Below are copies of proxy materials and any proxy voting instructions for Vista Gold Corp.  Materials in .pdf format can be viewed by downloading the free Adobe Reader.

Thursday, April 30, 2020, at 11:00 am (MDT)
Vista Gold Corp.
7961 Shaffer Parkway, Suite 5
Littleton, CO 80127

The Corporation is carefully monitoring the public health impact of the coronavirus (COVID-19) on a daily basis, and may decide to forego the physical Meeting in favor of a virtual-only Meeting or some other alternative depending on the situation. While we understand this could disrupt the travel plans of those who plan to attend, our first priority is the health and safety of our communities, shareholders, employees and other stakeholders. In the event the Corporation decides to hold a virtual Meeting or some other alternative, shareholders will be notified and provided with additional details as soon as possible.

Registered shareholders can attend the meeting in person and, if they choose not to vote by proxy as provided below, vote their common shares at the meeting.  Although beneficial shareholders may not be recognized directly at the meeting for the purpose of voting common shares registered in the name of their broker, agent, trustee or other intermediary, a beneficial shareholder may attend the meeting as a proxyholder for a shareholder and vote common shares in that capacity. Beneficial shareholders who wish to attend the meeting or have someone else attend on their behalf, and indirectly vote their common shares as proxyholder for the registered shareholder should contact their broker, agent, trustee or other intermediary well in advance of the meeting to determine the steps necessary to permit them to indirectly vote their common shares as a proxyholder.

Once you have reviewed the above proxy materials, if you are a registered holder, you may access a proxy card online by logging on to and entering the control number and account number provided to you in the notice previously mailed to you. If you are a beneficial holder who holds common shares through an intermediary (a broker, bank or other nominee), you must vote your common shares pursuant to the voting instructions provided to you by such intermediary.

Your vote is important to us. We strongly encourage shareholders to vote as soon as possible by completing and mailing the form of proxy or by voting online.