Boyd Group Services Inc. (BGSI) May 13, 2026 Annual General Meeting Transcript

Good afternoon, ladies and gentlemen. My name is Dave Brown, and I am the independent chair of the board of directors of Boyd Group Services, Inc. On behalf of the entire board, our officers, and our employees, I would like to thank you for attending our annual meeting with shareholders.

We are again hosting our meeting virtually

this year as we have viewed that a virtual meeting allows us to reach a greater number of our shareholders and offers all of our shareholders the same meeting experience, to participate in the meeting, and to submit questions to management. I'd like to introduce the board executive officers that are here with us today. We have with us Brian Koehner, who is the president and chief executive officer. Jeff Murray, Executive Vice President, Chief Financial Officer, and Secretary Treasurer, and Peter Toney, Assistant Secretary and Senior Corporate Counsel. The annual meeting with the shareholders of Boyd Group Services Inc. will now officially come to order. I will provide and preside as chair of the meeting, and Brian Koehner, the president and CEO, will act as secretary. Boyd has appointed Rita Garez Fernandez of Broadridge Financial Services to act as our scrutinier. The secretary has filed with me proof of mailing of the notice of meeting and accompanying documents to all shareholders of record. As of March 24, 2026, the consolidated financial statements of Boyd Group Services, Inc. for the fiscal year end of December 31, 2025, together with the report of the auditors, have been mailed to our shareholders. As it is not a requirement to do so, we do not propose to ask shareholders to approve the financial statements. Copies of our financial statements, along with the auditor's report thereon, are available on Boyd's website. Prior to the meeting, proxies representing 24,490,180 shares were received by Boyd. The requisite quorum of shareholders is present, and I therefore declare this meeting to be properly constituted for the transaction of business. At this time, I would like to remind shareholders how voting will occur and how shareholders can ask questions during this virtual meeting. In order to vote at the meeting, registered shareholders should have logged into the website by entering the 16-digit control number on their proxy form, and proxy holders, including beneficial owners who appoint themselves as proxy holders, Should have logged into the webcast by entering their appointee name and eight-digit appointee identification number they received from the registered shareholder or from the beneficial owner who appointed them. If you have logged on properly, when you click the Vote Here button on your screen, the meeting resolutions will be displayed. To vote, click on one of the voting options. Voting will be open until the end of the formal voting portion of this meeting, and you may vote on all agenda items and change your vote at any time during this period. You must click Submit for your vote to be counted. If you have logged on as a guest, you will not be able to vote at the meeting unless you exit the meeting and log back in using your 16-digit control number or appointee name and 8-digit appointee identification numbers. Shareholders and proxy holders can ask questions by typing it in the Ask a Question field at the bottom of the webcast screen and clicking Submit. Your question will be read aloud at the meeting at the appropriate time. We will address any questions that directly relate to a particular motion at the appropriate time of the meeting, and we will save general questions for the question and answer period session following the formal portion of this meeting. Before we turn to the first voting item, I'd like to remind you that some of the statements made at this meeting may be considered forward-looking. Boyd cautions investors that results of future operations may differ from those anticipated. We urge you to review the cautionary statements and other information contained in our filings on CDER and EDGAR, including our annual report for 2025, which identifies certain factors that could cause actual results to differ materially from those projected in any forward-looking statements major at this meeting. Copies of the annual report and other filings are available from the company or online. Today, we have four proposals to be considered during this meeting, all of which are described in detail in the management information circular that has previously been furnished to shareholders. To expedite matters today, Jeff Murray will move all motions, and Peter Toney will second all motions with respect to the business of this meeting. The first item of business is fixing the number of directors to serve on the Board of Directors of Boyd. Boyd's articles provide for a minimum of three directors and a maximum of 15. It is proposed that the Board of Directors of Boyd be fixed at nine directors. Will someone please move this resolution?

I move the resolution.

Thank you, Jeff. May I have the resolution seconded?

I second the resolution.

Thank you, Peter. Are there any questions on this resolution?

There are no questions on the resolution.

Thank you, Peter. We will now, therefore, put the resolutions to the meeting, and we would ask that you vote now. We will now proceed with the second proposal, being the election of directors. The persons listed in the information circular for election of directors for the current year, each of whom has agreed to serve as a director if elected, are as follows. Myself, David Brown, Brock Baldick, Robert Espy, Christine Fuel, John Hartman, Brian Kainer, Violet Conkle, William O'Neill, and Sally Savoy. Would someone please make the nominations?

I nominate those nine individuals to be elected as directors of Boyd to serve until the conclusion of the next annual meeting of Boyd.

Great. Thank you, Jeff. Could I have the nominations second?

I second the nominations.

Great. Thank you. I now declare nominations closed. Are there any questions with respect to the election directors?

There are no questions.

Thank you, Peter. Accordingly, we will now put the resolution to the meeting, and I would ask that you please vote now. The third proposal relates to the ratification of the appointment of Deloitte LLP as auditors for VOID for the fiscal year ended December 31, 2026, and thereafter until the close of the next annual meeting of VOID, and to authorize the Board of Directors to fix the auditor's remuneration. Will someone please move this resolution?

I move the resolution.

Thank you. May I have the resolution seconded?

I second the resolution.

Thank you, Peter. Are there any questions on this resolution?

I confirm there are no questions on the resolution.

Thank you. That being the case, we will now put the resolution to the meeting, and I would ask that you please answer your votes now. We will now proceed with the business of the non-binding advisory resolution on Boyd's approach to executive compensation, as we have described in detail in the Management Information Circular. The Board believes that Boyd shareholders should have an opportunity to understand

how and why the Board makes its executive compensation decisions

and provide input to the Board on executive compensation. As this is an advisory resolution, the results will not be binding on the board. However, the Board will take the results of the vote into account as appropriate when considering future compensation policies, procedures, and decisions, and in determining whether there is a need to increase engagement with shareholders on compensation and related matters. Would someone please move the non-binding advisory resolution on Boyd's approach to executive compensation?

I move the resolution.

Thanks, Jeff. May I have the resolution seconded?

I second the resolution.

Thank you. Are there any questions on this resolution?

There are no questions on the resolution.

Okay. That being the case, we will now put this resolution to the meeting, and I would ask that you vote now. We will pause for a minute to allow all registered shareholders and duly appointed proxy holders to finish submitting their votes. Okay, I declare that voting is now closed. Those shares being voted by proxy, consisting of a majority of the shares represented in this meeting, have voted in favor of the resolution to fix the number of directors at nine, the election of each of the nine directors nominated for election, the appointment of the auditors for the ensuing year, and the authorization for the board of directors to fix their remuneration, and the advisory resolution on Boyd Group Services, Inc. Approach to executive compensation. Accordingly, I declare each of the resolutions to have been passed, each of the nominees for director to have been elected, and the auditors to have been duly appointed. The final tabulation of the votes cast at this meeting will appear in our CEDAR and EGGER filings tomorrow. Before considering if there is any new business to be conducted, Can you, Peter, is there any questions that were received from the shareholders?

Mr. Brown, we received a general question from one of the shareholders asking about the recent decrease in stock price and the reasons for such a decline.

Okay. Brian Koehner, would you like to take that question?

Yeah. Yeah, we're, I mean, it's obviously difficult to comment on that. On the market's reaction in the latest share price, I will point you to the fact that, you know, we did just file our latest earnings release earlier this morning, and, you know, the business continues to, you know, report record, you know, sales and earnings in the quarter, and, you know, but difficult to comment on the market's reaction to that.

Thanks, Brian. Peter, is there any other questions?

No, no other questions.

Okay. Thank you. Is there any other further business to come before this meeting?

No, Ms. Brown, no further business.

Okay. Now, it has been confirmed to me that there's no further business to come before this meeting, and therefore, that concludes this annual meeting of shareholders. I would like to thank everybody for attending, and I declare that the meeting is now adjourned. Again, thank you very much, everybody.

That concludes the meeting. Thank you for attending. You may now disconnect and have a great rest of the day.