We take pride in our culture of company ownership, with management and the Board holding over C$300 million of equity and having the lowest relative G&A among our peers. This shareholder alignment flows through the entire organization with junior employees receiving stock option grants after having a minimum tenure at the company. Minimum Equity Investments Each of our executive officers is required to hold a minimum equity investment in Franco-Nevada equivalent in value to a multiple of such executive officer’s then current base salary, depending on such executive officer’s level of responsibility (currently five times for our CEO and three times for our other executive officers). The requirement is to be satisfied in the form of our common shares and restricted share units. Our non-employee directors are required to hold minimum equity investments in Franco- Nevada equivalent in value to three times their annual retainers in the form of our common shares and/or deferred share units (currently the minimum equity investment is C$135,000). Management and our directors are in full compliance with such minimum equity investment requirements with substantial ownership stakes in our company. Independence An independent board is comprised of directors who have no direct or indirect relationships with a company that could reasonably interfere with the exercise of the directors’ independent judgment. This structure helps avoid potential conflicts of interest and enables the a board to act in the best interests of shareholders. Following David Harquail’s retirement, the Board has concluded that all directors will be independent other than Paul Brink, by virtue of his position as President & Chief Executive Officer. The roles of Chair and President & Chief Executive Officer are separated. Following the company's 2026 annual meeting, Tom Albanese, an independent director, will serve as Chair of the Board. As a result, the Board will no longer require a Lead Independent Director. Clawback Franco - Nevada has implemented compensation recovery mechanisms designed to promote accountability and align executive incentives with long - term shareholder interests. Under individual employment arrangements and clawback agreements, executives have agreed that incentive - based or equity - based compensation may be forfeited or reimbursed in circumstances involving fraudulent behaviour or other intentional, egregious misconduct, whether or not such misconduct results in a restatement of the company’s financial statements. In addition, effective November 8, 2023, Franco - Nevada also adopted a clawback policy compliant with Securities and Exchange Commission requirements. The policy requires the company, on a no - fault basis, to recover erroneously awarded incentive - based compensation from current or former executive officers in connection with certain accounting restatements, subject to limited exceptions permitted under applicable rules. This policy operates alongside, and is consistent with, Franco - Nevada’s existing contractual clawback arrangements. Shareholder Alignment – 0.2% 0.4% 0.6% 0.8% 1.0% 25' 24' 23' 22' 22' 21' 20' 19' 18' 17' 16' 15' 14' 13' 12' 11' 09' 08' G&A AS % OF MARKET CAPITALIZATION Communication and Collaboration In 2010, our Board adopted a policy entitled Board of Directors’ Engagement with Shareholders on Governance Matters. The policy provides that it is important to have regular and constructive engagement directly with our shareholders to allow and encourage shareholders to express their views on governance matters directly to our Board outside of our annual meetings. We recognize that shareholder engagement is an evolving practice in Canada and globally and our Board reviews its shareholder engagement policy annually to ensure that it is effective in achieving its objectives. We regularly engaged with our shareholders during 2025. The table above describes some examples of how we engaged with, and the key topics of interest from, shareholders and the broader investment community. How we engage with our shareholders Key topics of interest in 2025 • Investor and industry conferences • Shareholder meetings, including say-on-pay voting • Quarterly earnings conference calls • Investor days • Investor relations correspondence • Emails, calls and meetings • Communities and Indigenous Peoples (pages 6 and 11–12) • Diversity and inclusion (pages 29–32) • Biodiversity and nature (pages 16–17) • Sustainability-related performance of investments (pages 8–17) • Capital allocation strategy (including commodity and jurisdiction) (page 3) • Cybersecurity and artificial intelligence (page 27) • ESG considerations in executive compensation (page 24) • Transparency and ESG reporting frameworks (Appendices B through D) Franco-Nevada Corporation 26