Cenovus Energy Inc.
Annual Meeting of Shareholders
April 27, 2022
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 Meeting of Shareholders of Cenovus Energy Inc. (the “Corporation”) held on April 27, 2022 by virtual meeting. Each matter voted on is described in greater detail in the Corporation’s 2022 Management Information Circular dated March 1, 2022, which is available at cenovus.com.
1.Appointment of Auditor PricewaterhouseCoopers LLP, Chartered Professional Accountants, were reappointed as auditor of the Corporation.
| | | | | | | | | | | | | | | | | | | | |
| Votes For | | Votes Against | |
| Number | Percent | | Number | Percent | |
| 1,639,199,903 | 99.48% | | 8,614,260 | 0.52% | |
2.Election of Directors Each of the following twelve nominees proposed by management were elected directors of the Corporation: | | | | | | | | | | | | | | | | | | | | |
| Nominee | | Votes For | | Votes Withheld |
| | Number | Percent | | Number | Percent |
| Keith M. Casey | | 1,609,044,293 | 99.85% | | 2,397,549 | 0.15% |
| Canning K.N. Fok | | 1,083,587,060 | 67.24% | | 527,850,101 | 32.76% |
| Jane E. Kinney | | 1,609,176,907 | 99.86% | | 2,264,935 | 0.14% |
| Harold N. Kvisle | | 1,277,048,365 | 79.25% | | 334,317,479 | 20.75% |
| Eva L. Kwok | | 1,550,853,643 | 96.24% | | 60,588,199 | 3.76% |
| Keith A. MacPhail | | 1,514,158,636 | 93.96% | | 97,283,206 | 6.04% |
| Richard J. Marcogliese | | 1,608,951,311 | 99.85% | | 2,490,531 | 0.15% |
| Claude Mongeau | | 1,608,785,300 | 99.84% | | 2,656,542 | 0.16% |
| Alexander J. Pourbaix | | 1,609,975,871 | 99.91% | | 1,465,881 | 0.09% |
| Wayne E. Shaw | | 1,608,678,194 | 99.83% | | 2,763,648 | 0.17% |
| Frank J. Sixt | | 1,212,579,975 | 75.25% | | 398,857,186 | 24.75% |
| Rhonda I. Zygocki | | 1,548,711,155 | 96.11% | | 62,730,687 | 3.89% |
3.Non-Binding Advisory Vote on the Corporation’s Approach to Executive Compensation An advisory resolution was passed to accept the Corporation’s approach to executive compensation.
| | | | | | | | | | | | | | | | | | | | |
| Votes For | | Votes Against | |
| Number | Percent | | Number | Percent | |
| 1,570,327,542 | 97.45% | | 41,115,000 | 2.55% | |
