. to appoint MNP LLP as the auditor of the Company for the ensuing year and to authorize the directors to fix the remuneration to be paid to the auditor;

5. to consider and, if deemed advisable, to pass, with or without variation, a special resolution (the "Continuance Resolution") of Shareholders approving (i) the continuance of the Company from the Business Corporations Act (British Columbia) ("BCBCA") to the Business Corporations Act (Ontario) ("OBCA") (the "Continuance"), (ii) the repealing of the Company's existing articles under the BCBCA, (iii) the filing of articles of continuance by the Company under the OBCA, and (iv) the adoption of a new general by-law of the Company ("By-Law No. 1") effective upon such Continuance, all as more particularly described in the Circular;

6. to consider and, if deemed advisable, to pass, with or without variation, a special resolution (the "Director Number Resolution") to authorize the board of directors of the Company, conditional upon and to be effective upon the Continuance, to set the number of directors from time to time within the minimum and maximum number of directors to be set forth in the articles of the Company, in accordance with Section 125(3) of the OBCA;

7. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution (the "Plan Resolution") approving and ratifying the Company's amended and restated 10% rolling share compensation plan (the "Share Compensation Plan") in the form attached as Schedule "A" to the Circular; and 

IMPORTANT

The Board of Directors has fixed the close of business on June 15, 2026 as the record date for determining shareholders entitled to receive notice of, and to vote at, the Meeting or any adjournment or postponement of the Meeting. A shareholder entitled to vote at the Meeting is entitled to appoint a proxyholder to vote in his/her stead. If you are a registered shareholder of the Company, please read, date, and sign the accompanying proxy and deliver it in accordance with the instructions provided therein. If you are a non-registered holder of Company shares and have received this Notice of Meeting and accompanying materials through an intermediary, such as an investment dealer, broker, custodian, administrator or other nominee, or a clearing agency in which the intermediary participates, please complete and return the form of voting instruction form provided to you in accordance with the instructions provided therein.

NOTICE AND ACCESS

The Company has decided to use the Notice and Access rules adopted by the Canadian Securities Administrators to reduce the volume of paper with respect to materials distributed for the purpose of the Meeting. Instead of receiving the Circular, shareholders will receive a Notice of Meeting with instructions on how to access the remaining Meeting materials online together with the form of proxy. The Circular and other relevant materials are available on SEDAR+ (www.sedarplus.ca) and the Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) (www.sec.gov). Shareholders are advised to review the Meeting materials prior to voting. If you have questions about Notice and Access, you can call our transfer agent, Odyssey Trust Company, toll-free at 1-800-517-4553 or write an email to proxy@odysseytrust.com.

Any shareholder who wishes to receive a paper copy of the Meeting materials may, at no cost, request such printed copies by emailing the request to proxy@odysseytrust.com or calling 1-800-517-4553 toll-free and entering the twelve (12) digit control number provided on the form of proxy and following the instructions provided. If a paper copy of the Meeting materials is required, we recommend sending the request as soon as possible and, in any case, requests should be received at least five (5) business days prior to the proxy deposit date and time set out in the accompanying form of proxy in order to receive the Meeting materials in advance of such date and the Meeting date. Note that if you request a paper copy of the Circular, you will not receive a new form of proxy. You should keep the original form sent to you in order to vote.

Your participation is important to us, and we encourage you to exercise your vote by completing the form of proxy prior to the Meeting, even if you expect to attend. In the event you cannot participate at the Meeting, we urge you to express your support by voting, using your proxy in advance of the Meeting, on the various proposals that will be put forward at the Meeting, which are further described in the Circular.

DATED at Toronto, Ontario, this 18^th day of June, 2026.

BY ORDER OF THE BOARD OF DIRECTORS

"Christian Kargl-Simard"

Chief Executive Officer and Director

BLUE MOON METALS INC.

220 Bay Street. Suite 550
Toronto, Ontario
Canada M5J 2W4

MANAGEMENT INFORMATION CIRCULAR

as at June 18, 2026

This management information circular ("Circular") is furnished in connection with the solicitation of proxies by management of Blue Moon Metals Inc. (the "Company") for use at the annual general and special meeting (the "Meeting") of shareholders of the Company (the "Shareholders") to be held on July 30, 2026 and any adjournment thereof, for the purposes set forth in the accompanying Notice of Annual General and Special Meeting. Except where otherwise indicated, the information contained herein is stated as of June 18, 2026.

In this Circular, references to the "Company" and "we" refer to Blue Moon Metals Inc. "Common Shares" means common shares without par value in the capital of the Company. "Registered Shareholders" means Shareholders whose names appear on the records of the Company as the registered holders of Common Shares. "Non-Registered Shareholders" means Shareholders who do not hold Common Shares in their own name. "Intermediaries" refers to brokers, investment firms, clearing houses and similar entities that own securities on behalf of Non-Registered Shareholders.

GENERAL PROXY INFORMATION

Notice and Access Rules

The Company has decided to use the Notice and Access rules under National Instrument 51-102 – Continuous Disclosure Obligations and National Instrument 54-101 – Communications with Beneficial Owners of Securities of a Reporting Issuer ("NI 54-101"). Notice and Access provisions have been adopted by the Canadian Securities Administrators which allow issuers to post electronic versions of the proxy-related materials online via SEDAR+, rather than mailing paper copies of such materials to shareholders. Using the Notice and Access provisions allows for faster access to the Circular and helps reduce printing and postage costs.

Instead of receiving the Circular, Shareholders will receive a Notice of Meeting with the form of proxy along with instructions on how to access the Meeting materials online. The Company will send the Notice of Meeting and the form of proxy directly to the Registered Shareholders. The Company will also pay for Intermediaries to deliver the Notice of Meeting and the form of proxy to beneficial Shareholders. The Circular and other relevant materials, including the consolidated financial statements for the year ended December 31, 2025, together with, the auditors' report thereon (the "Financial Statements") and the related Management's Discussion and Analysis (the "MD&A"), are available on SEDAR+ (www.sedarplus.ca) and the Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) (www.sec.gov) under the Company's issuer profile as well as on the Company's website under the section "Investors" (https://bluemoonmetals.com/investors/). Shareholders are advised to review the Meeting materials prior to voting.

You may also request paper copies of the Circular, Financial Statements or MD&A at no cost for up to one year from the date the Circular is filed on SEDAR+ (on or about June 30, 2027). To obtain paper copies of the materials after the Meeting date, please contact Frances Kwong, Chief Financial Officer, at frances@bluemoonmetals.com.

Solicitation of Proxies

The solicitation of proxies will be primarily by mail, but proxies may be solicited personally or by telephone by directors, officers and regular employees of the Company. The Company will bear all costs of this solicitation. We have arranged to send Meeting materials directly to Registered Shareholders, as well as Non-Registered Shareholders who have consented to their ownership information being disclosed by the Intermediary holding the Common Shares on their behalf (non-objecting beneficial owners). We have not arranged for Intermediaries to forward the Meeting materials to Non-Registered Shareholders who have objected to their ownership information being disclosed by the Intermediary holding the Common Shares on their behalf (objecting beneficial owners) under NI 54-101. As a result, objecting beneficial owners will not receive the Circular and associated Meeting materials unless their Intermediary assumes the costs of delivery.

Appointment and Revocation of Proxies

The individuals named in the accompanying form of proxy (the "Proxy") are officers of the Company or solicitors for the Company. If you are a Registered Shareholder, you have the right to attend the Meeting or vote by proxy and to appoint a person or company other than the person designated in the Proxy, who need not be a Shareholder, to attend and act for you and on your behalf at the Meeting. You may do so either by inserting the name of that other person in the blank space provided in the Proxy or by completing and delivering another suitable form of Proxy.

If you are a Registered Shareholder you may wish to vote by proxy whether or not you are able to attend the Meeting in person. Registered Shareholders electing to submit a Proxy may do so by completing, dating and signing the enclosed form of proxy and returning it to the Company's transfer agent, Odyssey Trust Company ("Odyssey"): (i) by mail at 1100-67 Yonge Street, Toronto, Ontario, M5E 1J8; or (ii) by voting online at https://vote.odysseytrust.com, in accordance with the instructions on the Proxy.

In all cases you should ensure that the Proxy is received no later than 10:00 a.m. (Toronto time) on July 28, 2026 or, if the Meeting is adjourned or postponed, not less than 48 hours (excluding Saturdays, Sundays and holidays) prior to such adjourned or postponed Meeting.

Registered Shareholders who wish to appoint a person other than the management nominees identified on the Proxy must carefully follow the instructions in this Circular and on their Proxy. These instructions include the additional step of registering such proxyholder with Odyssey after submitting their Proxy, by emailing appointee@odysseytrust.com before the proxy deadline and providing Odyssey with the required proxyholder contact information, the number of Common Shares appointed and the name in which the Common Shares are registered, so that Odyssey may provide the proxyholder with a username via email. Without a username, proxyholders will not be able to attend, participate or vote at the Meeting. Failure to register the proxyholder with Odyssey will result in the proxyholder not being able to participate in the Meeting and only being able to attend as a guest. Guests will not be permitted to vote or participate at the Meeting.

(b) depositing an instrument in writing signed by you (or by someone you have properly authorized to act on your behalf): (i) at the registered office of the Company at any time up to and including the last business day preceding the day of the Meeting or any adjournment or postponement thereof; or (ii) with the chair of the Meeting on the day of, and prior to the start of, the Meeting or any adjournment or postponement thereof;

(c) participating in the Meeting and voting at the Meeting; or

(d) following any other procedure that is permitted by law.

Only Registered Shareholders have the right to revoke a Proxy. Non-Registered Shareholders who wish to change their vote must make appropriate arrangements with their respective Intermediaries. If you are a Non-Registered Shareholder, you can revoke your prior voting instructions by providing new instructions on a voting instruction form with a later date (or at a later time in the case of voting by telephone or through the Internet, if available). Otherwise, contact your Intermediary if you want to revoke your Proxy or change your voting instructions, or if you change your mind and want to duly appoint yourself as a proxyholder prior to the proxy deadline for the purpose of voting at the Meeting. You must provide your instructions sufficiently in advance of the Meeting or any adjournment or postponement thereof to enable your Intermediary to act on them.

If you are a Non-Registered Shareholder, see "Voting by Non-Registered Shareholders" below for further information on how to vote your Common Shares.

Exercise of Discretion by Proxyholder

If you vote by proxy, the persons named in the Proxy will vote or withhold from voting the Common Shares represented thereby in accordance with your instructions on any ballot that may be called for. If you specify a choice with respect to any matter to be acted upon, your Common Shares will be voted accordingly. The Proxy confers discretionary authority on the persons named therein with respect to:

(a) each matter or group of matters identified therein for which a choice is not specified,

(b) any amendment to or variation of any matter identified therein,

(c) any other matter that properly comes before the Meeting, and

(d) the exercise of discretion of the proxyholder.

In respect of a matter for which a choice is not specified in the Proxy, the persons named in the Proxy will vote the Common Shares represented by the Proxy for the approval of such matter. Management is not currently aware of any other matters that could come before the Meeting.

If you have consented to disclosure of your ownership information, you will receive a request for voting instructions from the Company (through Odyssey). If you have declined to disclose your ownership information, you may receive a request for voting instructions from your Intermediary if they have assumed the cost of delivering the Circular and associated Meeting materials. Every Intermediary has its own mailing procedures and provides its own return instructions to clients. However, most Intermediaries now delegate responsibility for obtaining voting instructions from clients to Broadridge Financial Solutions, Inc. ("Broadridge") in the United States and in Canada.

If you are a Non-Registered Shareholder, you should carefully follow the instructions on the voting instruction form received from Odyssey or Broadridge in order to ensure that your Common Shares are voted at the Meeting. The voting instruction form supplied to you will be similar to the Proxy provided to the Registered Shareholders by the Company. However, its purpose is limited to instructing the Intermediary on how to vote on your behalf.

The voting instruction form sent by Odyssey or Broadridge will name the same persons as the Company's proxy to represent you at the Meeting. Although as a Non-Registered Shareholder you may not be recognized directly at the Meeting for the purposes of voting Common Shares registered in the name of your Intermediary, you, or a person designated by you (who need not be a Shareholder), may attend at the Meeting as Proxyholder for your Intermediary and vote your Common Shares in that capacity. To exercise this right to attend the Meeting or appoint a Proxyholder of your own choosing, you should insert your own name or the name of the desired representative in the blank space provided in the voting instruction form. Alternatively, you may provide other written instructions requesting that you or your desired representative attend the Meeting as Proxyholder for your Intermediary. The completed voting instruction form or other written instructions must then be returned in accordance with the instructions on the form.

If you receive a voting instruction form from Odyssey or Broadridge, you cannot use it to vote Common Shares directly at the Meeting – the voting instruction form must be completed as described above and returned in accordance with its instructions well in advance of the Meeting in order to have the Common Shares voted.

INTEREST OF CERTAIN PERSONS OR COMPANIES IN MATTERS TO BE ACTED UPON

Except as disclosed herein, no person has any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in matters to be acted upon at the Meeting other than the election of directors and as set out herein. For the purpose of this paragraph, "person" shall include each person: (a) who has been a director, senior officer or insider of the Company at any time since the commencement of the Company's last fiscal year; (b) who is a proposed nominee for election as a director of the Company; or (c) who is an associate or affiliate of a person included in subparagraphs (a) or (b).

To the knowledge of the directors and executive officers of the Company, as of the date of this Circular, no Shareholders beneficially own, or exercise control or direction, directly or indirectly, Common Shares carrying 10% or more of the votes attached to Common Shares.

PARTICULARS OF MATTERS TO BE ACTED UPON

To the knowledge of the Company's directors, the only matters to be placed before the Meeting are those set forth in the accompanying Notice of Meeting and more particularly discussed below.

Presentation of Financial Statements

The Financial Statements will be placed before the Meeting. The Company's Financial Statements are available on the System of Electronic Data Analysis and Retrieval (SEDAR+) website at www.sedarplus.ca.

Setting Number of Directors

The Board proposes that the number of directors of the Company be fixed at eight (8). Shareholders will therefore be asked to approve an ordinary resolution that determines the number of directors to be elected at eight (8).

Notes:

(1) The information as to principal occupation, business or employment, and Common Shares beneficially owned or controlled is not within the knowledge of the management of the Company and has been furnished by the respective nominees. Unless otherwise stated above, any nominees named above not elected at the last annual general meeting have held the principal occupation or employment indicated for at least the five preceding years.

(2) Member of the Audit Committee. Karin Thorburn is the Chair. See "Statement of Corporate Governance".

(3) Member of the Technical Committee. Maryse Bélanger is the Chair. See "Statement of Corporate Governance".

(4) Member of the Corporate Governance, Compensation and Nomination Committee. Richard Colterjohn is the Chair. See "Statement of Corporate Governance".

(5) Frode Nilsen is a director nominee of Leonhard Nilsen & Sønner AS ("LNS AS") pursuant to the terms of an equity investment agreement dated December 18, 2024 between the Company and LNS AS.

Christian Kargl-Simard – CEO and Director

Mr. Kargl-Simard currently serves as CEO and Director of the Company. He has over 23 years of experience in the mining industry, having worked both in technical and finance roles. He recently sold Adventus Mining Corporation to Silvercorp Metals Inc. for $235 million after starting with a $2 million exploration focused asset base in December 2016. Prior to starting Adventus Mining Corporation, he worked for 10 years in investment banking roles at Raymond James Ltd. and Haywood Securities Inc. During his tenure in investment banking, Christian was involved in financings raising more than $7 billion, and he assisted in completing over 35 M&A transactions. Christian also worked for Dynatec up to its sale to Sherritt International Corp. in 2007, both in metallurgical engineering and corporate development roles. Christian holds a B.A.Sc. degree in Metallurgical Engineering from the University of British Columbia. Christian is also non-executive chairman of Surge Copper Corp.

Maryse Bélanger – Board Chair and Director

Ms. Bélanger currently serves as Director of the Company. Ms. Bélanger also currently serves on the board of directors of Equinox Gold Corp., where she is chair of its Environment, Social and Governance Committee, and the Board Chair of Torngat Metals. She has over 35 years of experience globally, with proven strengths in operational excellence and efficiency, technical studies and services. She has provided oversight and project management support through some of the mining industry's key strategic acquisitions. Ms. Bélanger was appointed Chair of Adventus Mining Corporation's board of directors in March 2024, prior to its sale to Silvercorp Metals Inc. in July 2024 for $235M. She was Interim CEO and Board Chair of IAMGOLD Corporation from 2022-2023, successfully overcoming financing and construction issues to advance the company's flagship Côté Mine toward production. From 2016 to 2020, Ms. Bélanger was President, COO and Director of Atlantic Gold, where she guided the company's Touquoy Mine through construction to production, and the eventual acquisition of Atlantic Gold by St. Barbara for C$722 million. She was recognized twice by the Women in Mining UK "WIM (UK)" 100 Global Inspirational Women in Mining Project as one the most inspirational Global Women in Mining. She holds a Bachelor of Science degree in Geology, a graduate certificate in Geostatistics and ICD.D designation.

Karin Thorburn – Director

Dr. Thorburn currently serves as Director of the Company. Dr. Thorburn is Research Chair Professor of Finance at NHH Norwegian School of Economics and Adjunct Full Professor of Finance at The Wharton School of University of Pennsylvania, USA. Before joining NHH in 2009, she was a faculty member at the Tuck School of Business at Dartmouth College, USA. Her research focuses on M&A, restructuring, raising capital, and corporate governance, and is regularly published in leading academic journals. Dr. Thorburn is a Research Associate of the Center for Economic Policy Research (CEPR) in London and a Research Affiliate of the European Corporate Governance Institute (ECGI) in Brussels. She is a Director of the board of Maritime & Merchant Bank ASA, Argentum Fondsforvaltning AS, NetZeroGas AS, and Horus of Norway AS, and previously of Nussir ASA, Argentum Asset Management AS, Preferred Global Health AS, SEB Investment Management AB, and Nordea Bank Norway ASA. She has served on several government-appointed committees on topics related to banking regulation and the investment strategy of Norway's Government Pension Fund Global. Dr. Thorburn holds a PhD in financial economics from the Stockholm School of Economics.

Mr. Johnstone currently serves as Director of the Company. Mr. Johnstone has been an Investment Advisor to Baker Steel Resources Trust Ltd since its inception and is based in London. Mr. Johnstone has trained in corporate finance and M&A at Citibank, Francis entered the mining business in 1989 with Cluff Resources plc and became Group Projects and Operations Manager. Prior to Cluff's takeover by Ashanti Goldfields in 1996, Mr. Johnstone was a key member of the team who built Freda Rebecca the largest gold mine in Zimbabwe, the Ayanfuri Gold Mine in Ghana and negotiated for and discovered the Geita Gold Mine in Tanzania. In 2003, he joined Ridge Mining plc as Commercial Director and was an integral member of the team that undertook a feasibility study, financed and developed the Blue Ridge Platinum Mine in South Africa prior to the acquisition of Ridge Mining Plc by Aquarius Platinum Limited in 2009.

Richard Colterjohn – Director

Mr. Colterjohn currently serves as Director of the Company. Mr. Colterjohn has been Managing Partner of Glencoban Capital Management Inc., a merchant banking firm, since 2002. He brings over 30 years of experience in the mining sector as an investment banker, director, and operator. Before co-founding Glencoban Capital, he served as Managing Director at UBS Bunting Warburg from 1992 to 2002, where he was head of mining sector investment banking activities in Canada. In 2004, he founded Centenario Copper Corp., and served as President, Chief Executive Officer, and Director until its sale in 2009. Over the course of his career, Mr. Colterjohn has served on the boards of twelve other publicly traded mining companies, including Canico Resource Corp., Cumberland Resources Ltd., Viceroy Exploration Ltd., Explorator Resources Ltd., Aurico Gold Inc., Aurico Metals Inc., Mag Silver Corp., Harte Gold Corp., Roxgold Inc., Surge Copper Corp., Roxmore Resources Inc. and Taura Gold Inc. He holds a Bachelor of Commerce from the University of Toronto and an MBA from IMD, and is an accredited director.

Frode Nilsen – Director

Mr. Nilsen currently serves as Director of the Company. Mr. Nilsen is the President of the Norwegian tunnelling and mining company LNS Group, which he founded in 1961. He has served as the Executive Board Chairman of the Norwegian Tunnelling Society and has held board and chair positions in several companies, including the Norwegian iron ore company Rana Gruber. He has also been an Adjunct Professor at The Arctic University of Norway in Tromsø.

Throughout his career, Mr. Nilsen has been involved in numerous tunnelling and mining projects across Norway, Spitsbergen, Iceland, Chile, Hong Kong, Faroe Island and Greenland. Under his leadership, LNS Group has become one of Norway's leading contractors in underground excavation and mining, known for its expertise in Arctic and Antarctic operations and for solving complex projects with demanding logistics. Mr. Nilsen has also been an invited speaker at several international conferences. He graduated from the University of Science and Technology in Trondheim (formerly the Norwegian Institute of Technology) in 1988 with a Master of Science degree in Civil Engineering, specializing in excavation of rock caverns, tunnels, and mining.

Per-Erik Bjørnstad – Director

Mr. Bjørnstad currently serves as Director of the Company. Since 2007, Mr. Bjørnstad has served as the Head of the Department for Park and Sport in Alta Municipality, Norway, where he oversees development and management of recreational sports facilities. From 1996 to 2007, he worked with the Department of Reindeer Husbandry Management, focusing on area protection and the use of Geographic Systems in sustainable land-use planning. He is frequently engaged by the Norwegian judiciary as an expert witness in disputes involving land-use conflicts between reindeer management and industrial development projects.

From 2009 to 2019, Mr. Bjørnstad was part of the Norwegian Olympic and National Cross-Country Skiing Team as a wax technician and currently serves as the Head of Kickwaxing for the U.S. Ski Team and U.S. Olympic Cross-Country Skiing Team. Mr. Bjørnstad holds a Master's degree in Nature Management from the Norwegian University of Life Sciences in Ås, with a specialization in domestic reindeer management.

Mr. Madsen currently serves as Director of the Company. Peter Madsen, a U.S. based Director, is a seasoned finance professional with over four decades of experience in financial markets both on the sell and buy side. Peter began his career at L.F Rothschild in 1984 and went with colleagues to the mortgage unit at Bear Stearns in 1985. Peter rose to Senior Managing Director at the age of 29 and was there until 1995 when he departed to become Chief Investment Officer of a large family office named Alpha Investment Management. After six years he left to manage his own family office. Peter joined Countrywide Alternative Asset Management at the outset of the 2008 financial crisis and ran a capital structure arbitrage product. Peter is now a Senior Managing Director at U.S. Brokerage firm Deer Isle Capital where he works on strategic capital formation for asset managers and corporations. Peter holds a Bachelor's degree in Economics from the University of Colorado Boulder.

Corporate Cease Trade Orders, Bankruptcies, Penalties or Sanctions

Other than as set out below, no individual set forth in the above table is, as at the date hereof, or was, within 10 years before the date hereof, a director, chief executive officer or chief financial officer of any company (including the Company) that:

(a) was subject to a cease trade order, an order similar to a cease trade order or an order that denied the relevant company access to any exemption under securities legislation, that was in effect for a period of more than 30 consecutive days and that was issued while such individual was acting in the capacity as director, chief executive officer or chief financial officer; or

(b) was subject to a cease trade order, an order similar to a cease trade order or an order that denied the relevant company access to any exemption under securities legislation, that was in effect for a period of more than 30 consecutive days, that was issued after such individual ceased to be a director, chief executive officer or chief financial officer, and which resulted from an event that occurred while such individual was acting in the capacity as director, chief executive officer or chief financial officer.

Other than as set out below, no individual set forth in the above table or Shareholder holding a sufficient number of securities of the Company to affect materially the control of the Company, nor any personal holding company of any such individual:

(a) is, as of the date hereof, or has been within 10 years before the date hereof, a director or executive officer of any company (including the Company) that, while such individual was acting in that capacity, or within a year of such individual ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, was subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold its assets; or

(b) has, within the 10 years before the date hereof, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of such individual; or

(c) has been subject to (i) any penalties or sanctions imposed by a court relating to securities legislation or by a securities regulatory authority, or has entered into a settlement agreement with a securities regulatory authority, or (ii) any other penalties or sanctions imposed by a court or regulatory body that would likely be considered important to a reasonable investor in making an investment decision.

Ms. Bélanger was a director of Plateau Energy Metals Inc. ("Plateau") from May 2016 to May 2021. On May 3, 2021, Plateau and two of its officers (Alexander Holmes and Philip Gibbs) received a Notice of Hearing together with a Statement of Allegations from staff of the Ontario Securities Commission (the "OSC") announcing the commencement of regulatory proceedings on the basis that Plateau misled investors about a decision by a Peruvian mining regulator that threatened their mining rights over certain properties in Peru. In October of 2022, Plateau, Alexander Holmes and Philip Gibbs entered into a Settlement Agreement with the OSC and paid $210,000, $60,000 and $30,000 respectively on account of costs to the OSC in accordance with the terms of the Settlement Agreement. Plateau, Alexander Holmes and Philip Gibbs also made payments of $500,000, $175,000 and $75,000 respectively on account of administrative penalties.

Dr. Thorburn has been a director of Preferred Global Health AS ("PGH") since October 2020. She is also a director of Preferred Global Health Ltd. ("PGH Bermuda"), a wholly-owned subsidiary of PGH, since October 7, 2022. PGH petitioned to have a receiver appointed in respect of PGH Bermuda, which entered a voluntary receivership process. On December 1, 2023, the Supreme Court of Bermuda appointed an Official Receiver as the Provisional Liquidator of PGH Bermuda. On December 16, 2024, the Supreme Court of Bermuda ordered that Elizabeth Cava and Marcin Czarnocki, both of Deloitte Financial Advisory Ltd., replace the Official Receiver and appointed them as Joint Provisional Liquidators (the "JPLs") of PGH Bermuda. On June 19, 2025, the directors of PGH Bermuda received notice of the appointment of the JPLs and provided all relevant documentation.

Appointment of Auditor

MNP LLP, Chartered Professional Accountants ("MNP"), was appointed by the Board effective as of April 21, 2025.

At the Meeting, Shareholders will be asked to re-appoint MNP as the auditors of the Company to hold office until the close of the next annual meeting of Shareholders and to authorize the Board to fix the remuneration of the auditor.

The Board unanimously recommends that Shareholders vote FOR the appointment of MNP and authorizing the Board to fix their renumeration. Unless the Shareholder has specifically instructed in the form of proxy that the Common Shares represented by such proxy are to be withheld or voted otherwise, the persons named in the accompanying proxy will vote FOR the appointment of MNP as auditor of the Company to hold office until the next annual meeting of Shareholders or until a successor is appointed and to authorize the Board to fix the remuneration of the auditor.

Notwithstanding the approval of the Continuance Resolution by Shareholders, the Board may, in its sole discretion abandon such proposed Continuance without further approval or action by, or prior notice to, the Shareholders.

Board Recommendation and Continuance Resolution

At the Meeting, Shareholders will be asked to consider, and deemed advisable, approve a special resolution to approve the Continuance, the full text of which will substantially be as follows:

"RESOLVED as a special resolution of the shareholders of Blue Moon Metals Inc. (the "Company") that:

1. the continuance of the Company (the "Continuance") out of British Columbia pursuant to Section 308 of the Business Corporations Act (British Columbia) ("BCBCA") and into Ontario under the Business Corporations Act (Ontario) ("OBCA") be and the same is hereby authorized and approved subject to the right of the directors to abandon the application without further approval of the shareholders;

2. the Company is hereby authorized to apply to the Registrar of Companies (British Columbia) for authorization to permit such Continuance in accordance with Section 308 of the BCBCA and for the issuance of (i) a letter of consent to file Articles of Continuance with the Director under the OBCA and (ii) confirmation of discontinuance in British Columbia;

3. the Company is hereby authorized to file the Articles of Continuance, substantially in the form presented to the Shareholders and attached as Schedule "C" – Form of Articles of Continuance to this Circular, containing any necessary amendments to make such Articles of Continuance conform to the provisions of the OBCA, with the Director under the OBCA and obtain a certificate of continuance continuing the Company as if it had been incorporated under the laws of the Province of Ontario in accordance with the OBCA (the "Certificate of Continuance");

The Board unanimously recommends that Shareholders vote FOR the Continuance Resolution. In the absence of instructions to the contrary, the persons whose names appear in the enclosed form of proxy intend to vote FOR the Continuance Resolution.

The Continuance, if approved and effected, will change the legal domicile of the Company to the Province of Ontario and will affect certain of the rights of Shareholders as they currently exist under the BCBCA. Accordingly, Shareholders should consult their own independent legal advisors regarding implications of the Continuance, which may be of particular importance to them.

Procedure for Continuance

In order to effect the Continuance, the following steps must be taken:

(a) the Shareholders must approve the Continuance Resolution at the Meeting, authorizing the Company to, among other things, file the prescribed application for authorization to continue out of British Columbia with the registrar appointed under the BCBCA (the "BC Registrar");

(b) the BC Registrar must authorize the proposed Continuance (the "Authorization");

(c) the Company must then file articles of Continuance (the "Articles of Continuance"), the Authorization and any other necessary documentation with the director appointed under the OBCA (the "Ontario Director"), who will then issue a certificate of continuance (the "Certificate of Continuance"); and

(d) the Certificate of Continuance received from the Ontario Director must be submitted to the BC Registrar, who will then publish a notice that the Company has been continued into Ontario.

Effect of the Continuance

Upon the issuance of a Certificate of Continuance for the Company under the OBCA, the Company will cease to be a corporation governed by the BCBCA and will be governed by the OBCA. The Continuance will not create a new legal entity, prejudice or affect the continuity of the Company or result in any change in the business of the Company. Upon the completion of the Continuance, there is no change in:

(a) the ownership of corporate property;

(b) liability for the obligations of the Company;

(c) the existence of a cause of action, claim or liability to prosecution;

(d) enforcement against the Company of any civil, criminal, administrative action or proceedings pending; and

(e) the enforceability of any conviction against, or ruling, order or judgment in favour of or against the Company.

Furthermore, any Common Shares issued before the Continuance will continue to be Common Shares of the Company, as a company governed by the OBCA. The Continuance does not relieve a holder of Common Shares of any liability in respect of such Common Shares.

Certain Corporate Differences Between the BCBCA and the OBCA

In general terms, the OBCA provides to Shareholders substantively the same rights as are available to Shareholders under the BCBCA, including the right of dissent and appraisal and the right to bring derivative actions and oppression actions. There are, however, important differences. Shareholders are referred to Schedule "B" – Certain Corporate Differences Between BCBCA and OBCA attached to this Circular for a summary of the differences between the BCBCA and OBCA. The summary comparison is not intended to be exhaustive and is qualified in its entirety by the full provisions of the BCBCA and the OBCA, as applicable, and Shareholders are advised to read the full text of the BCBCA and OBCA and consult with their legal advisors regarding the implications of the Continuance.

Articles of Continuance and By-Law No. 1

As noted above, the Company is required to file Articles of Continuance with the Ontario Director in order to effect the Continuance, which proposed Articles of Continuance are attached hereto as Schedule "C" – Form of Articles of Continuance to this Circular. In addition, if the Continuance becomes effective, the Company intends to adopt By-Law No. 1, substantially in the form attached hereto as Schedule "D" – By Law No. 1 to this Circular, in order to, among other things, reflect evolving corporate governance standards. By-Law No. 1 is standard in its form and governs certain aspects of the business and affairs of the Company, such as: the establishment of a quorum for meetings of directors and Shareholders, respectively; the conduct of the meetings of directors and Shareholders, respectively; signing authorities; the appointment of officers; and similar matters.

If the Continuance proceeds and is completed, the existing articles of the Company under the BCBCA will be repealed as of the filing of the Articles of Continuance and By-Law No. 1 will be the new by-laws of the Company. The repeal shall not affect the previous operation of the existing articles so repealed or affect the validity of any act done or right, privilege, obligation or liability acquired or incurred under, or the validity of any contract or agreement made pursuant to, the repealed existing articles before its repeal.

Dissent Rights with Respect to the Continuance

Pursuant to Section 309 of the BCBCA, a Registered Shareholder who objects to the Continuance out of British Columbia has the right to dissent (the "Dissent Rights") under Division 2 of Part 8 in respect of the Continuance and to be paid the fair value of their Common Shares determined as of the day before the Continuance Resolution is passed. Beneficial Shareholders who wish to dissent should contact the Registered Shareholder of their Common Shares for assistance with exercising the Dissent Right.

The following summary of the Dissent Rights is not a comprehensive statement of the procedures to be followed by a Dissenting Shareholder (as defined below) who seeks payment of the fair value of such Dissenting Shareholder's Common Shares and is qualified in its entirety by reference to the full text of Sections 237 to 247 of the BCBCA which is attached to this Circular as Schedule "E" – Dissent Rights Under the Business Corporations Act (British Columbia). A dissenting Shareholder (a "Dissenting Shareholder") who is a Registered Shareholder and who wishes to exercise the Dissent Right is required to send to the Company a written notice of dissent in respect of the Continuance Resolution ("Dissent Notice") by 10:00 a.m. (Toronto time) on July 28, 2026 or at least 48 hours prior to the Meeting. Such Dissent Notice must be delivered to the Company's legal counsel at the following address:

Bennett Jones LLP

One First Canadian Place

100 King Street West, Suite 3400

Toronto, Ontario, M5X 1A4, Canada

Attention: James Clare and Kaitlyn Clement

Email: ClareJ@bennettjones.com; ClementK@bennettjones.com

The execution or exercise of a proxy does not constitute a Dissent Notice for the purposes of exercising Dissent Rights. In addition, a vote against the Continuance Resolution, or an abstention, does not constitute a Dissent Notice. To be valid, a Dissent Notice must:

(a) identify in each Dissent Notice the person on whose behalf the dissent is being exercised;

(b) set out the number of Common Shares in respect of which the Dissenting Shareholder is exercising the Dissent Rights ("Continuance Notice Shares"), which number cannot be less than all of the Common Shares held by the beneficial owner on whose behalf the Dissent Rights are being exercised;

(c) if the Continuance Notice Shares constitute all of the Common Shares of which the Dissenting Shareholder is both the Registered Shareholder and beneficial owner and the Dissenting Shareholder owns no other Common Shares as beneficial owner, a statement to that effect;

(d) if the Continuance Notice Shares constitute all of the Common Shares of which the Dissenting Shareholder is the Registered Shareholder but the Dissenting Shareholder owns other Common Shares as a beneficial owner, a statement to that effect, and:

(i) the names of the Registered Shareholders of those other Common Shares;

(ii) the number of those other Common Shares that are held by each of those Registered Shareholders;

(iii) a statement that Dissent Notices are being or have been sent in respect of all those other Common Shares;

(e) if a Dissent Right is being exercised by the Dissenting Shareholder on behalf of a beneficial owner who is not a Dissenting Shareholder, a statement to that effect, and:

(i) the name and address of the beneficial owner;

(ii) a statement that the Dissenting Shareholder is dissenting in relation to all of the Common Shares beneficially owned by the beneficial owner that are registered in the Dissenting Shareholder's name.

Giving a Dissent Notice does not deprive a Dissenting Shareholder of his, her or its right to vote at the Meeting on the Continuance Resolution. A Shareholder is not entitled to exercise the Dissent Rights with respect to any Common Shares if the Shareholder votes (or instructs or is deemed, by submission of any incomplete form of proxy, to have instructed his, her or its proxyholder to vote) FOR the Continuance Resolution. A Dissenting Shareholder, however, may vote, as a proxy for a Shareholder whose proxy required an affirmative vote, without affecting his, her or its right to exercise the Dissent Rights.

If the Continuance Resolution is adopted, the Company is required to give notice to the Dissenting Shareholder that the Company intends to act, or has acted, upon that resolution and advising the Dissenting Shareholder of the manner in which dissent is to be completed. Upon receipt of the notice from the Company, a Dissenting Shareholder then has one month within which to submit to the Company or its transfer agent the share certificates representing the Dissenting Shareholder's Common Shares, along with written notice that the Dissenting Shareholder requires the Company to purchase its Common Shares, upon the doing of which the Dissenting Shareholder will be deemed to have sold, and the Company will be deemed to have purchased, the Dissenting Shareholder's Common Shares.

If the Company and the Dissenting Shareholder cannot agree on the payout value for the Dissenting Shareholder's Common Shares, either the Dissenting Shareholder or the Company may apply to the court to fix the fair value of the Dissenting Shareholder's Common Shares. The court can either fix a payout value or order the matter to be determined by arbitration or by reference to the registrar or a referee of the court. The Company may not make payment to a Dissenting Shareholder where there are reasonable grounds for believing that the Company is insolvent or that payment would render the Company insolvent.

A Dissent Notice ceases to be effective if, among other things, the Shareholder giving a Dissent Notice consents to or votes in favour of the Continuance Resolution.

If the Continuance is not implemented for any reason, Dissenting Shareholders will not be entitled to be paid the fair value for their Common Shares and the Dissenting Shareholders will be entitled to the return of any share certificates delivered to the Company in connection with the exercise of the Dissent Right.

Shareholders who wish to exercise the Dissent Right should carefully review the dissent procedures described in Sections 237 to 247 of the BCBCA and seek legal advice, as failure to adhere strictly to the Dissent Right requirements may result in the loss of any Dissent Rights.

Registered Shareholders have Dissent Rights in respect of the Continuance Resolution as governed by Sections 237 to 247 of the BCBCA. The Dissent Rights must be strictly complied with in order for a Registered Shareholder to receive cash representing the fair value of Common Shares held. To exercise the Dissent Rights in respect of the Continuance Resolution, a Dissent Notice to the Continuance Resolution must be received by the Company in accordance with the instructions set out in this Circular by 10:00 a.m. (Toronto time) on Tuesday, July 28, 2026, or 48 hours prior to the Meeting. See Schedule "E" – Dissent Rights Under the Business Corporations Act (British Columbia) to this Circular.

Authorizing Board to Fix the Number of Directors

If the Shareholders vote to approve the Continuance Resolution and the Continuance is completed, the Company will be Governed by the OBCA, and the articles of the Company will provide for a minimum of 3 and a maximum of 10 directors. Pursuant to section 125(3) of the OBCA, if the articles of a company provide for a minimum and maximum number of directors, the directors may, if a special resolution of Shareholders so provide, fix the number of directors to be elected at an annual meeting.

In addition, section 124(2) of the OBCA also provides that where a special resolution empowers directors to fix the number of directors in accordance with section 125(3) of the OBCA, the directors may appoint one or more additional directors between annual meetings, to hold office for a term expiring not later than the close of the next annual meeting of Shareholders, provided that the total number of directors following such appointment may not exceed one and one third of the number of directors elected at the previous annual meeting of Shareholders.

From time to time, the Board identifies an individual who could make a valuable contribution to the Company as a director. Following the Meeting, the Board wishes to have the ability to invite such an individual to join the Board between Shareholders' meetings, without the need to create a vacancy, as this may restrict the Company's ability to enhance the Board at the earliest opportunity.

Board Recommendation and Director Number Resolution

"RESOLVED as a special resolution of the shareholders of Blue Moon Metals Inc. (the "Company") that:

1. upon the Continuance, the board of directors ("Board") of the Company be, and hereby is, authorized and empowered to determine by resolution from time to time the number of directors of the Company within the minimum and maximum number of directors provided for in the Articles of Continuance, subject to the limitations set out in the Business Corporations Act (Ontario); and

2. any one director or officer of the Company be, and hereby is, authorized and directed for and on behalf of the Company to execute or cause to be executed, under the corporate seal of the Company or otherwise, and to deliver or cause to be delivered, all such other documents and instruments and to perform or cause to be performed all such other acts and things as in such person's opinion may be necessary or desirable to give full effect to the foregoing resolutions and the matters authorized thereby, such determination to be conclusively evidenced by the execution and delivery of such document, agreement or instrument or the doing of any such act or thing."

The Board unanimously recommends that Shareholders vote FOR the Director Number Resolution. In the absence of instructions to the contrary, the persons whose names appear in the enclosed form of proxy intend to vote FOR the Director Number Resolution.

Approval of Share Compensation Plan

The Company's Share Compensation Plan was last approved by Shareholders at the Company's annual general and special meeting held on November 13, 2025. Pursuant to the policies of the TSXV, a "rolling" security based compensation plan, such as the Share Compensation Plan, must be approved on a yearly basis by Shareholders at the Company's annual meeting of Shareholders. Accordingly, at the Meeting, Shareholders will be asked to consider and, if deemed advisable, to pass, with or without variation, the Plan Resolution approving the Company's Share Compensation Plan.

The Share Compensation Plan is a "rolling up to 10%" omnibus plan pursuant to which the total number of Common Shares which may be issued pursuant to restricted share units ("RSUs"), performance share units ("PSUs"), stock options ("Options") or deferred share units ("DSUs") awarded or granted under the Share Compensation Plan, in the aggregate, is equal to up to a maximum of 10% of the issued and outstanding Common Shares at the time of the award or grant. The purpose of the Share Compensation Plan is to provide an incentive to directors, employees and consultants of the Company or any of its subsidiary to achieve the longer term objectives of the Company; to give suitable recognition to the ability and industry of such persons who contribute materially to the success of the Company; and to attract to and retain in the employ of the Company or any of its subsidiaries, persons of experience and ability, by providing them with the opportunity to acquire an increased proprietary interest in the Company. For a summary of the Share Compensation Plan, see "Equity Compensation Plan Information – Stock option plans and other incentive plans". A full copy of the Share Compensation Plan will be available for inspection at the Meeting and is attached as Schedule "A" hereto.

As of the date of this Circular, the Company had 559,667 Options, 439,581 RSUs and 156,196 DSUs outstanding under the Share Compensation Plan.

Other than as set out elsewhere in this Circular, the Company does not have any other incentive plans.

Plan Resolution and Board Recommendation

At the Meeting, Shareholders will be asked to consider, and deemed advisable, approve an ordinary resolution to approve the Share Compensation Plan, the full text of which will substantially be as follows (the "Plan Resolution"):

"RESOLVED as an ordinary resolution of the shareholders of Blue Moon Metals Inc. (the "Company") that:

1. The amended and restated share compensation plan of the Company (the "Share Compensation Plan") attached as Schedule "A" to the management information circular of the Company dated June 18, 2026, be and is hereby ratified and approved;

2. All existing awards issued and to be issued under the Share Compensation Plan, be and are hereby approved.

3. The Company be and is hereby authorized to reserve Common Shares equal in number to 10% of the Company's current issued and outstanding share capital from time to time, which Common Shares may be conditionally allotted in connection with the granting of awards pursuant to the terms and conditions as set out in the Share Compensation Plan.

4. The Common Shares which can be reserved under the Share Compensation Plan may be allotted and issued at a price or prices fixed by the Board in accordance with the rules of the TSX Venture Exchange (the "TSXV") and the terms and conditions under the Share Compensation Plan and any award agreements thereunder, and when such Common Shares are so allotted and issued they will be fully paid and non-assessable Common Shares in the capital of the Company at a price or prices so fixed.

5. The board of directors of the Company (the "Board") be authorized to make any amendments to the Share Compensation Plan from time to time, as may be required by the applicable regulatory authorities, or as may be considered appropriate by the Board, in its sole discretion, provided always that such amendments be subject to the approval of the regulatory authorities, if applicable, and in certain cases, if required under the terms of the Share Compensation Plan or by the TSXV, the approval of the shareholders of the Company.

6. Any officer or director of the Company is hereby authorized and directed for and on behalf of the Company to execute or cause to be executed, under the seal of the Company or otherwise, and to deliver or cause to be delivered, all such documents and instruments and to perform or cause to be performed all such other acts and things as in such director's or officer's opinion may be necessary or desirable to give full effect to the foregoing resolution and the matters authorized hereby, such determination to be conclusively evidenced by the execution and delivery of such document, agreement or instrument or the doing of any such act or thing."

To be effective, the Plan Resolution must be approved by a simple majority of the votes cast by Shareholders at the Meeting.

The Board has determined that the re-approval of the Share Compensation Plan is in the best interests of the Company and unanimously recommends that Shareholders vote FOR the Plan Resolution. Unless otherwise instructed, the persons named in the accompanying Proxy (provided the same is duly executed in their favour and is duly deposited) intend to vote FOR the Plan Resolution to re-approve the Share Compensation Plan as detailed above.

OTHER BUSINESS

As of the date of this Circular, the management of the Company knows of no other matters to be acted upon at the Meeting. However, should any other matters properly come before the Meeting, the Common Shares represented by the Proxy solicited hereby will be voted on such matters in accordance with the best judgment of the persons voting the Common Shares represented by the Proxy.

STATEMENT OF EXECUTIVE COMPENSATION

Set out below are particulars of compensation paid to the directors and the named executive officers of the Company. "Named Executive Officer" or "NEO" means each of the following individuals:

(a) the chief executive officer of the Company ("CEO") or each individual who, in respect of the Company, during any part of the most recently completed financial year, served as chief executive officer, including an individual performing functions similar to a chief executive officer;

(b) the chief financial officer of the Company ("CFO") or each individual who, in respect of the Company, during any part of the most recently completed financial year, served as chief financial officer, including an individual performing functions similar to a chief financial officer;

(c) in respect of the Company and its subsidiaries, the most highly compensated executive officer other than the individuals identified in paragraphs (a) and (b) at the end of the most recently completed financial year whose total compensation was more than $150,000 for that financial year, as determined in accordance with subsection 1.3(5) of Form 51-102F6V; and

(d) each individual who would be a Named Executive Officer under paragraph (c) but for the fact that the individual was neither an executive officer of the Company, and was not acting in a similar capacity, at the end of that financial year.

For the financial year ended December 31, 2025, the Named Executive Officers of the Company were the following:

• Christian Kargl-Simard, Chief Executive Officer (since November 1, 2024);

• Frances Kwong, Chief Financial Officer and Corporate Secretary (since November 1, 2024);

• Skott Mealer, President and Chief Operating Officer (since March 1, 2025)

Director and Named Executive Officer Compensation

The following table is a summary of compensation awarded to, earned by, paid to, or payable to the NEO and directors of the Company for the two most recently completed financial years ended December 31, 2024 and 2025.

Notes:

Stock Options and Other Compensation Securities

The following table contains information on compensation securities that were granted or issued to the directors and NEOs of the Company by the Company in the most recently completed financial year for services provided or to be provided, directly or indirectly, to the Company or any of its subsidiaries.