Ionic Digital - Information Needed from All Requesting Stakeholders

Information Needed from All Requesting Shareholders
Figure Markets is reaching out to Shareholders of Ionic Digital Inc. and its Affiliates (“the Company”) allowing them to request a special meeting. With the participation of 25% of the outstanding shares of Class A Common Stock, collectively the Shareholders can call a special meeting (the “Special Meeting”).

At the Special Meeting, the shareholders with whom we are working intend to:
- Remove directors Thomas DiFiore, Scott Duffy and Emmanuel Aidoo from the board of directors of the Company (the “Board”) for cause.
- Take an advisory vote to grant immediate liquidity to shareholders of the Class A Common Stock.
- Take an advisory vote to appoint a qualified CEO.
- Take an advisory vote to terminate the Management Services Agreement with Hut 8.
Please fill out the form with the name or names of the entities that hold your shares of Class A Common Stock.

Also provide responses to each of the prompts, which request certain information that the Company requires for any stockholder interested in calling a Special Meeting. Please read each prompt carefully. Any omission or inaccuracy may give the Company an excuse to block the Special Meeting request and continue to disenfranchise its shareholders. Required questions are marked by an asterisk (*).
The information requested herein is required to be provided to the Company under its bylaws in order to call a Special Meeting. By signing and returning the attached signature page, you are consenting to the calling of the Special Meeting, consenting to the sharing of the information provided herein with the Company and in any potential public filing(s), to the extent required by applicable law, and making the certifications and representations described below to the Company. References to “you” and “your” below refer to the individuals and/or entities who directly own and may be deemed to beneficially own shares of Class A Common Stock and should be answered from the perspective of each of those person(s), as applicable. A person or entity may be deemed to “beneficially own” securities directly held by another person, when such person has voting and investment discretion over the securities. For example, the managing member of an LLC, is often deemed to beneficially own the securities held directly by the LLC entity.

Basic Ownership Information
To find your shareholder information, visit: https://uslogin.odysseytrust.com/irhlogin/ionicdigital
Are you a

Stockholder entityIndividual stockholder
Please provide your name exactly as it appears on the Company’s stock ledger*

First NameLast Name
Please provide the name of the entity exactly as it appears on the Company’s stock ledger*
Please provide your address exactly as it appears on the Company’s stock ledger.*

Street Address

Street Address Line 2

CityState / Province

Postal / Zip CodeCountry
Please provide an email address.*
example@example.com
Please provide a phone number.

Country CodeArea CodePhone Number
Please provide the number of shares of Class A Common Stock you currently own.*
Please provide a brief description of your principal business (e.g. “private investor” or “investing in securities”). *
Please provide the jurisdiction of formation (if an entity) or citizenship (if an individual), as applicable.*

Street Address

Street Address Line 2

CityState / Province

Postal / Zip Code
Do you have any Stockholder Associated Person(s)?*

YesNo
How many "Stockholder Associated Person(s)" do you have?
Please provide the information for each "Stockholder Associated Person"*
Additional Shareholder Information
I confirm that all of the following statements are true for you and Stockholder Associate Person(s).*

TrueFalse
- None of your shares of Class A Common Stock are held in “street name,” and all are held “of record”.
- You do NOT own any securities of any parent or subsidiary of the Company.
- You have NOT pledged any shares of the Company you own as collateral for any debt.
- You have NOT, within the past year, entered into any contract of any kind with any person relating to your shares of the Company.
- You do NOT currently work, and have not at any time since its formation, worked for the Company.
- You do NOT have a family relationship with any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer.
- Except with respect to your interest as a stockholder and your support for Figure Markets, you have no arrangements, agreements or understandings with any person regarding the Special Meeting and the Proposals, or any unique material interest in the Special Meeting or the Proposals.
- You do NOT hold, or during the last 12 months have held, any derivatives or any short interests of any kind in any securities of the Company.
- You are NOT party to any arrangement or relationship granting to any other person or entity the right to vote any of the shares you or they own.
- You have NOT made any arrangement with respect to dividends on Company securities.
- You do NOT own any interest in any entity that controls or manages an entity that owns shares of the Company.
- You have NOT had any involvement in any contract or transaction with the Company.
- You are NOT involved with any pending or threatened legal proceeding relating to the Company or any of its officers, directors or employees, or any Affiliate of the Company, or any officer, director or employee of such Affiliate.
- You are NOT aware of any other stockholder, not otherwise involved with Figure Markets, providing financial or other material support for the Special Meeting and the Proposals.
Please confirm that none of the following events have occurred during the past 10 years.
- You have NOT been convicted of a felony.
- You are NOT involved or named in any pending criminal proceeding (other than a traffic violation or something similar).
- You have NOT filed for bankruptcy.
- Have NOT had a petition for bankruptcy filed against you.
- Have NOT had a receiver or anything similar appointed by a court for any business or property of yours.
- Have NOT had any partnership file for bankruptcy within two years of you being a general partner.
- Have NOT had any business filed for bankruptcy within two years of you being an executive officer there.
- Have NOT been the subject of any order, judgment, or decree banning you or suspending you for more than 60 days from securities, commodity or any other types of businesses.
- You have NOT been found guilty by a court, the SEC, or the CFTC of a violation of securities or commodities laws.
- Have NOT been involved in any legal proceeding involving a violation of laws relating to securities, commodities, financial institutions, mail fraud or wire fraud.
- Have NOT been sanctioned or otherwise involved or named in any order from any self-regulatory organization*, registered entity**, or any similar organization.
*“Self-regulatory organization” as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26)).
** “Registered entity” is defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29)).
Please explain any "False" statements.*

Confirmations and Acknowledgements
By signing and returning the attached signature page, you confirm and acknowledge that:
- You will hold the shares through the date of the Special Meeting (which date has not yet been set) and intend to appear at the Special Meeting either physically or virtually.
- You have complied with all applicable federal, state and other legal requirements in connection with your acquisition of shares of capital stock or other securities of the Company and/or your acts or omissions as a stockholder of the Company.
- All of the information you provided is accurate.
- You will not make any change in your ownership of securities of the Company until the conclusion of the Special Meeting.
- You are entitled to vote at the Special Meeting.
- You consent to the sharing of the information provided herein with the Company and in any potential public filing(s), to the extent required by applicable law.
- You consent to receive marketing communications from Figure Markets. You can opt-out at any time by clicking the unsubscribe link in our emails.
Please note that:
- Any disposition before the date of the Special Meeting of any of your shares will be deemed a revocation of the request with respect to those shares.
- Any decrease in the total percentage owned by the requesting stockholders below 25% will be deemed an absolute revocation of our request.
IN WITNESS WHEREOF, the undersigned has caused this Special Meeting Request to be duly executed by their respective authorized signatories as of the date first indicated above.
Name of stockholder entity
Name of authorized signatory

First NameLast Name
Title of authorized signatory
Name of individual stockholder

First NameLast Name
Signature*

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Information Needed from All Requesting Shareholders

Basic Ownership Information

Additional Shareholder Information

Confirmations and Acknowledgements