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FRANCO NEVADA Corp

For the period ended Dec 31, 2025. Filed Mar 19, 2026.

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The yearly report of certain Canadian companies, filed under a joint US and Canadian system. It is the main yearly account these companies give US investors, largely as filed in Canada.

FY2025 · Filed Mar 19, 2026

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FNV$254.95+1.7%Stored close · as of Nov 6, 2026
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EX-99.2 · Outstanding Share Data

Franco-Nevada is authorized to issue an unlimited number of common and preferred shares. A detailed description of the rights, privileges, restrictions and conditions attached to each class of authorized shares is included in our most recent Annual Information Form, a copy of which can be found on SEDAR+ at www.sedarplus.com and in our Form 40-F, a copy of which can be found on EDGAR at www.sec.gov.

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2025 Management’s Discussion and Analysis37

As of March 10, 2026, the number of common shares outstanding or issuable pursuant to other outstanding securities is as follows:

​ · ​ · ​ · ​
Common Shares · ​ ​ ​ · Number · ​
Outstanding192,798,692​
Issuable upon exercise of Franco-Nevada options(1)535,808​
Issuable upon vesting of Franco-Nevada RSUs(2)107,257​
Diluted common shares193,441,757​
1There were 535,808 stock options under our share compensation plan outstanding to directors, officers, employees and others with exercise prices ranging from C$75.45 to C$231.18 per share. The above table assumes all stock options are exercisable.
2There were 33,515 time-based RSUs and 73,742 performance-based RSUs. Vesting of the performance-based RSUs are subject to the achievement of certain performance criteria and a performance multiplier which will range from 0% to 200% of the number granted. The above table assumes a performance multiplier of 100% of performance-based RSUs granted.

During the year ended December 31, 2025, we did not issue or have any outstanding preferred shares.

Internal Control Over Financial Reporting and Disclosure Controls and Procedures

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