An anonymous director reports

PAN AMERICAN SILVER ANNOUNCES ADDITIONAL PROPOSED CHANGES TO STOCK OPTION AND COMPENSATION SHARE PLAN

Pan American Silver Corp. is proposing additional minor changes to its stock option and compensation share plan in order to more closely align the plan with institutional shareholder services requirements.

In its information circular dated April 7, 2015, the company disclosed a number of proposed changes to the plan to be presented to shareholders at the company's annual general and special meeting to be convened on May 11, 2015. The company intends to supplement the proposed amendments to the plan with the following:

• The $100,000 limit on the annual equity award for non-employee directors will no longer include an exception for the chairman of the board;
• The provisions addressing amendments to the plan will be modified such that the following will require shareholder approval:
  1. Any amendment to definitions in the plan;
  2. Any extension of the term of an option beyond the original expiry date;
  3. In addition to reducing the exercise price of an option requiring shareholder approval, as currently set out in the plan, any cancellation and reissuance of an option or other entitlement;
  4. Any amendment which would permit options to be assignable or transferrable, other than for normal estate planning or settlement purposes;
  5. Any increase to the annual equity limit;
  6. Any amendment to the shareholder approval provisions that would increase the ability of the board of directors of the company to amend the plan without shareholder approval.

The supplemental changes to the plan described above will be effective if the proposed changes to the plan described in the information circular and presented to shareholders at the meeting are approved.

We seek Safe Harbor.