Annual report
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ACN 617 789 732 2026 ANNUAL REPORT for the year ended 30 June 2026
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RESOLUTION MINERALS LTD ACN: 617 789 732 Contents CORPORATE INFORMATION ....................................................................................................................................................... 1 REVIEW OF OPERATIONS ........................................................................................................................................................... 2 TENEMENT SCHEDULE ................................................................................................................................................................ 9 DIRECTORS’ REPORT ................................................................................................................................................................ 10 AUDITOR’S INDEPENDENCE DECLARATION........................................................................................................................... 23 STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ..................................................................... 24 STATEMENT OF FINANCIAL POSITION .................................................................................................................................... 25 STATEMENT OF CHANGES IN EQUITY..................................................................................................................................... 26 STATEMENT OF CASH FLOWS ................................................................................................................................................. 28 NOTES TO THE FINANCIAL STATEMENTS............................................................................................................................... 29 CONSOLIDATED ENTITY DISCLOSURE STATEMENT ............................................................................................................. 57 DIRECTORS’ DECLARATION ..................................................................................................................................................... 58 INDEPENDENT AUDIT REPORT................................................................................................................................................. 59 ASX ADDITIONAL INFORMATION .............................................................................................................................................. 64 This Annual Report covers Resolution Minerals Ltd (“Resolution Minerals", “Resolution” “RML” or the “Company”). The financial report is presented in Australian currency. The Company is a company limited by shares, incorporated and domiciled in Australia. Its registered office and principal pla ce of business is: Resolution Minerals Ltd Level 21, 91 King William Street ADELAIDE SA 5000
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RESOLUTION MINERALS LTD ACN: 617 789 732 Corporate Information Directors: Auditors: Menachem Rogatsky Grant Thornton Audit Pty Ltd Executive Director Level 3 170 Frome Road Aharon Zaetz Adelaide SA 5000 Executive Director Solicitors: Syed Alsagoff Non-Executive Director Brett Lynch Non-Executive Director Steinepreis Paganin Level 14 - QV1 250 St Georges Terrace Perth WA 6000 CFO/Company Secretary: Home Stock Exchange: Jaroslaw (Jarek) Kopias Australian Securities Exchange Level 27, 39 Martin Place, Sydney NSW 2000 Registered & Principal Office: Other Stock Exchanges: Level 21, 91 King William Street ADELAIDE SA 5000 Telephone +61 (0) 424 743 098 Nasdaq 151 West 42nd Street, Floors 26–28 New York, NY 10036 Postal Address: Trading Codes: Level 21, 91 King William Street ADELAIDE SA 5000 ASX Codes: RML – fully paid ordinary shares RMLOC - quoted options exercise price $0.018 and expiry 31 July 2028 RMLOD - quoted options exercise price $0.10 and expiry 30 November 2029 Nasdaq Codes: RML – American depositary shares Share Registry: Automic GPO Box 5193 SYDNEY NSW 2001 Telephone: +61 2 9698 5414
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RESOLUTION MINERALS LTD ACN: 617 789 732 2 Review of Operations The 2026 financial year was a significant period for Resolution Minerals Limited (“Resolution”, “RML, or the “Company”), duri ng which the Company substantially advanced its U.S critical minerals strategy following the completion of the acquisition of th e Horse Heaven Antimony-Tungsten-Gold-Silver Project (“Horse Heaven” or the “ Project”) in Idaho, USA. During the year, Resolution completed the acquisition of 100% of the Horse Heaven Project, commenced a Phase 1 drill program in August 2025 and a Phase 2 in May 2026, made significant gold discoveries at Golden Gate North and Golden Gate South, advanced the high-grade antimony-silver system at Antimony Ridge, acquired the Johnson Creek processing site and historical tungsten stockpiles, and commenced metallurgical programs for antimony, tungsten and gold. The Company also progressed permitting and U.S Government engagement, with both Antimony Ridge and Golden Gate being granted FAST-41 Transparency Coverage by the U.S Federal Permitting Council. Further, Resolution was admitted as a member of the U.S Defense Industrial Base Consortium (“DIBC”). These activities were supported by significant institutional funding secured during FY26, including a A$25.1 million placemen t in September 2025 and a further A$20 million institutional placement in April 2026. Horse Heaven, emerging as a potentially significant critical metals and gold project, became the dominant operational focus o f the Company during the year, with exploration, metallurgy, permitting and strategic initiatives progressed in parallel as Resolution continued to evaluate the potential of the Project as a domestic U.S source of antimony, tungsten and gold. Horse Heaven Project, Idaho, USA. Resolution completed the acquisition of a 100% ownership interest in the Horse Heaven Project in July 2025 following shareholder approval. Horse Heaven is located in the historic Stibnite Mining District in central Idaho, USA, which is re -emerging a central focus of US critical metals development. Horse Heaven comprises the Golden Gate gold -tungsten system and Antimony Ridge antimony-silver-gold system, together with the Johnson Creek processing site and historical tungsten stockpiles. The Project is located immediately adjacent to Perpetua Resources Corp’s Stibnite Gold Project and has a history of antimony and tungsten production. During FY26, Resolution undertook a substantial exploration and technical program across Horse Heaven, significantly increasing the Company’s understanding of the scale and multi-commodity potential of the Project. The Company’s land position at Horse Heaven was also expanded during the year by approximately 600 acres via federal claim staking, and now comprises approximately 59km2.
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RESOLUTION MINERALS LTD ACN: 617 789 732 3 Figure 1. Horse Heaven Project location map showing the location of the Antimony Ridge antimony -silver prospect, Golden Gate gold-tungsten prospects, Johnson Creek processing infrastructure and neighbouring Stibnite Gold Project in Idaho, USA. Golden Gate Gold-Tungsten Prospect Golden Gate was a major focus of exploration during FY26, with drilling substantially advancing the geological understanding and scale potential of the gold-tungsten system. Resolution commenced its maiden diamond drilling program at Horse Heaven in August 2025. Strong geological indicators from the Phase 1 drilling resulted in the implementation of a Phase 2 program in May 2026 under its existing exploration permit. Early drilling in the Phase 2 identified visible scheelite, a tungsten-bearing mineral, within the first three diamond holes at Golden Gate South, providing initial confirmation of tungsten mineralisation within the broader system. Golden Gate North Discovery Assay results received from the Phase 1 drilling program subsequently confirmed broad and continuous gold mineralisation at Golden Gate North. Significant intersections from the program included: • 253.0m @ 1.50g/t Au from surface, including 111.9m @ 2.31g/t Au from 130.5m in HH -GG250-003C; • 197.5m @ 1.26g/t Au from 34.0m in HH-GG25-001C; • 265.2m @ 0.60g/t Au from surface in HH-GG25-002C; • 240.8m @ 0.64g/t Au from surface in HH-GG250004Cl • 283.5m @ 0.36g/t Au from surface in HH-GG25-005C; and • 207.2m @ 0.42g/t Au from surface in HH-GG25-007C. The drilling demonstrated broad gold mineralisation across multiple holes, with mineralisation remaining open along strike an d at depth. Several holes ended in mineralisation. The results were interpreted as being consistent with an Intrusion Related Gold System (“IRGS”) exploration model, with mineralisation associated with the regional Golden Gate shear/fault zone. It is worth noting that this IRGS model is a dire ct geologic analogue to the Stibnite Gold Project, a recently permitted gold-antimony project located immediately adjacent to Horse Heaven and operated by Perpetua Resources Corp.
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RESOLUTION MINERALS LTD ACN: 617 789 732 4 Gold Gate South Gold Discovery Follow-up Phase 2 drilling during the year also resulted in the discovery of gold mineralisation at Golden Gate South, approximately 1.5km along strike from Golden Gate North. Drilling intersected broad, near-surface gold mineralisation in an area that had previously received limited modern exploration and no historic drilling. The results increased the known strike extent of gold mineralisation across Golden Gate and support ed further investigation of the relationship between the Golden Gate North and South mineralised zones. 1 By the end of the March quarter, all reported holes from the 2025 drilling campaign had intersected gold mineralisation, with several ending in mineralisation, demonstrating that the system remained open at depth and in multiple directions. Figure 2. Horse Heaven Project location map showing the Golden Gate prospect and identifying locations of completed Phase 1 drill hole locations (2025 DDH Collar) and ongoing Phase 2 drill hole locations (2026 Planned Drill Hole) 1 ASX Announcement, New Gold Discovery at Golden Gate South, 9 February 2026
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RESOLUTION MINERALS LTD ACN: 617 789 732 5 Tungsten Mineralisation Drilling and historical data review during FY26 also strengthened the tungsten opportunity at Golden Gate. Tungsten mineralisation was identified within the Phase 2 drilling program, including an intercept in HH -GG25-012R of 8m @ 0.14% W from 79.3m, within a broader interval of 21m @ 0.80g/t Au. Historical records also confirmed previous tungsten mining within the Golden Gate area. The Company’s review of historical records, previous operations and modern drilling identified the potential for additional tungsten mineralisation along the Go lden Gate Fault Zone. Phase 2 Drilling Program Following the results of the maiden drilling campaign, Resolution commenced a substantially larger Phase 2 drilling program a t Golden Gate during the June quarter. The program comprised up to 13,000 metres (45,000 feet) of diamond drilling across up to 45 holes, targeting both Golden Gate North and Golden Gate South and designed to further define the scale and extent of gold and tungsten mineralisation and support progression toward a maiden Mineral Resource Estimate. Two diamond drill rigs were mobilised during the June quarter and drilling was underway and progressing well at the end of th e financial year. Antimony Ridge – High-Grade Antimony-Silver System Resolution also substantially advanced the Antimony Ridge prospect during FY26 through surface exploration, geological modelling, metallurgical test work and permitting activities. Systematic rock chip and soil sampling returned exceptional high-grade antimony, silver and gold results, including rock chip assays of up to 49.8% Sb, 1.420g/t Ag and 4.43g/t Au. Soil geochemistry identified an approximately 1,000m by 700m antimony-gold-silver anomaly. Further sampling during the year continued to confirm high-grade antimony mineralisation, with massive stibnite samples returning grades ranging from 31.7% to 48.7% Sb, together with elevated silver and gold values. Three-dimensional geological modelling subsequently identified more than 100 high -grade antimony-silver veins represented by approximately 30 mineralised vein swarms, fault breccias and stockworks expanding across an area of approximately 1,000m by 700m and 250m vertically. The modelling, together with historical working, surface geochemistry and modern sampling, substantially improved the Company’s understanding of the geometry and scale of the Antimony Ridge mineralised system.
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RESOLUTION MINERALS LTD ACN: 617 789 732 6 Figure 3: Antimony Ridge – High grade antimony veins and mineralisation with assays, modelled as 30 discrete mineralised vein swarms, fault breccias and stockworks, within past open pits and trenches. Veins and vein swarms are surrounded by a lower grade antimony halo of veinlets and stockwork shown in a coloured antimony-in-soil geochemical anomaly map with averaged assays. Veins, assays and soil geochemistry are draped over a 3 -D shaded image. Results extend over a large area 1000m x 700m and 250m vertically. Metallurgical Test Work and Processing Opportunities A major component of Resolution’s FY26 activities was the commencement and advancement of metallurgical test work across the antimony, tungsten and gold mineralisation at Horse Heaven. The Company engaged specialist laboratories and consultants including Kingston Process Metallurgy Inc., Independent Metallurgical Operations and ANSTO Minerals to evaluate potential concentration and processing pathways. Significantly, Resolution appointed Dr. Adam Roper as a full-time in-house Chief Metallurgist to lead the Company’s metallurgical programs, demonstrating Resolution’s commitment to downstream processing and a full -cycle “mining to market strategy”. Antimony During the June quarter, Resolution successfully produced an intermediate antimony trioxide product grading 99.38 wt% SB2O3 from historical stibnite material sourced from Antimony Ridge using conventional pyrometallurgical processing methods. Follow-up flotation test work on lower-grade material subsequently achieved sulphide recoveries of up to 99.5%, demonstrating strong recovery of stibnite and providing further information for evaluation of potential future processing pathways. Gold Initial metallurgical test work on Golden Gate composite drill core samples returned gold recoveries of up to 95.5% from oxid e material through conventional cyanide leaching and up to 88.7% from sulphide material through flotation. Tungsten Preliminary gravity separation test work on historical tungsten stockpile material successfully produced concentrates grading up to 52.3% WO3, with recoveries of up to 75.5%, representing a 19-fold upgrade from the original stockpile sample grade of 1.85% WO3. Collectively, these programs provided Resolution with an initial metallurgical dataset across the three principal commodities being evaluated at Horse Heaven and supported further assessment of potential processing and downstream opportunities.
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RESOLUTION MINERALS LTD ACN: 617 789 732 7 Johnson Creek Processing Site and Tungsten Stockpiles During FY26, Resolution expanded its Horse Heaven strategy through the acquisition of approximately 25 acres of private land adjacent to the Project containing the historical Johnson Creek Tungsten and Antimony Mill, associated infrastructure and historical tungsten stockpiles. The acquisition was completed in March 2026 and secured strategic processing infrastructure within the Horse Heaven area. Sampling of historical stockpile material at Johnson Creek returned an average sample grade of 1.85% WO3, prompting metallurgical test work to assess the potential tungsten recovery and concentration. Subsequent gravity separation test work produced tungsten concentrates grading up to 52.3% WO3 with recoveries of up to 75.5%. The Johnson Creek site and associated stockpiles provide Resolution with existing infrastructure from which the Company can continue evaluating potential processing opportunities as its broader Horse Heaven development strategy advances. U.S Government and Strategic Engagement Resolution materially increased its engagement with U.S Government agencies and strategic stakeholders during FY26 as the Company positioned Horse Heaven within the broader U.S focus on establishing secure domestic critical mineral supply chains. The Company’s activities included engagement in Washington D.C, the appointment of U.S based government and strategic advisers, and engagement with stakeholders across the U.S critical minerals and defence sectors. In April 2026, Antimony Ridge was granted FAST-41 Transparency Coverage by the U.S Federal Permitting Council. FAST-41 provides a coordinated federal framework designed to improve transparency, predictability and coordination across the federal permitting process for qualifying infrastructure projects. For Antimony Ridge, the designation supported Resolution’s planned permitting pathway, including applications for expanded drilling and large -scale bulk sampling activities. Subsequent to the reporting period, Resolution was also accepted as a member of the U.S Defense Industrial Base Consortium, providing the Company with access to the U.S defence-related supply-chain initiatives and potential funding and collaboration opportunities associated with domestic critical mineral supply. Additionally, Golden Gate was also awarded FAST-41 Transparency Coverage, confirming Horse Heaven’s emergence as a significant player in the US critical minerals sector. These initiatives complemented the Company’s broader engagement with U.S Government representatives and agencies during FY26. Corporate and Strategic Development Resolution undertook a number of corporate initiatives during FY26 to support the accelerated advancement of Horse Heaven and increase the Company’s access to U.S capital markets. Trading in Resolution’s shares commenced on the OTCQB market in the United States under the ticker RLMLF during the September quarter, while the Company also commenced preparations for a proposed NASDAQ dual listing. During the March quarter, Resolution lodged a registration statement with the U.S. Securities and Exchange Commission (“SEC”) and established a Level 1 American Depositary Receipt facility as part of its U.S capital markets strategy. The Company’s U.S operating and strategic capability was strengthened during the year through a number of senior appointments, including Craig Lindsay as CEO – U.S Operations, together with technical and strategic advisers with experience across North American mining, critical minerals and government engagement. Resolution also appointed Tribeca Capital as corporate adviser to assist with the development of the Company’s U.S critical minerals strategy. Funding In September 2025, Resolution completed a heavily supported institutional placement raising A$25.1 million before costs, providing funding to accelerate exploration at Horse Heaven and support the Company’s broader U.S strategy. This was followed by a A$2 million strategic placement to Tribeca Investment Partners in October 2025.
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RESOLUTION MINERALS LTD ACN: 617 789 732 8 In April 2026, Resolution completed a further A$20 million institutional placement, cornerstoned by Tribeca Investment Partners and L1 Capital Global Opportunities Master Fund. Funds were directed toward accelerating Golden Gate drilling, metallurgical test work, permitting activities and evaluation of downstream processing opportunities across Horse Heaven. The funding secured during FY26 enabled Resolution to advance multiple workstreams concurrently across exploration, metallurgy, permitting and strategic development. Project Portfolio Consistent with the Company’s focus on Horse Heaven, Resolution continued to review and rationalise its broader exploration portfolio during FY26. In February 2026, Resolution completed the sale of its non-core 64North Project in Alaska to a wholly owned subsidiary of Northern Star Resources Limited for US$1.5 million in cash. The divestment enabled the Company to monetise a non -core asset and direct additional capital and management attention toward Horse Heaven. Resolution continued to retain its Australian exploration portfolio during FY26, comprising interests across the Spur South a nd Drake East projects in New South Wales. The Company confirms it is not aware of any new information or data that materially affects the information cross referenced in this announcement and further to “Agreement to Acquire Major US Antimony Project and Placement” on 11 June 2025, “Exceptional Rock Chip and Soil Results from Antimony Ridge” on 15 September 2025, “Exceptional Rock Chip and Soil Results Update” on 24 September 2025, “Significant Gold Discovery at Horse Heaven Project” on 28 October 2025, “Significant Gold Discoveries Continue at Golden Gate” on 3 November 2025, “Golden Gate Discovery Grows with Multiple Gold Intercepts” on 2 December 2025, “Further Ultra High Grade Antimony and Silver Results” on 14 January 2026, “New Gold Discovery at Golden Gate South” on 9 February 2026, “Gold & Significant Tungsten Mineralisation in Drilling” on 17 February 2026,“Exceptional Tungsten Grade Identified in Stockpile Material” on 26 March 2026, “Antimony Ridge Model Shows Extensive Vein Swarms” on 10 April 2026, “Antimony Trioxide Produced from Antimony Ridge“ on 14 April 2026, “Tungsten Concentrates Produced from Golden Gate“ on 28 April 2026, ”Tungsten and Gold Drilling Underway and High Gold Recoveries” on 15 May 2026, “First 2026 Gold and Tungsten Drilling Proving Encouraging” on 21 May 2026 and “Major Gold Extension Confirmed at Golden Gate” on 24 August 2026. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original announcements.
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RESOLUTION MINERALS LTD ACN: 617 789 732 9 Tenement Schedule As at 30 June 2026 TENEMENT NAME* TENEMENT NUMBER STATUS EQUITY Australia, New South Wales DRAKE / SPUR SOUTH PROJECT Spur South EL9719 Granted 100% Spur South EL9720 Granted 100% Drake East EL9730 Granted 100% USA, Idaho Horse Heaven 783 Idaho State Claims Granted 100%
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RESOLUTION MINERALS LTD ACN: 617 789 732 10 Directors’ Report The Directors of Resolution Minerals Ltd have pleasure in submitting their report on the Group for the year ended 30 June 2026. DIRECTORS The names and details of Directors in office at any time during the reporting period are: Menachem Rogatsky – Executive Director Member of the Audit Committee EXPERIENCE AND EXPERTISE Mr Rogatsky is a successful New York businessman who brings a wealth of experience and international investment opportunities to the Company. OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES None OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS None INTEREST IN SHARES 100,240,625 Ordinary Shares held directly by Mr Rogatsky. INTEREST IN OPTIONS AND RIGHTS 36,655,079 quoted options with exercise price of $0.018 and expiry of 31 July 2028 (RMLOC). 1,000,000 quoted options with exercise price of $0.10 and expiry of 30 November 2029 (RMLOD). 22,500,000 unquoted options with an exercise price of $0.032 and expiry of 26 March 2029. 50,000,000 unvested performance rights Aahron Zaetz – Executive Director EXPERIENCE AND EXPERTISE Mr Zaetz is a lawyer focusing on capital raisings, business development and strategy negotiations. OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES Gold Mountain Limited (ASX:GMN) Pinnacle Minerals Limited (ASX:PIM) OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS None INTEREST IN SHARES 55,125,000 Ordinary Shares held directly and by an entity in which Mr Zaetz has a beneficial interest. INTEREST IN OPTIONS AND RIGHTS 37,890,625 quoted options with exercise price of $0.018 and expiry of 31 July 2028 (RMLOC). 1,000,000 quoted options with exercise price of $0.10 and expiry of 30 November 2029 (RMLOD). 22,500,000 unquoted Options with an exercise price of $0.032 and expiry of 26 March 2029. 55,000,000 vested performance rights 50,000,000 unvested performance rights Syed Alsagoff – Non-executive Director Chair of the Audit Committee EXPERIENCE AND EXPERTISE Mr Alsagoff has an extensive network and experience in investment and corporate strategy in Asia and globally. Further, he has over 20 years’ experience in senior operational and corporate leadership roles in diverse sectors’ operations across several countries. OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES Gold Mountain Limited (ASX:GMN)
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RESOLUTION MINERALS LTD ACN: 617 789 732 11 OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS None INTEREST IN SHARES None INTEREST IN OPTIONS AND RIGHTS 5,000,000 vested performance rights. Brett Lynch – Non-executive Director (appointed 17 August 2026) EXPERIENCE AND EXPERTISE Mr Lynch has built multibillion-dollar critical minerals operations in North America and has an outstanding track record of creating shareholder value. Since joining Resolution as a Senior Strategic Adviser in July 2025, he has played an instrumental role in shaping the Company’s U.S. -focused critical minerals strategy and shares the Board’s view of the strategic importance of the Horse Heaven assets, their scalability and importance to U.S. national security. OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES Ionic Rare Earths Limited (ASX:IXR) OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS Sayona Mining Ltd (ASX: SYA), since renamed as Elevra Lithium Ltd (ASX: ELV) INTEREST IN SHARES 2,780,000 Ordinary shares held by an entity in which Mr Lynch has a beneficial interest. INTEREST IN OPTIONS AND RIGHTS 6,416,667 unvested performance rights. COMPANY SECRETARY Jarek Kopias, BCom, CPA, AGIA, ACG (CS, CGP) Company Secretary / Chief Financial Officer (appointed 6 March 2017) Mr Kopias is a Certified Practising Accountant and Chartered Secretary. Mr Kopias has 25 years’ industry experience in a wide range of financial and secretarial roles within the resources industry. As an accountant, Mr Kopias worked in numerous financial roles for companies, specialising in the resource sector – including 5 years at WMC Resou rces Limited’s (now BHP) Olympic Dam operations, 5 years at Newmont Mining Corporation - Australia’s corporate office and 5 years at oil and gas producer and explorer, Stuart Petroleum Limited (prior to its merger with Senex Energy Limited). He is currently the Company Secretary of numerous listed ASX companies . Mr Kopias has held similar roles with other ASX entities in the past and has other business interests with numerous unlisted public and private entities. PRINCIPAL ACTIVITIES Resolution Minerals’ ongoing principal activities are the exploration and development of gold, antimony , tungsten and other metals globally. OPERATING AND FINANCIAL REVIEW The net loss of the Group for the year after providing for income tax amounted to $53,316,618 (2025: $6,033,416). The increase in loss for the year is primarily due to a significant ramp up in activity around the acquisition of the Horse Heaven Project in Idaho, USA. Employee benefits expense has increased by $ 11.6 million, comprising an additional $ 9.9 million in performance linked share based payments to directors and employees and $1.6 million in other remuneration including short term incentives . Share-based payments for corporate advisory services, other corporate advisory fees and legal fees have increased by $24.0 million, $4.9 million and $ 1.0 million respectively. This reflects the Group’s efforts in developing its critical minerals strategy, assessing various M&A opportunities, accessing the US markets through the recent Nasdaq listing and other strategic initiatives.
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RESOLUTION MINERALS LTD ACN: 617 789 732 12 The Company has also focussed on raising awareness of its assets and critical minerals strategy with investors and government stakeholders with broker and investor relations increasing by $2.7 million over 2025 and marketing and public relations increasing by $3.1 million. The risks associated with the projects disclosed below are those common to exploration activities generally. Exploration targets are conceptual in nature such that there has been insufficient exploration to define a Mineral Resource and that it is uncertain if further exploration will result in the determination of a Mineral Resource. The main environmental and sustainability risks that Resolution Minerals currently faces arise from ground disturbance when undertaking drilling or sampling activities. The Group’s approach to exploration includes obtaining environmental, heritage a nd other clearances to help ensure activities are conducted only in approved areas and that ass ociated impacts are appropriately monitored and managed. Further technical detail on each of the prospects listed below is in the Review of Operation in the Annual Report. Horse Heaven Project The Horse Heaven Project, located in Idaho, hosts two highly prospective Gold-Antimony-Tungsten-Silver prospects known as the Antimony Ridge Fault Zone and the Golden Gate Fault Zone. The Antimony Ridge Fault Zone has an approximate strike length of 1.2km and hosts known gold–antimony–silver-tungsten mineralisation associated with hydrothermally altered and sheared granodiorite. The Golden Gate Fault Zone has an approximate strike lengt h of 3.5km and hosts the Golden Gate Hill target. It hosts known disseminated gold mineralisation, like Antimony Ridge Fault Zone, associated with hydrothermally altered and sheared granodiorite. The future strategy is to advance the Horse Heaven Project through targeted fieldwork with a view to becoming a key player in the global critical minerals sector, focusing on antimony and tungsten. Project acquisition was completed on 29 July 2025, followed by the addition of a strategic private landholding in February 2026 comprising five patented mining claims (exploration assets), untested ore stockpiles and associated land, mill and camp infrastructure. Drake / Spur South Project Based in New South Wales these are brownfield and early-stage exploration assets targeting critical and precious metals, specifically focusing on antimony, gold, copper, and silver. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS There have been no other significant changes in the state of affairs of the Group that occurred during the reporting period that have not otherwise been disclosed in this report or the financial statements. DIVIDENDS There were no dividends paid or declared during the reporting period or to the date of this report . EVENTS ARISING SINCE THE END OF THE REPORTING YEAR No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years except those noted below. The following events occurred after the reporting date: • On 17 August 2026, the Company appointed Mr Brett Lynch as a Non-Executive Director. • On 9 September 2026 (U.S. time), trading in the Company’s American depositary shares commenced trading on the Nasdaq Capital Market under the ticker code RML. • Since 30 June 2026, the Company has issued 165,000,000 unquoted performance rights as remuneration to consultants and 285,736,750 ordinary shares upon the exercise of vested performance rights. • Since 30 June 2,410,450 RMLOC options were exercised into ordinary shares and 2,000,000 unquoted options lapsed unexercised LIKELY DEVELOPMENTS Likely developments in the operations of the Group and expected results of these operations in future financial years have been included in the Operating and Financial Review.
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RESOLUTION MINERALS LTD ACN: 617 789 732 13 DIRECTORS’ MEETINGS The number of Directors’ and Audit Committee meetings held during the reporting period and the number of meetings attended by each Director is as follows: Board meetings Audit Committee meetings Directors A E A E M Rogatsky 6 6 0 0 A Zaetz 6 6 0 0 S Alsagoff1 6 5 0 0 A = Attended E = Entitled to attend 1 Chair of Audit Committee An Audit Committee was re-established in April 2026 however no meetings of the committee were held in the period to 30 June 2026. All matters prior to the committee’s establishment were addressed by the Board. Many other matters were considered and approved by the Directors during the year by circular resolution, in accordance with the Company’s Constitution. UNISSUED SHARES UNDER OPTION Unissued ordinary Shares of Resolution Minerals under option at the date of this report are: Date options Granted Expiry date Exercise price of options Number under option 26 March 2024 26 March 2029 $0.032 45,000,000 17 July 2025 2 September 2030 $0.150 1,000,000 17 July 2025 2 September 2030 $0.200 1,000,000 17 July 2025 2 September 2030 $0.250 1,000,000 6 August 2025 08 August 2028 $0.091 10,000,000 Total unquoted options 58,000,000 10 December 2024 10 March 2025 13 March 2025 18 March 2025 1 April 2025 29 July 2025 31 July 2028 $0.018 518,186,063 Total RMLOC quoted options 518,186,063 23 December 2025 27 February 2026 30 November 2029 $0.100 418,495,000 Total RMLOD quoted options 418,495,000 Total options on issue 994,681,063 During the year, the Company issued 12,500,000 quoted options and 15,000,000 unquoted options for non key personnel and consultants as remuneration. Subsequent to 30 June 2026, 2,410,450 RMLOC options were exercised into ordinary shares and 2,000,000 unquoted options lapsed unexercised. These options do not entitle the holders to participate in any share issue of the Company or any other body corporate.
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RESOLUTION MINERALS LTD ACN: 617 789 732 14 PERFORMANCE RIGHTS Unissued ordinary Shares of Resolution Minerals subject to vesting and exercise of performance rights at the date of this report are: Date rights granted Expiry date Number of rights 2 September 2025 31 December 2027 25,000,000 2 September 2025 2 September 2030 4,000,000 2 September 2025 2 September 2030 11,550,000 2 September 2025 31 December 2026 1,000,000 2 September 2025 2 September 2030 106,000,000 17 February 2026 31 December 2030 64,000,000 17 February 2026 27 February 2031 6,000,000 217,550,000 During the year, 612,550,000 unquoted performance rights with performance based conditions were granted to advisors, consultants and employees as remuneration. Subsequent to 30 June 2026, 285,738,750 performance rights were exercised. These rights do not entitle the holders to participate in any share issue of the Company or any other body corporate.
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RESOLUTION MINERALS LTD ACN: 617 789 732 15 REMUNERATION REPORT (AUDITED) The Directors of Resolution Minerals Ltd present the Remuneration Report in accordance with the Corporations Act 2001 (Cth) and the Corporations Regulations 2001 (Cth). The Remuneration Report is set out under the following main headings: A. Principles used to determine the nature and amount of remuneration B. Details of remuneration C. Service agreements D. Share-based remuneration E. Other information A. Principles used to determine the nature and amount of remuneration The Group’s remuneration policy has been designed to align objectives of key management personnel with objectives of shareholders and the business, by providing a fixed remuneration component and offering specific long-term incentives through the issue of options and / or performance rights. The Board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best key management personnel and Directors to run and manage the Group. The key management personnel of the Group are the Board of Directors, Company Secretary and Executive Officers. The Board’s policy for determining the nature and amount of remuneration for its members and key management personnel of the Group is as follows: o The remuneration policy, setting the terms and conditions for the key management personnel, was developed by the Board. All key management personnel are remunerated on a consultancy or salary basis based on services provided by each person. The Board annua lly reviews the packages of key management personnel by reference to the Group’s performance and comparable information from industry sectors and other listed companies in similar industries. o The Board may exercise discretion in relation to approving incentives, bonuses, options and performance rights. The policy is designed to attract the highest calibre of key management personnel and reward them for performance that results in long-term growth in shareholder wealth. o Key management personnel are also entitled to participate in the Company’s Share Option Plan and Performance Share Plan as disclosed to shareholders in the Company’s 2025 Annual General Meeting held on 2 8 November 2025 and announced to the ASX. o The Board policy is to remunerate non -executive Directors at market rates for comparable companies for time, commitment and responsibilities. The Board determines payments to the non -executive Directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to non-executive Directors is subject to approval by shareholders (currently $400,000). Fees for non-executive Directors are not linked to the performance of the Group, except in relation to share price based performance rights . However, to align Directors’ interests with shareholder interests, the Directors are encouraged to hold shares in the Company and are able to participate in the Company’s Share Option Plan and Performance Share Plan, which may exist from time to time. During the reporting period, performance reviews of senior executives were not conducted. There were no remuneration consultants used by the Group during the period. Consequences of performance on shareholder wealth In considering the Group’s performance and benefits for shareholder wealth, the Board will have regard to a number of key performance metrics such as profitability, shareholders’ equity and the Company’s share price. The following table shows the results of key performance indicators of the Group for the past 5 years: Year Profit/(Loss) after tax $ Earnings per share ($) Share price at 30 June 2026 (53,316,618) (2.97) 0.044 2025 (6,033,416) (1.92) 0.052 2024 (16,988,681) (1.26) 0.002 2023 (8,760,320) (0.84) 0.004 2022 (1,003,371) (0.16) 0.008
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RESOLUTION MINERALS LTD ACN: 617 789 732 16 Performance based remuneration The remuneration policy has been tailored to increase goal congruence between shareholders, directors and other key management personnel. Currently, this is facilitated through the issue of options and/or performance rights to key management personnel to encourage the alignment of personal and shareholder interests. The Group believes this policy will be effective in increasing shareholder wealth. Voting and comments made at the Company’s 2025 Annual General Meeting Resolution Minerals received 98% “yes” votes on its remuneration report for the 2025 financial year. The Group did not receive any specific feedback at the AGM on its remuneration report. B. Details of remuneration Details of the nature and amount of each element of the remuneration of the Group’s key management personnel (KMP) are shown below: Director and other Key Management Personnel Remuneration 2026 Short term benefits Post- employment benefits Share-based payments Salary and Fees1 $ Contract Payments $ Other Benefits2 $ Superannuation $ Options / Rights3 $ Shares $ Total $ At risk % Non-Executive Directors S Alsagoff 41,008 - - 4,992 200,000 - 246,000 81 Executive Directors M Rogatsky 534,713 - 240,579 - 4,850,000 - 5,625,292 90 A Zaetz4 491,992 - 713,736 - 4,850,000 - 6,055,728 92 Other Key Management Personnel J Kopias5 - 243,185 100,000 - 430,689 - 773,874 69 Total 1,067,713 243,185 1,054,315 4,992 10,330,689 - 12,700,894 (1) Includes $142,000 of back -pay for both M Rogatsky and A Zaetz . The board agreed to an annual increase for executive directors’ that had not been considered since their initial appointment and was accrued as payable as at year end. (2) Represents bonuses paid during the year. (3) Represents share based payments – issues of performance rights to directors were approved by shareholders on 2 September 2025 and 17 February 2026. (4) Contract payments for services rendered are made to Consult4nts Pty Ltd – an entity associated with Mr Zaetz. (5) Contract payments for services rendered are made to Kopias Consulting – an entity associated with Mr Kopias. 2025 Short term benefits Post- employment benefits Share-based payments Salary and fees $ Contract Payments $ Other Benefits $ Superannuation $ Options / Rights6 $ Shares7 $ Total $ At risk % Non-Executive Directors S Alsagoff 23,318 - - 2,682 - - 26,000 Executive Directors M Rogatsky 204,167 - - - 389,781 406,250 1,000,198 80 A Zaetz8 204,167 - - - 389,781 406,250 1,000,198 80 Other Key Management Personnel J Kopias9 - 110,019 - - 87,821 - 197,840 44 Total 431,652 110,019 - 2,682 867,383 812,500 2,224,236 (6) Represents share based payments– issue of options to directors were approved by shareholders on 20 January 2025. (7) Represents payments for Executive Directors fees settled via the issue of shares. (8) Contract payments for services rendered are made to Consult4nts Pty Ltd – an entity associated with Mr Zaetz. (9) Contract payments for services rendered are made to Kopias Consulting – an entity associated with Mr Kopias.
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RESOLUTION MINERALS LTD ACN: 617 789 732 17 C. Service agreements Remuneration and other terms of employment for the Executive Directors and other KMP are formalised in service agreements. The major provisions of the agreements relating to remuneration are set out below: Name Base remuneration Unit of measure Term of agreement Notice period Termination benefits M Rogatsky Executive Director $448,0001 Salaried employee Indefinite Six Months None A Zaetz Executive Director $448,0001 Contractor Indefinite Six Months None J Kopias CFO & Company Secretary $240,0002 Contractor Indefinite One month by Company and 14 days by J Kopias None 1 On the 28 May 2026 each Executive Director base remuneration was increased by 10% plus CPI. 2 J Kopias remuneration was based on hourly rate to 30 June 2026. The remuneration reflected in table above is effective from 1 July 2026. The total executive remuneration accrued but not paid at 30 June 2026 was $313,166 (2025: $38,412) including $142,000 each in back-pay for both M Rogatsky and A Zaetz. Non -executive director fees accrued but not paid at 30 June 2026 was $5,000 (2025: $592). D. Share-based remuneration Details of performance rights, options convertible to ordinary shares and ordinary shares in the Company that were granted as remuneration to each KMP during the year are set out below . All performance rights refer to a right to convert one right to one ordinary share in the Company, under the terms of the performance rights. Performance rights convertible to ordinary shares in the Company were granted as remuneration to each KMP during the year as set out below: Granted 2026 Criteria Number granted Grant date Fair value at grant date Last exercise date per right Full value $ M Rogatsky 1 50,000,000 02/09/2025 $0.0531 2,650,000 02/09/2030 A Zaetz 1 50,000,000 02/09/2025 $0.0531 2,650,000 02/09/2030 J Kopias 1 5,000,000 02/09/2025 $0.0531 265,000 02/09/2030 M Rogatsky 2 55,000,000 17/02/2026 $0.0402 2,200,000 31/12/2030 A Zaetz 2 55,000,000 17/02/2026 $0.0402 2,200,000 31/12/2030 S Alsagoff 2 5,000,000 17/02/2026 $0.0402 200,000 31/12/2030 J Kopias 2 4,000,000 17/02/2026 $0.0402 160,000 31/12/2030 Performance rights 224,000,000 1 Monte Carlo pricing model used for calculation for valuation of Rights with the following inputs Share price value at grant / measurement date Exercise price Right Life Expected Dividend yield Expected share price volatility Risk-free interest rate $0.057 NIL 5.00 years 0% 100% 3.66% 2 Share price on grant date The issue of performance rights to directors was approved by shareholders at General Meetings held on 2 September 2025 and 17 February 2026. Criteria Description 1 The first to occur of the following: (a) Company announces inferred Mineral resource of (i) at least 1,000,000 ounces of contained gold (for example approximately 15,600,000 tonnes at 2 grams per tonne); or (ii) of at least 100,000 tonnes of contained antimony (for example, 10,000,000 million tonnes at 1.0% Sb); or (iii) of at least 10,000 tonnes of contained tungsten (for example, 2 million tonnes at 0.5% WO3), or
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RESOLUTION MINERALS LTD ACN: 617 789 732 18 (b) the Company’s Shares achieving a volume weighted average price (VWAP) per Share of $0.10 calculated over 20 consecutive trading days on which the Shares have actually traded. There is no requirement for the participant to remain employed until any of the relevant performance milestones are achieved. Criteria 1(b) was assessed as most likely to occur first. 2 The first to occur of the following: (a) the Company announcing a JORC compliant mineral resource estimate in at least an inferred category of not less than 1,500,000 ounces of contained gold; or (b) the Shares achieving a volume weighted average price of $0.11 per Share calculated over seven (7) consecutive trading days on which the Shares have traded; or (c) inclusion of the Horse Heaven project onto the FAST 41 Permitting Dashboard; or (d) the Company being admitted to the official list of the NASDAQ Stock Market LLC and the Shares being quoted for trading on that market; or (e) the Company commencing small-scale operations on bulk mining permit in respect of antimony or tungsten. There is no requirement for the participant to remain employed until any of the relevant performance milestones are achieved. Criteria 2(c) was assessed as most likely to occur first and therefore the rights have been fair valued as those with non-market performance conditions. Share holdings of key management personnel The number of ordinary shares of Resolution Minerals Ltd held, directly, indirectly or beneficially, by each Director and Company Secretary, including their personally-related entities as at reporting date: Directors and Company Secretary Held at 30 June 2025 Movement during year1 Options / Rights exercised Held at 30 June 2026 M Rogatsky 43,240,625 2,000,000 - 45,240,625 A Zaetz 53,125,000 2,000,000 - 55,125,000 J Kopias 287,143 - - 287,143 Total 96,652,768 4,000,000 - 100,652,768 . 1 Shares acquired in placement as approved by shareholders at the Annual General Meeting held 28 November 2025. Option holdings of key management personnel The number of quoted options over ordinary shares in Resolution Minerals Ltd held, directly, indirectly or beneficially, by each specified Director and Company Secretary, including their personally-related entities as at reporting date, is as follows: QUOTED OPTIONS – Exercise price of $0.12 and expiry of 31 July 2025 (RMLO) Directors and Company Secretary Held at 30 June 2025 Granted During Year Lapsed during year1 Held at 30 June 2026 Vested and exercisable at 30 June 2026 J Kopias 893,572 - (893,572) - - M Rogatsky 3,750,000 - (3,750,000) - - Total 4,643,572 - (4,643,572) - - 1 Movement represents lapse of unexercised options during the year
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RESOLUTION MINERALS LTD ACN: 617 789 732 19 QUOTED OPTIONS – Exercise price of $0.018 and expiry of 31 July 2028 (RMLOC) Directors and Company Secretary Held at 30 June 2025 Granted During Year Disposed / lapsed during year Held at 30 June 2026 Vested and exercisable at 30 June 2026 M Rogatsky 36,655,079 - - 36,655,079 36,655,079 A Zaetz 37,890,625 - - 37,890,625 37,890,625 J Kopias 4,035,894 - - 4,035,894 4,035,894 Total 78,581,598 - - 78,581,598 78,581,598 QUOTED OPTIONS – Exercise price of $0.10 and expiry of 30 November 2029 (RMLOD) Directors and Company Secretary Held at 30 June 2025 Granted During Year1 Disposed / lapsed during year Held at 30 June 2026 Vested and exercisable at 30 June 2026 M Rogatsky - 1,000,000 - 1,000,000 1,000,000 A Zaetz - 1,000,000 - 1,000,000 1,000,000 Total - 2,000,000 - 2,000,000 2,000,000 1 Movement represents free attaching options connected to ordinary share placement approved by shareholders at the Annual General Meeting held 28 November 2025. UNQUOTED OPTIONS – Exercise price of $0.032 and expiry of 26 March 2029 Directors and Company Secretary Held at 30 June 2025 Granted During Year Disposed / lapsed during year Held at 30 June 2026 Vested and exercisable at 30 June 2026 M Rogatsky 22,500,000 - - 22,500,000 22,500,000 A Zaetz 22,500,000 - - 22,500,000 22,500,000 Total 45,000,000 - - 45,000,000 45,000,000 UNQUOTED OPTIONS – Exercise price of $0.064 and expiry of 30 June 2026 Directors and Company Secretary Held at 30 June 2025 Granted During Year Disposed / lapsed during year 1 Held at 30 June 2026 Vested and exercisable at 30 June 2026 M Rogatsky 275,000 - (275,000) - - Total 275,000 - (275,000) - - 1 Movement represents unexercised options during the year
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RESOLUTION MINERALS LTD ACN: 617 789 732 20 Performance Rights holdings of key management personnel Key Management Personnel Held at 30 June 2025 Granted during year1 Disposed / lapsed during year Held at 30 June 2026 Vested and exercisable at 30 June 2026 M Rogatsky - 105,000,000 - 105,000,000 55,000,000 A Zaetz - 105,000,000 - 105,000,000 55,000,000 S Alsagoff - 5,000,000 - 5,000,000 5,000,000 J Kopias 4,375,000 9,000,000 - 13,375,000 8,375,000 Total 4,375,000 224,000,000 - 228,375,000 123,375,000 1 Grant of performance rights under Performance Share Plan E. Other information Other transactions with key management personnel Set out below are Other transactions with key management personnel during the year. Outstanding balances are unsecured. Related party Relationship to Key Management Personnel/Director Services Provided 2026 $ 2025 $ Consult4nts Pty Ltd1 A business of which A Zaetz is a Director Metallurgical services 320,441 - M Rogatsky2 Direct Purchase of Asset - 25,000 Constr Supply LLC3 A business controlled by the spouse of M Rogatsky Exploration support services 1,644,064 - 1. The total amount of fees due to Consult4nts as at 30 June 2026 for Metallurgical Services was $25,833. 2. During the previous year the Allegra project was sold to M Rogatsky 3. The total amount of fees due to Constr Supply LLC as at 30 June 2026 was $106,439 END OF AUDITED REMUNERATION REPORT
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RESOLUTION MINERALS LTD ACN: 617 789 732 21 ENVIRONMENTAL LEGISLATION The Directors believe that the Group has, in all material respects, complied with all particular and significant environmental regulations relevant to its operations. The Group’s operations are subject to various environmental regulations under the Commonwealth and State Laws of Australia and federal and state laws of Idaho, USA. The majority of its activities involve low level disturbance associated with exploration drilling programs. Approvals, licences, hearings and other regulatory requirements are performed, as required, by the Group’s management for each permit or lease in which the Group has an interest. INDEMNITIES GIVEN AND INSURANCE PREMIUMS PAID TO AUDITORS AND OFFICERS During the reporting year, the Company paid a premium to insure officers of the Company. The officers of the Company covered by the insurance policy include all officers. The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of the Company, and any other payments arising from liabilities incurred by the officers in connection with such proceedings, other than where such liabilities arise out of conduct involving a wilful breach of duty by the officers or the improper use by the officers of their position or of information to gain advantage for themselves or someone else to cause detriment to the Company. Details of the amount of the premium paid in respect of the insurance policies is not disclosed as such disclosure is prohibi ted under the terms of the contract. The Company has not otherwise, during or since the end of the reporting period, except to the extent permitted by law, indemnified, or agreed to indemnify any current or former officer or auditor of the Company against a liability incurred as such by an officer or auditor. NON-AUDIT SERVICES During the reporting period Grant Thornton performed certain other compliance services in addition to its statutory audit duties. The Board has considered the non -audit services provided during the reporting period by the auditor and is satisfied that the provision of those non-audit services is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001 (Cth) for the following reasons: The non-audit services do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Group, acting as an advocate for the Group or jointly sharing risks and rewards. Details of the amounts paid to the auditors of the Group and its related practices for audit and non-audit services provided during the reporting period are set out in note 14 to the Financial Statements. A copy of the Auditor’s Independence Declaration as required under s307C of the Corporations Act 2001 (Cth) is included immediately following this Directors’ Report. ROUNDING OF AMOUNTS The Group is of a kind referred to in Corporations Instrument 2026/183, issued by the Australian Securities and Investments Commission in March 2026 , relating to ' rounding-off'. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar. PROCEEDINGS ON BEHALF OF THE COMPANY No person has applied to the Court under section 237 of the Corporations Act 2001 (Cth) for leave to bring proceedings on behalf of the Company, or intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.
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RESOLUTION MINERALS LTD ACN: 617 789 732 22 CORPORATE GOVERNANCE The Board has adopted the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations – 4th Edition (ASX Recommendations). The Board continually monitors and reviews its existing and required policies, charters and procedures with a view to ensuring its compliance with the ASX Recommendations to the extent deemed appropriate for the size of the Company and its development status. A summary of the Company’s ongoing corporate governance practices is set out annually in the Company’s Corporate Governance Statement and can be found on the Company’s website at www.resolutionminerals.com. Signed in accordance with a resolution of the Directors. Aharon Zaetz Executive Director Adelaide 30 September 2026
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RESOLUTION MINERALS LTD ACN: 617 789 732 23 Auditor’s Independence Declaration
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RESOLUTION MINERALS LTD ACN: 617 789 732 24 Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2026 Notes 30 June 2026 A$ 30 June 2025 (Restated) A$ Interest income 274,356 9,200 Other income - 22,041 Broker and investor relations (2,666,972) - Depreciation 8 (6,248) - Employee benefits expense 17 (2,545,894) (904,217) Employee benefits expense – share based payments 17 (10,991,330) (1,081,715) Impairment reversal / (expense) – net 7 244,542 (2,101,321) Interest Expense (225,019) - Legal fees (1,073,889) (74,077) Marketing and public relations (3,386,199) (292,622) Consulting fees (834,229) (396,987) Corporate advisory fees (5,831,478) (931,850) Share based payments – corporate advisory 12 (23,954,518) - Share based payments – technical services 12 (8,548) (14,886) Other expenses 3 (2,311,192) (266,982) Loss before tax (53,316,618) (6,033,416) Income Tax benefit 4 - - Loss for the year (53,316,618) (6,033,416) Items that may be reclassified to profit and loss Foreign currency (loss) / gain on translation of foreign operations (35,540) 240 Items that will not be reclassified to profit and loss Changes in the fair value of equity investments at fair value through other comprehensive income 11,604 (124,419) Total Comprehensive loss for the year attributable to owners of the parent (53,340,554) (6,157,595) Earnings Per Share Basic and diluted loss – cents per share 5 (2.97) (1.92) This statement should be read in conjunction with the notes to the financial statements.
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RESOLUTION MINERALS LTD ACN: 617 789 732 25 Statement of Financial Position As at 30 June 2026 Notes 30 June 2026 A$ 30 June 2025 (Restated) A$ 30 June 2024 (Restated) A$ ASSETS Current assets Cash and cash equivalents 6 10,343,353 1,171,241 238,747 Other assets 9 2,274,571 579,703 349,051 Total current assets 12,617,924 1,750,944 587,798 Non-current assets Exploration and evaluation expenditure 7 74,352,440 2,403,880 3,856,035 Property, plant and equipment 8 455,231 - 3,461 Financial assets 279,761 43,566 212,986 Total non-current assets 75,087,432 2,447,446 4,072,482 TOTAL ASSETS 87,705,356 4,198,390 4,660,280 LIABILITIES Current liabilities Trade and other payables 10 3,330,851 1,189,313 564,920 Employee provisions 34,462 42,633 - Total current liabilities 3,365,313 1,231,946 564,920 TOTAL LIABILITIES 3,365,313 1,231,946 564,920 NET ASSETS 84,340,043 2,966,444 4,095,360 EQUITY Issued capital 11 124,880,846 37,325,655 33,346,081 Other contributed equity 11 2,661,900 - - Reserves 12 45,489,833 1,994,007 1,069,081 Accumulated losses (88,692,536) (36,353,218) (30,319,802) TOTAL EQUITY 84,340,043 2,966,444 4,095,360 This statement should be read in conjunction with the notes to the financial statements.
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RESOLUTION MINERALS LTD ACN: 617 789 732 26 Statement of Changes in Equity For the year 30 June 2026 2026 Issued capital A$ Other contributed equity1 A$ Share based payments reserve A$ Other reserves A$ Accumulated losses A$ Total equity A$ Balance at 1 July 2025 37,480,409 - 3,790,396 (844,199) (37,451,128) 2,975,478 Prior period restatement – refer note 2 (154,754) - (952,190) - 1,097,910 (9,034) Balance at 1 July 2025 – restated 37,325,655 - 2,838,206 (844,199) (36,353,218) 2,966,444 Share placements 33,816,693 - - - - 33,816,693 Subscriptions received - 2,661,900 2,661,900 Fair value of shares issued for project acquisition – Horse Heaven 44,686,382 - 17,406,388 - - 62,092,770 Fair value of shares issued for employee remuneration 57,000 - - - - 57,000 Fair value of shares / options issued for advisory and marketing services 839,000 - 472,516 - - 1,311,516 Fair value of broker fee share / options 612,000 - 1,476,923 - - 2,088,923 Shares issued on exercise of shareholder options 3,341,342 - - - - 3,341,342 Performance Rights exercised 9,358,644 - (9,358,644) - - - Fair value of options issued for employee remuneration - - 130,648 - - 130,648 Fair value of performance rights issued - - 34,396,882 - - 34,396,882 Share issue transaction costs (5,155,870) - - - - (5,155,870) Lapse of options - - (960,020) - 960,020 - Lapse/forfeiture of rights - - (44,931) - 17,280 (27,651) Transactions with owners 87,555,191 2,661,900 43,519,762 - 977,300 134,714,153 Comprehensive income: Total profit or loss for the year - - - - (53,316,618) (53,316,618) Foreign currency movements on translation of foreign operations - - - (35,540) - (35,540) Changes in fair value of equity investments at fair value through other comprehensive income - - - 11,604 - 11,604 Total other comprehensive income for the year - - - (23,936) (53,316,618) (53,340,554) Balance 30 June 2026 124,880,846 2,661,900 46,357,968 (868,135) (88,692,536) 84,340,043 1 Amounts reported in Other contributed equity of $2,661,900 represent subscriptions received prior to 30 June 2026 for 38,027,143 shares valued $0.07 which had not been issued at reporting date. The shares were issued on 8 July 2026 and amounts were reclassified to Issued capital at that time.
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RESOLUTION MINERALS LTD ACN: 617 789 732 27 2025 Issued capital A$ Share based payments reserve A$ Other reserves A$ Accumulated losses A$ Total equity A$ Balance at 1 July 2024 33,346,081 1,789,101 (720,020) (15,002,989) 19,412,173 Prior period restatement – refer note 2 - - - (15,316,813) (15,316,813) Balance at 1 July 2024 – restated 33,346,081 1,789,101 (720,020) (30,319,802) 4,095,360 Share placements 3,346,307 - - - 3,346,307 Fair value of shares issued to Executive Director 687,500 - - - 687,500 Fair value of shares issued for project acquisition – Drake / Spur South 279,091 - - - 279,091 Fair value of shares issued for advisory and marketing services 792,444 - - - 792,444 Shares issued on exercise of shareholder options 16,073 - - - 16,073 Option / rights exercise 6,540 (6,540) - - - Fair value of options issued - 1,004,673 - - 1,004,673 Fair value of rights issued 82,099 - - 82,099 Share issue transaction costs (1,148,381) - - - (1,148,381) Lapse of options / rights - (31,127) - - (31,127) Transactions with owners 3,979,574 1,049,105 - - 5,028,679 Comprehensive income: Total profit or loss for the year - - - (6,033,416) (6,033,416) Foreign currency movements on translation of foreign operations - - 240 - 240 Changes in fair value of equity investments at fair value through other comprehensive income - - (124,419) - (124,419) Total other comprehensive income for the year - - (124,179) (6,033,416) (6,157,595) Balance 30 June 2025 37,325,655 2,838,206 (844,199) (36,353,218) 2,966,444 This statement should be read in conjunction with the notes to the financial statements.
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RESOLUTION MINERALS LTD ACN: 617 789 732 28 Statement of Cash Flows For the year ended 30 June 2026 Notes 30 June 2026 A$ 30 June 2025 A$ Operating activities Interest received 274,356 10,137 Interest expense (225,019) - Exploration Expense (18,236) (600) Payments to suppliers and employees (17,979,098) (1,906,287) Net cash used in operating activities 13 (17,947,997) (1,896,750) Investing activities Receipts from sale of Investments - 22,500 Receipts from Joint Operation partner - 11,593 Proceeds from sale of exploration asset 2,241,147 25,000 Payments for capitalised exploration expenditure (10,087,296) (243,098) Payments for project acquisition costs (1,832,115) (85,376) Payments for property, plant and equipment (461,479) - Purchase of financial assets (224,591) - Net cash used in investing activities (10,364,334) (269,381) Financing activities Proceeds from issue of share capital 33,816,693 3,346,307 Proceeds from exercise of options 3,341,342 16,073 Proceeds from subscriptions received 2,660,248 - Proceeds from short term working capital loans 875,000 - Repayment of short term working capital loans (875,000) Payments for capital raising transaction costs (2,333,840) (263,755) Net cash from financing activities 37,484,443 3,098,625 Net change in cash and cash equivalents 9,172,112 932,494 Cash and cash equivalents, beginning of the year 1,171,241 238,747 Cash and cash equivalents, end of year 6 10,343,353 1,171,241 This statement should be read in conjunction with the notes to the financial statements.
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RESOLUTION MINERALS LTD ACN: 617 789 732 29 Notes to the financial statements For the year ended 30 June 2026 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES These general purpose financial statements of the Group have been prepared in accordance with the requirements of the Corporations Act 2001 (Cth), Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. Compliance with Australian Accounting Standards results in full compliance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Resolution Minerals Ltd is a listed public company, registered and domiciled in Australia. Resolution Minerals Ltd is a for profit entity for the purpose of preparing the financial statements. The financial statements for the year ended 30 June 2026 were approved and authorised by the Board of Directors on 30 September 2026. The Financial Report has been prepared on an accruals basis, and is based on historical costs, modified by the measurement at fair value of selected Non-current assets, financial assets and financial liabilities. The material policies which have been adopted in the preparation of this financial report are summarised below. a) Going concern basis of accounting The financial statements are prepared on the going concern basis which assumes continuity of normal business activities and the realisation of assets and settlement of liabilities and commitments in the normal course of business. During the year ended 30 June 2026 the Group recognised a loss of $53,316,618 and had net cash outflows from operating and investing activities of $28,312,331. The continuation of the company as a going concern is dependent upon its ability to generate sufficient net cash inflows from operating and financing activities and manage the level of exploration and other expenditure within available ca sh resources. The directors consider that the going concern basis of accounting is appropriate, as the company has the following options: •The ability to issue share capital under the Corporations Act 2001, by a share purchase plan, share placement or rights issu e; •The ability to source grant funding in relation to the Group’s assets; •The option of farming out all or part of its assets; •The option of selling interests in the Group’s assets; and •The option of relinquishing or disposing of rights and interests in certain assets. In the event that the company is unsuccessful in implementing one or more of the funding options listed above, such circumsta nces would indicate that a material uncertainty exists that may cast significant doubt as to whether the company will continue as a going concern and therefore whether it will realise its assets and discharge its liabilities in the normal course of business and at the amount s stated in the financial report. This financial report does not include any adjustments relating to the recoverability and classification of recorded asset am ounts or to the amounts and classification of liabilities that might be necessary should the company not continue as a going concer n. b) Principles of consolidation Subsidiaries The Group financial statements consolidate those of the parent company and all of its subsidiary undertakings drawn up to 30 June 2026. Subsidiaries are all entities (including structured entities) over which the Group control. The Group controls an entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolid ated from the date on which control is fully transferred to the Group. They are deconsolidated from the date that control ceases. All subsidiaries have a reporti ng date of 30 June. A list of controlled entities is contained in note 18 to the Financial Statements. All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a Group perspective. Amounts reported in the financial statements of subsidiaries ha ve been adjusted, where necessary, to ensure consistency with the accounting policies adopted by the Group.
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RESOLUTION MINERALS LTD ACN: 617 789 732 30 Profit or loss of subsidiaries acquired or disposed of during the reporting period are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable. Non-controlling interests, presented as part of equity, represent the portion of a subsidiary's profit or loss and net assets tha t is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the p arent and the non - controlling interests based on their respective ownership interests. c) Operating segments An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. This includes start -up operations which are yet to earn revenues. Management will also consider other factors in determining operating segments such as the existence of a line manager and the level of segment information presented to the Board of Directors. Operating segments have been identified based on the information provided to the chief operating decision makers , which given the size of the Group is the Board. The Group aggregates two or more operating segments when they have similar economic characteristics, and the segments are similar in the nature of the minerals targeted. Operating segments that meet the quantitative criteria, as prescribed by AASB 8, are reported separately. However, an operati ng segment that does not meet the quantitative criteria is still reported separately where information about the segment would be u seful to users of the financial statements. The Directors have considered the requirements of AASB 8 – Operating Segments and the internal reports that are reviewed by the Board in allocating resources have determined that there are two separately identifiable segments based on the level of expenditure, namely the Group’s US based operations and Australian based operations. d) Finance income and expense Interest income is recognised as it accrues in profit or loss, using the effective interest rate method. Finance expenses comprise interest charges on financial liabilities. e) Exploration and evaluation expenditure Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that right of tenure is current and those costs are expected to be recouped through the successful development of the area (or, alternatively by its sale) or where activities in the area have not yet reached a stage which permits reasonable as sessment of the existence of economically recoverable reserves and operations in relation to the area are continuing. Accumulated costs, in relation to an abandoned area, are written off in full against profit in the period in which the decisi on to abandon the area is made. f) Financial instruments Recognition, initial measurement and derecognition Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument, and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value through profit or loss, which are measured initially at fair value. Subsequent measurement of financial assets and financial liabilities are de scribed below. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised when it is extinguishe d, discharged, cancelled or expires. Classification and subsequent measurement of financial assets Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where a pplicable). For the purpose of subsequent measurement, financial assets are classified into the following categories upon initial recogni tion: - amortised cost - fair value through profit or loss (FVPL) - equity instruments at fair value through other comprehensive income (FVOCI) - debt instruments at fair value through other comprehensive income (FVOCI)
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RESOLUTION MINERALS LTD ACN: 617 789 732 31 All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items. Classifications are determined by both: - The entity business model for managing the financial asset - The contractual cash flow characteristics of the financial assets Subsequent measurement financial assets Financial assets at amortised cost Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVPL): - they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows - the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on t he principal amount outstanding After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted w here the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most other receivables fall into thi s category of financial instruments. Financial assets at fair value through profit or loss (FVPL) Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVPL. Impairment of Financial assets AASB 9’s impairment requirements use forward looking information to recognise expected credit losses – the ‘expected credit losses (ECL) model’. Instruments in scope of these requirements included financial assets measured at amortised cost and trade receivables. The Group considers a range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument. In applying this forward-looking approach, a distinction is made between: a) financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low c redit risk (‘Stage 1’) and b) financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low (‘Stage 2’). c) ‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date. ‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are recognised fo r the second category. Measurement of the expected credit losses is determined by a probability -weighted estimate of credit losses over the expected life of the financial instrument. Classification and measurement of financial liabilities The Group’s financial liabilities include borrowings and trade and other payables. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method . All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included wi thin finance costs or finance income. g) Other Financial Assets Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mism atch is being avoided.
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RESOLUTION MINERALS LTD ACN: 617 789 732 32 Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recov ering part or all of a financial asset, its carrying value is written off. Financial assets at fair value through other comprehensive income Upon initial recognition, the Group can elect to classify irrevocably its equity instruments as equity instruments designed at fair value through OCI when they meet the definition of equity under AASB 132 Financial Instruments: Presentation, and are not he ld for trading. The classification is determined on an instrument-by-instrument basis. Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value t hrough OCI are not subject to impairment assessment. The Group elected to classify irrevocably its unlisted entity investments under this category. Fair value hierarchy Certain accounting policies and disclosures require the measurement of fair value, for both financial and nonfinancial assets and liabilities. The Group uses observable data as much as possible when measuring the fair value of an asset or liability. Fair value of assets or liabilities are categorised into different levels in the fair value hierarchy based on the lowest input used in the valuation techniques as follows: > Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities > Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either dir ectly (i.e. as prices) or indirectly (i.e. derived from prices) > Level 3: inputs for the asset or liability that is not based on observable market data (unobservable inputs) h) Impairment of assets At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine whether ther e is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs of disposal and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to profit or loss. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash- generating unit to which the asset belongs. i) Assets Held for Sale Assets classified as “held for sale” are measured at the lower of their carrying amount immediately prior to their classifica tion as held for sale and their fair value less costs to sell. Assets classified as held for sale are not subject to depreciation o r amortisation. j) Trade and other payables Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of the reporting period which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months from the reporting date. They are recognised initially at their fair value and subsequently amortised cost using the effective interest rate method. Trade and other payables are stated at amortised cost. k) Income Tax Tax expense recognised in profit or loss comprises the sum of deferred tax and current tax not recognised in other comprehens ive income or directly in equity. Current income tax assets and/or liabilities comprise those obligations to, or claims from, the Australian Taxation Office (A TO) and other fiscal authorities relating to the current or prior reporting periods, that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of t he reporting period.
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RESOLUTION MINERALS LTD ACN: 617 789 732 33 Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of asse ts and liabilities and their tax bases. Deferred tax on temporary differences associated with investments in subsidiaries and joint ventures is not provided if reversal of these temporary differences can be controlled by the Group and it is probable that reversal will not occur in the foreseeable future. Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their res pective period of realisation, provided they are enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are always provided for in full. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against wh ich deductible temporary differences can be utilised. Deferred tax assets and liabilities are offset only when the Group has a right and intention to set -off current tax assets and liabilities from the same taxation authority. Changes in deferred tax assets or liabilities are recognised as a component of tax income or expense in profit or loss, excep t where they relate to items that are recognised in other comprehensive income or directly in equity, in which case the related def erred tax is also recognised in other comprehensive income or equity, respectively. The Company and its wholly -owned Australian resident subsidiaries have formed a tax -consolidated group. As a consequence , these entities are taxed as a single entity and the deferred tax assets and liabilities of these entities are set off in the consol idated financial statements. l) Cash and cash equivalents Cash and cash equivalents in the statement of financial position comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less. m) Property, plant and equipment Property, plant and equipment is stated at cost less accumulated depreciation and accumulated impairment. Cost includes expenditure that is directly attributable to the acquisition of the item. In the event that settlement of all or part of the purchase consideration is deferred, cost is determined by discounting the amounts payable in the future to their present value as at the date of acquisition. Depreciation is provided on buildings, plant and equipment. Depreciation is calculated on a straight line basis so as to write off the cost of each asset over its expected useful life to its estimated residual value. The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual reporting period. Estimated useful lives of 10-40 years are used in the calculation of depreciation for buildings. n) Earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company, excluding costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after tax effect and other financing costs associated with dilutive potential ordinary shares and the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares. o) Share-based payments The Group has provided payment to employees, contractors and consultants in the form of share-based compensation, whereby employees, contractors and consultants render services in exchange for shares or rights over shares (‘equity -settled transactions’). The cost of these equity-settled transactions is measured by reference to the fair value at the date at which they are granted. The fair value of share options and performance rights is determined using either the Black Scholes valuation method or Monte Carlo Simulation . The Black Scholes option pricing model takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term o f the option. The Monte Carlo simulation used in pricing the performance rights takes into account the target share price resulting from meeting the KPI, the term of the right, the share price at grant date and expected price volatility of the underlying share and the r isk free interest rate for the term of the option.
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RESOLUTION MINERALS LTD ACN: 617 789 732 34 The fair value of the options and performance rights granted is adjusted to reflect market vesting conditions and non-vesting conditions, but excludes the impact of any non -market vesting conditions. Non -market vesting conditions are included in assumptions about the number of options and performance rights that are expected to become exercisable / vested. At each reporting date, the entity revises its estimates of the number of options and performance rights that are expected to become exercisable / vested. The cost of equity -settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance conditions are fulfilled, ending on the date on which the relevant parties become fully entitled to the award (‘vesting date’). The cumulative expense recognised for equity -settled transactions at each reporting date until vesting date reflects (i ) the extent to which the vesting period has expired and (ii) the number of awards that, in the opinion of the directors of the Group, will ultimat ely vest. This opinion is formed based on the best available information at reporting date. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. Where the terms of an equity -settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any increase in the value of the transaction as a result of the modification, as measured at the date of modification. Equity-settled share-based payments to parties other than employees and those providing similar services are measured at the fair value of goods and services received, except where the fair value cannot be estimated reliably, in w hich the transaction is measured at the fair value of the equity instruments granted on the date the goods or services are received . p) Employee benefits Wages and salaries, annual leave and sick leave A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave, and sick leave when it is probable that settlement will be required, and they are capable of being measured reliably. Liabilities recognised in respect of short-term employee benefits are measured at their nominal values using the remuneration rate expected to apply at the time of settlement. Liabilities recognised in respect of long-term employee benefits are measured as the present value of the estimated future cash outflows to be made by the consolidated entity in respect of services provided by employees up to reporting date Short-term employee benefits Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled. Other long-term employee benefits Liabilities for annual leave and long service leave not expected to be settled within 12 months of the reporting date are deemed to be Other long-term employee benefits and therefore measured at the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows. q) Critical accounting estimates and judgements The Directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends of econo mic data, obtained both externally and within the Group. i) Key estimates – impairment The Group assesses impairment at each reporting date by evaluating conditions specific to the Group that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined. ii) Key judgements – exploration and evaluation expenditure The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, includin g whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluati on asset through sale. Factors that could impact the future recoverability include the level of reserves and resources, future technological changes , which could impact the cost of mining, future legal changes (including changes to environmental restoration obligations) and chan ges to commodity prices. To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, prof its and net assets will be reduced in the period in which this determination is made.
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RESOLUTION MINERALS LTD ACN: 617 789 732 35 In addition, exploration and evaluation expenditure is capitalised if activities in the area of interest have not yet reached a stage that permits a reasonable assessment of the existence or otherwise of economically recoverable reserves. To the extent it is determined in the future that this capitalised expenditure should be written off, profits and net assets will be reduced in the period in which this d etermination is made. iii) Share-based payment transactions The Group measures the cost of equity-settled transactions with management and other parties by reference to the fair value of the equity instruments at the date at which they are granted. The fair value of share options is determined by the Board of Direc tors with reference to the Black-Scholes valuation method taking into account the terms and conditions upon which the equity instruments were granted. The fair value of performance rights including market based performance conditions is calculated using a Monte Carlo simulation. The assumptions in relation to the valuation of the equity instruments are detailed in note 12. The accounting estimates and assumptions relating to equity - settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact expenses and equity. r) Adoption of the new and revised accounting standards The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. s) Recently issued accounting standards to be applied in future accounting periods Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The following Accounting Standards and Interpretations are most relevant to the Group: AASB 18 Presentation and Disclosure in Financial Statements Effective for annual reporting periods beginning on or after 1 January 2027. AASB 18 will replace AASB 101 Presentation of Fi nancial Statements. Earlier application is permitted. AASB 18 has been issued to improve how entities communicate in their financial statements, with a particular focus on informa tion about financial performance in the statement of profit or loss. The key presentation and disclosure requirements established b y AASB 18 are: ▪ The presentation of newly defined subtotals in the statement of profit or loss ▪ The disclosure of management-defined performance measures (MPM) ▪ Enhanced requirements for grouping information (i.e., aggregation and disaggregation) AASB 18 is accompanied with limited consequential amendments to the requirements in other accounting standards, including AAS B 107. AASB 18 introduces three new categories for classification of all income and expenses in the statement of profit or loss: operating, investing and financing. Additionally, entities will be required to present subtotals for ‘operating profit or loss’, ‘profit or loss b efore financing and income taxes’ and ‘profit or loss’. For the purposes of classifying income and expenses into one of the three new categories, entities will need to assess their main business activity, which will require judgement. There may be more than one main business activity. AASB 18 also requires several disclosures in relation to MPMs, such as how the measure is calculated, how it provides useful information and a reconciliation to the most comparable subtotal specified by AASB 18 or another standard. t) Comparatives Comparative information for 2026 is for the full year commencing on 1 July 2025. Refer note 2 for additional information regarding the restatement of comparatives.
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RESOLUTION MINERALS LTD ACN: 617 789 732 36 2. PRIOR PERIOD RESTATEMENT In conjunction with the announced plans to seek a listing on the US NASDAQ, the Group was required to undertake a re -audit of historical financial periods to satisfy the application process. During the re -audit procedures, several errors were noted that requ ired restatement of previously reported financial statements. The errors noted were in relation to: - The incorrect measurement date being utilised for determination of issued shares during the year ended 30 June 2025 for capital raising costs, acquisition of tenements and consultants. The total impact of differences in measurement date utilised was $221,841. - The incorrect measurement date and underlying volatility utilised in the valuation of share options issued during the year ende d 30 June 2025 for capital raising costs, acquisition of tenements and consultants. The total impact of differences in measurement date and underlying volatility utilised in the valuation of share options was $952,190. - The change in classification for costs associated with capital raising activities which were incorrectly expensed to the prof it and loss during the year ended 30 June 2025 which should have been recognised a reduction in issued capital of $154,754. - The reversal of an impairment expense recognised during the year ended 30 June 2025 for the 64North project with a corresponding reduction in retained losses reflecting that there were indicators of impairment during the year ended 30 June 2024. The total impact of the impairment adjustment was $15,316,813. The errors have been corrected by restating each of the affected financial statement line items for the prior periods as follows: Statement of profit or loss (extract) 30 June 2024 A$ Increase/ (Decrease) A$ 30 June 2024 Restated A$ 30 June 2025 A$ Increase/ (Decrease) A$ 30 June 2025 Restated A$ Broker and investor relations 48,901 - 48,901 340,577 (47,955) 292,622 Employee benefits expense 1,423,783 - 1,423,783 2,572,277 (586,345) 1,985,932 Share based payments 56,633 - 56,633 18,515 (3,629) 14,886 Impairment (reversal) / expense – net - 15,316,813 15,316,813 17,418,134 (15,316,813) 2,101,321 Other expenses 352,776 - 352,776 2,102,807 (459,981) 1,642,826 Loss before tax 1,671,868 15,316,813 16,988,681 22,448,139 (16,414,723) 6,033,416 Income tax expense - - - - - - Loss after tax 1,671,868 15,316,813 16,988,681 22,448,139 (16,414,723) 6,033,416 Other comprehensive income Foreign currency gain 16,377 - 16,377 (240) - (240) Changes in the fair value of equity investments at fair value through other comprehensive income 2,418,151 - 2,418,151 124,419 - 124,419 Total comprehensive loss for the period 4,106,394 - 19,423,209 22,572,321 (16,414,723) 6,157,595 Loss per share $0.01 ($0.01) $0.02 $0.07 ($0.05) $0.02 30 June 2024 # 30 June 2025 # Weighted average number of shares used in basic earnings per share 202,958,155 314,858,547 Weighted average number of shares used in diluted earnings per share 202,958,155 314,858,547
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RESOLUTION MINERALS LTD ACN: 617 789 732 37 Statement of financial position 30 June 2024 A$ Increase/ (Decrease) A$ 30 June 2024 Restated A$ 30 June 2025 A$ Increase/ (Decrease) A$ 30 June 2025 Restated A$ Non-current assets Exploration and evaluation expenditure 19,172,848 (15,316,813) 3,856,035 2,412,914 (9,034) 2,403,880 Net assets 19,412,173 (15,316,813) 4,095,360 2,975,478 (9,034) 2,966,444 Equity Issued capital 33,346,081 - 33,346,081 37,480,409 (154,754) 37,325,655 Reserves 1,069,081 - 1,069,081 2,946,197 (952,190) 1,994,007 Accumulated losses (15,002,989) (15,316,813) (30,319,802) (37,451,128) 1,097,910 (36,353,218) Total equity 19,412,173 (15,316,813) 4,095,360 2,975,478 (9,034) 2,966,444 3. OTHER EXPENSES 2026 A$ 2025 A$ Compliance 679,245 118,948 Community relations expenses 696,455 - Exploration expenses 18,236 1,244 Office expenses 78,232 17,988 Insurance 86,038 49,147 Travel 562,565 1,473 Loss on foreign exchange 34,277 - Loss on sale of assets - 25,826 Other expenses 156,144 52,356 Total other expenses 2,311,192 266,982
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RESOLUTION MINERALS LTD ACN: 617 789 732 38 4. INCOME TAX BENEFIT / (LOSS) 2026 A$ 2025 (Restated) A$ (a) The components of income tax expense comprise: Current income tax expense / (benefit) - - (b) The prima facie tax loss before income tax is reconciled to the income tax (benefit) / expense as follows: Net (loss) for before income tax (53,316,618) (6,033,416) Income tax rate 30% 25% Prima facie tax benefit on loss from activities (15,994,985) (1,508,354) Non-assessable / non-deductible amounts: Share based payments 10,486,319 474,834 Impairment 406,982 191,852 Other non-deductible amounts 503,284 - Deferred tax in respect of current year tax losses and temporary differences 4,598,400 841,668 Income tax expense - - (c) Deferred tax assets have not been recognised in respect of the following: Total tax losses 29,967,342 17,671,593 Deferred tax asset not recognised 8,990,203 4,417,898 A net deferred tax asset of $8,990,203 (2025: of $4,417,898) has not been recognised as it is not probable that within the immediate future that taxable profits will be available against which temporary differences and tax losses can be utilised. The Group is subject to income taxes in Australia, Canada and United States. Significant judgement is required in determining the provision of income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is u ncertain. The Group estimates its tax liabilities based on the Group’s understanding of the tax law. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax ass ets and liabilities in the period in which such determination is made. 5. EARNINGS PER SHARE The weighted average number of shares for the purpose of diluted earnings per share can be reconciled to the weighted average number of ordinary shares used in the calculation of basic earnings per share as follows: 2026 2025 (Restated) Net loss for the period 53,316,618 6,033,416 Weighted average number of shares used in basic earnings per share 1,793,797,820 314,858,547 Weighted average number of shares used in diluted earnings per share 1,793,797,820 314,858,547 Profit / (loss) per share – basic and diluted (cents) (2.97) (1.92) There were 1,502,380,263 options and performance rights outstanding at the end of the year (2025: 435,410,433) that have not been taken into account in calculating diluted EPS due to their effect being anti-dilutive.
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RESOLUTION MINERALS LTD ACN: 617 789 732 39 6. CASH AND CASH EQUIVALENTS Cash and cash equivalents include the following: 2026 A$ 2025 A$ Cash at bank and in hand 10,343,353 1,171,241 Cash and cash equivalents 10,343,353 1,171,241 7. EXPLORATION AND EVALUATION EXPENDITURE 2026 A$ 2025 (Restated) A$ Opening balance 2,403,880 3,856,035 Expenditure on exploration during the year 10,355,055 7,159 Acquisition of projects – Cash / payable (i) 2,232,115 85,376 Acquisition of projects – Shares (i) 61,376,232 594,468 Exploration expenditure impaired (ii) (1,356,605) (2,101,321) Exploration expenditure impairment reversal (iii) 1,601,147 - Contributions from joint operations - (11,593) Assets disposed (2,241,147) (25,000) Exploration expensed (18,237) (1,244) Closing balance 74,352,440 2,403,880 Expenditure is capitalised as follows: Group owned assets 74,352,440 1,763,880 Joint operations - 640,000 Total exploration and evaluation expenditure 74,352,440 2,403,880 i. On 29 July 2025, the Group completed acquisition of the Horse Heaven Project for the following consideration: - Issue of 444,812,889 shares with a fair value of $36,029,884 and 222,406,445 RMLOC options with a fair value of $13,344,388 . - Total cash paid at settlement date of $600,000. - Total cash remaining to be paid 9 months after completion, which has been recognised as a current liability of $400,000. - Transaction costs associated with the acquisition satisfied by the issue of 60,000,000 ordinary shares with a fair value of $4,860,000 and 60,000,000 RMLOC options with a fair value of $3,600,000. On 27 February 2026, the Company acquired a private landholding of ~25 acres comprising five patented mining claims adjacent to the claims that form the initial Horse Heaven Project through the purchase of 100% interest in Remington Capital Corporation . The Johnson Creek Antimony and Tungsten Mill, stockpiles of Tungsten ore and Antimony Camp are located on the property. This addition to the Horse Heaven Project has provided a strategic base of operations including industrial water rights and e lectrical infrastructure. Consideration for the acquisition was: - Issue of 77,000,000 shares with a fair value of $3,080,000 and 38,500,000 RMLOD options with a fair value of $462,000 - Cash of A$1,693,594 (US$1.2 million) allocated to Exploration and Evaluation $1,232,115, Land $ 276,073 and Buildings $185,406.
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RESOLUTION MINERALS LTD ACN: 617 789 732 40 In line with relevant accounting standards, the Group treated the acquisitions of Horse Heaven Project and Remington as asset acquisition transactions. Where an acquisition does not meet the definition of a business combination under AASB 3, the trans action is accounted for as an asset acquisition. The consideration transferred for the acquisition of an asset comprises the fair value s of the assets transferred, the liabilities incurred, and the equity interests issued by the Group. Acquisition related costs with regard to the acquisition are capitalised. Identifiable assets acquired and liabilities assumed in the acquisition are measured at their re lative fair values at the acquisition date. In the year ended 30 June 2025, the Company completed acquisition of the Drake East Antimony-Gold project (NSW), the Spur South Gold-Copper Project (NSW) and the Neardie Antimony-Gold project (QLD) - Issue of 25,000,000 shares with a fair value of $250,000. - Total cash paid at settlement of $70,000. - Transaction costs associated with the acquisition satisfied by the issue of 32,000 shares with a fair value of $29,091 and 56,363,636 RMLOC options with a fair value of $25,301. ii. During the year ended 30 June 2025 the Group impaired its 64North and Allegra projects in Alaska and in the year to 30 June 2026 the impairment related to the relinquishment of tenements at its Benmara and George projects in the Northern Territory and So uth Australia. iii. In the year ended 30 June 2026, an impairment reversal was recognised in relation to the 64 North exploration project which was reclassified to non-current assets held for sale as at 31 December 2025 prior to its sale in February 2026. 8. PROPERTY, PLANT AND EQUIPMENT Land $ Buildings $ Total $ Opening value – 1 July 2025 - - - Additions 1 276,073 185,406 461,479 Balance as at 30 June 276,073 185,406 461,479 Depreciation expense - (6,248) (6,248) Balance as at 30 June - (6,248) (6,248) Net carrying amount 276,073 179,158 455,231 1 During the year the Group acquired land and associated buildings as part of a strategic acquisition of 100% interest in Remington Capital Corporation – see note 7 for further information. 9. OTHER ASSETS Other assets include the following: 2026 A$ 2025 A$ Prepayments 1 2,158,906 428,455 Exploration bonds - 33,868 Other assets 115,665 117,380 Total other assets 2,274,571 579,703
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RESOLUTION MINERALS LTD ACN: 617 789 732 41 1 Prepayments at 30 June 2026 primarily comprises accommodation costs paid in advance and a deposit for drilling services in relation to exploration activities at Horse Heaven. 10. TRADE AND OTHER PAYABLES 2026 A$ 2025 A$ Trade payables 2,451,133 741,202 Deferred consideration – refer note 7(i) 400,000 - Other Payables 479,718 448,111 Total trade and other payables 3,330,851 1,189,313 All amounts are short term and the carrying values are considered to be a reasonable approximation of fair value.
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RESOLUTION MINERALS LTD ACN: 617 789 732 42 11. ISSUED CAPITAL (a) Issued and paid up capital 2026 Number 2026 A$ Fully paid ordinary shares 2,239,650,858 124,535,846 (b) Movements in fully paid shares Number A$ Balance at 30 June 2024 1,610,021,807 33,346,081 Share Consolidation (1,408,768,931) - Shares on issue post consolidation 201,252,876 Share Placements 284,855,805 3,346,307 Shares issued as director remuneration 62,500,000 687,500 Fair value of shares issued for project acquisition 27,909,091 279,091 Fair value of shares issued for services / fees 80,579,546 792,091 Options exercised 892,969 16,073 Performance rights exercised 136,250 6,540 Capital raising costs - (1,148,381) Balance at 30 June 2025 658,126,537 37,325,655 Share Placements 653,953,279 33,816,693 Fair value of shares issued for Horse Heaven project acquisition 581,812,889 44,686,382 Fair value of shares issued for services / fees 43,990,000 1,508,000 Share options exercised 184,671,503 3,341,342 Performance rights exercised 117,096,650 9,358,644 Capital raising transaction costs - (5,155,870) Balance at 30 June 2026 2,239,650,858 124,880,846 (c) Other Contributed Equity Amounts reported in Other contributed equity of $2,661,900 represent subscriptions received prior to 30 June 2026 for 38,027, 143 shares valued $0.07 which had not been issued at reporting date. The shares were issued on 8 July 2026 and amounts were reclass ified to Issued capital at that time. The share capital of Resolution Minerals Ltd consists only of fully paid ordinary shares. All shares are eligible to receive dividends and the repayment of capital and represent one vote at the shareholders’ meeting of Resolution Minerals Ltd. The shares do not have a par value and the Company does not have a limited amount of authorised capital.
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RESOLUTION MINERALS LTD ACN: 617 789 732 43 In the event of winding up the Company, ordinary shareholders rank after all creditors and are fully entitled to any proceeds of liquidation. (d) Capital management Management effectively manages the Group’s capital by assessing the Group’s financial risks and adjusting its capital structure accordingly. The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sus tain future development of the business. The Group’s capital is shown as issued capital in the statement of financial position. 12. RESERVES Share based payments are in line with the Resolution Minerals Ltd remuneration policy. Listed below are summaries of options and performance rights granted: Share Option Reserve Number of Options A$ Weighted average exercise price Balance at 30 June 2024 1,120,354,984 1,680,217 $0.011 Share Consolidation1 (980,310,509) - - Granted – Director remuneration 62,500,000 332,734 $0.018 Granted – Employees 5,000,000 25,395 $0.018 Granted – Brokers 15,409,091 91,847 $0.018 Granted – Advisors 87,613,636 554,700 $0.018 Granted – attaching placement / bonus to shareholders 120,164,487 - $0.018 Exercised (892,969) - $0.018 Lapsed (2,765,750) (2,479) $0.038 Balance at 30 June 2025 427,072,970 2,682,414 $0.0397 Granted – Purchase of Horse Heaven project 282,406,445 16,944,388 $0.018 Granted – Purchase of Horse Heaven project 38,500,000 462,000 $0.100 Granted – Employees 3,000,000 130,648 $0.200 Granted – Brokers 34,615,385 1,476,923 $0.048 Granted – Advisors 24,500,000 472,516 $0.060 Granted – attaching placement / bonus to shareholders 465,571,902 - $0.083 Exercised (184,671,503) - $0.018 Lapsed (91,903,686) (960,020) $0.013 Balance at 30 June 2026 999,091,513 21,208,869 $0.055 All options vested upon issue. 1 During the year there was a consolidation of share capital through a conversion of every eight (8) existing securities into o ne (1) security.
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RESOLUTION MINERALS LTD ACN: 617 789 732 44 Performance Rights Reserve Number of Rights A$ Balance at 30 June 2024 95,489,700 108,882 Share Consolidation1 (83,553,487) - Granted – KMP, employees and consultants 5,000,000 55,000 Granted in prior year and expensed in current period - 27,099 Exercised (136,250) (6,540) Forfeited (8,462,500) (28,649) Balance at 30 June 2025 8,337,463 155,792 Granted – KMP, employees and consultants 235,000,000 10,824,090 Granted – Advisors 377,550,000 23,565,550 Granted in prior year and expensed in current period - 7,242 Exercised (117,096,650) (9,358,644) Lapsed – employees (127,063) (17,280) Forfeited - employees (375,000) (27,651) Balance at 30 June 2026 503,288,750 25,149,099 1 During the year there was a consolidation of share capital through a conversion of every eight (8) existing securities into o ne (1) security. Reconciliation of share based payments reserve movements 2026 A$ 2025 (Restated) A$ Options issued to directors / employees / contractors 528,164 358,159 Rights issued to directors / employees / contractors 34,396,882 82,099 Options issued to brokers / consultants 1,551,923 646,544 Options for project acquisition 17,406,388 - Options / rights exercised (9,358,644) (6,540) Lapsed performance rights - employees (17,280) - Forfeited performance rights - employees (27,651) (28,678) Lapsed options (960,020) (2,479) Total share based payments reserve movements 43,519,762 1,049,105 During the 2025/26 year, the Group issued 383,021,830 Share options, excluding free attaching options and 612,550,000 Performance Rights with varying terms and conditions. The details are summarised below:
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RESOLUTION MINERALS LTD ACN: 617 789 732 45 Options Number of options granted Grant date Vesting date and exercisable date Tranche Fair value per option at grant date Exercise Price Vesting Condition Contractor – A Zinsser 500,000 30.06.2025 Refer vesting condition A $0.008 $0.150 Service or Commencement of 2 drill programs on the Horse Heaven project. Contractor – A Zinsser 500,000 30.06.2025 Refer vesting condition B $0.005 $0.200 Service or Commencement of 2 drill programs on the Horse Heaven project. Contractor – A Zinsser 500,000 30.06.2025 Refer vesting condition C $0.004 $0.250 Service or Commencement of 2 drill programs on the Horse Heaven project. Contractor – A Zinsser 500,000 30.06.2025 Refer vesting condition D $0.003 $0.300 Service or Commencement of 2 drill programs on the Horse Heaven project. Project Acquisition 55,601,611 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Project Acquisition 55,601,611 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Project Acquisition 55,601,611 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Project Acquisition 55,601,612 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Project Acquisition - Brokers 60,000,000 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Brokers Fees 22,115,385 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Advisors 12,500,000 25.07.2025 25.07.2025 RMLOC Option price on date of issue $0.060 $0.018 N/A Advisors 10,000,000 25.07.2025 25.07.2025 E $0.039 $0.091 N/A Staff – C Lindsay 1,000,000 17.07.2025 17.07.2026 F $0.045 $0.100 Remain engaged for 12 months Staff – C Lindsay 1,000,000 17.07.2025 17.07.2026 G $0.041 $0.150 Remain engaged for 12 months Staff – C Lindsay 1,000,000 17.07.2025 17.07.2026 H $0.038 $0.200 Remain engaged for 12 months Purchase of property 38,500,000 27/02/2026 27.02.2026 RMLOD Option price on date of issue $0.012 $0.100 N/A Brokers 12,500,000 27/02/2026 27.02.2026 RMLOD Option price on date of issue $0.012 $0.100 N/A Total 383,021,830 With the exception of Tranches F to H there are no ongoing service conditions. For the options granted (and vested) during the period, which were not listed options with an observable trading price (RMLOC) and where the fair value of services provided was unable to be otherwise determined, the Black Scholes model was used to calculate esti mated fair values for the options. Details of the options and inputs used to determine the estimated fair value of the contractor and staff options at the grant / measurement date were as follows: Tranche Grant date Original Expiry date Share price value at grant / measurement date Exercise price Dividend yield Risk-free interest rate Fair value at grant date A 30.06.2025 02.09.2026 $0.052 $0.15 Nil 3.27% $0.008 B 30.06.2025 02.09.2026 $0.052 $0.20 Nil 3.27% $0.005 C 30.06.2025 02.09.2026 $0.052 $0.25 Nil 3.27% $0.004 D 30.06.2025 02.09.2026 $0.052 $0.30 Nil 3.27% $0.003
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RESOLUTION MINERALS LTD ACN: 617 789 732 46 E 06.08.2025 02.09.2028 $0.067 $0.09 Nil 3.38% $0.039 F 17.07.2025 02.09.2030 $0.063 $0.10 Nil 3.52% $0.045 G 17.07.2025 02.09.2030 $0.063 $0.15 Nil 3.52% $0.041 H 17.07.2025 02.09.2030 $0.063 $0.20 Nil 3.52% $0.038 The expected volatility is 100%. Performance Rights Number Grant / measurement Date Expiry Date Tranche Fair value per right Total fair value Advisors1 115,000,000 25.07.2025 31.10.2027 A $0.081 $9,315,000 Advisors 85,000,000 02.09.2025 31.10.2027 B $0.057 $4,845,000 Advisors 4,500,000 02.09.2025 02.09.2030 C $0.053 $238,500 Advisors 3,000,000 02.09.2025 02.09.2030 D $0.051 $153,000 Advisors 2,250,000 02.09.2025 02.09.2030 E $0.049 $110,250 Advisors 1,800,000 02.09.2025 02.09.2030 F $0.046 $82,800 Contractors – A Zinsser 1,000,000 02.09.2025 31.12.2026 G $0.057 $57,000 Directors 100,000,000 02.09.2025 31.07.2030 H $0.053 $5,300,000 J Kopias 5,000,000 02.09.2025 31.07.2030 H $0.053 $265,000 Other staff 1,000,000 02.09.2025 31.07.2030 H $0.053 $53,000 Other Staff 4,000,000 02.09.2025 02.09.2030 I $0.057 $228,000 Advisors 6,500,000 11.11.2025 31.12.2027 J $0.080 $520,000 Advisors 12,500,000 11.03.2026 31.12.2027 J $0.050 $625,000 Directors 115,000,000 17.02.2026 31.12.2030 K $0.040 $4,600,000 J Kopias 4,000,000 17.02.2026 31.12.2030 K $0.040 $160,000 Advisors 55,000,000 12.03.2026 31.12.2030 K $0.051 $2,805,000 Advisors 55,000,000 30.03.2026 31.12.2030 K $0.048 $2,640,000 Advisors 10,000,000 31.03.2026 31.12.2030 K $0.051 $510,000 Other Staff 2,000,000 17.02.2026 27.02.2031 L $0.040 $80,000 Other Staff 2,000,000 17.02.2026 27.02.2031 M $0.040 $80,000 Other Staff 2,000,000 17.02.2026 27.02.2031 N $0.040 $80,000 Advisors 26,000,000 30.04.2026 31.12.2030 O $0.064 $1,664,000 Total 612,550,000 $34,411,550 1 These performance rights vested and were exercised during the reporting period. The issue of performance rights to directors was approved by shareholders at General Meetings held on 2 September 2025 and 17 February 2026. Performance Rights have been valued by reference to their grant -date fair value where granted to employees and others providing similar services and to non-employees where the fair value of the services cannot be reliably measured. With the exception of tranches G & I, there is no requirement for the counterparty to remain in service until any of the relevant performance milestones are achieved. Wh ere rights become exercisable upon satisfaction of one of multiple performance outcomes, the condition asses sed as most likely to occur first has been incorporated into the fair value. The following tranches have been valued using the Monte Carlo Simulation.
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RESOLUTION MINERALS LTD ACN: 617 789 732 47 Tranche Share price value at grant / measurement date Exercise price Right Life Expected dividend yield Expected share price volatility Risk-free interest rate Fair value at grant date C / H $0.057 NIL 5.00 years - 100% 3.66% $0.053 D $0.057 NIL 5.00 years - 100% 3.66% $0.051 E $0.057 NIL 5.00 years - 100% 3.66% $0.049 F $0.057 NIL 5.00 years - 100% 3.66% $0.046 All other rights have been valued at the share price on grant date. Tranche Performance Rights Criteria A Vest upon the first to occur of the following: (a) the volume weighted share price of the Company’s shares, as traded on ASX, being equal to or exceeding $0.08 per share over 10 consecutive trading day period; or (b) the Company successfully listing on Nasdaq; or (c) the Company raising a minimum of A$20 million in equity, debt or quasi-debt funding (d) a bona fide takeover bid or scheme of arrangement under the Corporations Act 2001 (Cth) (Corporations Act) having been made or publicly announced in respect of the Company at a price per Share equal to or exceeding A$0.09 per Share; or (e) the Company receiving an offer (which is announced to ASX) valuing one or more of the Company’s assets at a value equal to or greater than A$90 million. B The first to occur of the following: (a) the volume weighted share price of the Company’s fully paid ordinary shares (Shares), as traded on ASX, being equal to or exceeding $0.10 per Share over a 10 consecutive trading day period; (b) the Company raising a minimum of A$40 million in equity, debt or quasi-debt funding; (c) a bona fide takeover bid or scheme of arrangement under the Corporations Act 2001 (Cth) (Corporations Act) having been made or publicly announced in respect of the Company at a price per Share equal to or exceeding A$0.12 per Share; or (d) the Company receiving an offer (which is announced to ASX) valuing one or more of the Company’s assets at a value equal to or greater than A$150 million C Vest upon the Company’s Shares achieving a volume weighted average price (VWAP) per Share of $0.10 calculated over 20 consecutive trading days on which the Shares have actually traded D Vest upon the Company’s Shares achieving a VWAP of $0.15 calculated over 20 consecutive trading days on which the Shares have actually traded E Vest upon the Company’s Shares achieving a VWAP of $0.20 calculated over 20 consecutive trading days on which the Shares have actually traded F Vest upon the Company’s Shares achieving a VWAP of $0.25 calculated over 20 consecutive trading days on which the Shares have actually traded G Vest upon the 12-month anniversary of employment with the Company, or upon the Company’s shares trading at a minimum $0.20 for a continuous period of 20 trading days. H Vest upon the first to occur of the following: (a) Company announces Inferred Mineral Resource in accordance with the JORC Code in respect of (i) at least 1,000,000 ounces of contained gold (for example approximately 15,600,000 tonnes at 2 grams per tonne); or (ii) at least 100,000 tonnes of contained antimony (for example, 10,000,000 million tonnes at 1.0% Sb); or (iii) at least 10,000 tonnes of contained tungsten (for example, 2 million tonnes at 0.5% WO3), or (b) the Company’s Shares achieving a volume weighted average price (VWAP) per Share of $0.10 calculated over 20 consecutive trading days on which the Shares have actually traded. I 2,500,000 vest upon remaining engaged by company for 13 months 1,500,000 vest upon remaining engaged by company for 13 months or completion of 2 x substantial drilling programs J The first to occur of the following: (a) the volume weighted share price of the Company’s fully paid ordinary shares (Shares), as traded on ASX, being equal to or exceeding $0.10 per Share over a 10 consecutive trading day period; (b) the Company raising a minimum of A$40 million in equity, debt or quasi-debt funding; (c) a bona fide takeover bid or scheme of arrangement under the Corporations Act 2001 (Cth) (Corporations Act) having been made or publicly announced in respect of the Company at a price per Share equal to or exceeding A$0.12 per Share; or
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RESOLUTION MINERALS LTD ACN: 617 789 732 48 (d) the Company receiving an offer (which is announced to ASX) valuing one or more of the Company’s assets at a value equal to or greater than A$150 million K The first to occur of the following: (a) the Company announcing a JORC compliant mineral resource estimate in at least an inferred category of not less than 1,500,000 ounces of contained gold; (b) the Shares achieving a volume weighted average price of $0.11 per Share calculated over seven (7) consecutive trading days on which the Shares have traded; (c) inclusion of the Horse Heaven project onto the FAST 41 Permitting Dashboard; (d) the Company being admitted to the official list of the Nasdaq Stock Market LLC and the Shares being quoted for trading on that market; or (e) the Company commencing small-scale operations on a bulk mining permit in respect of antimony or tungsten. L First tranche, measured no later than 18 months after the Commencement Date (15 December 2025) – delivering and operating a demonstration plant for the processing of antimony (stibnite) from the Company’s Project, to produce antimony metal. M Second tranche, measured at the end of the second year after the Commencement Date (15 December 2025) – delivering and operating a full scale plant for the processing of antimony (stibnite) from the Company’s Project, to produce antimony metal N Third tranche, measured at the end of the third year after the Commencement Date (15 December 2025) – operating a full scale plant for the processing of antimony (stibnite) from the Company’s Project, to produce at least 300 tonnes of antimony metal or antimony end products at a quality approved and qualified by end users O Vesting on the Company being admitted to the official list of the Nasdaq Stock Market LLC. With the exception of Tranches G and I, there are no ongoing service requirements attached to the performance rights and as such the full fair value has been expensed in the current financial year. Movements in other reserves during the current financial year are set out below: 2026 A$ 2025 (Restated) A$ Opening Balance (844,199) (720,018) Foreign currency movements (35,540) 240 Fair value movements in FVOCI investments 11,604 (124,419) Balance 30 June (868,135) (844,199) Nature and purpose of other reserves The reserves are used to record foreign currency translation movements/differences arising from the translation of the financial statements of subsidiaries which do not have a functional currency of Australian Dollars. In addition, the reserve maintains the revaluation movements in the financial asset investment of Rapid Critical Metals Ltd and NT Minerals Limited.
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RESOLUTION MINERALS LTD ACN: 617 789 732 49 13. RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES Operating activities 2026 A$ 2025 (Restated) A$ Loss after tax (53,316,618) (6,033,416) Share based payments 34,972,395 1,100,230 Depreciation 6,248 - Exploration costs expensed 18,236 600 Impairment expense / reversal (net) (244,542) 2,101,321 Foreign exchange loss 34,277 Add: Non cash proceeds from assets held for sale - 25,000 Net change in working capital 582,007 909,515 Net cash used in operating activities (17,947,997) (1,896,750) 14. AUDITOR REMUNERATION 2026 A$ 2025 A$ Audit services Auditors of Resolution Minerals Ltd – Grant Thornton Audit Pty Ltd Audit and review of Financial Reports1 546,703 73,230 Audit services remuneration 546,703 73,230 Other services Auditors of Resolution Minerals Ltd – Grant Thornton Taxation compliance 9,660 6,180 Total other services remuneration 9,660 6,180 Total remuneration received by Grant Thornton 556,363 79,410 1 Total audit fees include $272,217 in additional fees for the year associated with the re -audits of prior period in conjunction with the proposed Nasdaq listing application
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RESOLUTION MINERALS LTD ACN: 617 789 732 50 15. COMMITMENTS AND CONTINGENCIES In order to maintain rights of tenure to exploration permits, the Group has certain obligations to perform minimum exploratio n work and expend minimum amounts of money. The Group’s exploration licence tenements are renewable on an annual basis at various renewal dates throughout the year and the amount of each expenditure covenant is set by the relevant state’s Minister at the time of each renewal grant. The Group’s exploration commitments are related to the Group’s exploration tenements and are detailed below: 2026 A$ 2025 A$ Within one year 31,937 505,266 Within two years to five years 56,666 397,634 88,603 902,900 There are no specific exploration commitments for exploration claims in the USA. 16. RELATED PARTIES The Company’s related party transactions include its key management personnel. Key management personnel have been determined to be: Directors CFO/Company Secretary: Menachem Rogatsky – Executive Director Jaroslaw (Jarek) Kopias Aharon Zaetz – Executive Director Syed Alsagoff – Non Executive Director (a) Transactions with key management personnel 2026 A$ 2025 (Restated) A$ Short-term benefits 2,365,213 541,671 Post-employment benefits 4,992 2,682 Share based payments 10,330,689 1,068,537 Termination benefits - - Total remuneration 12,700,894 1,612,890 (b) Other transactions Other transactions with key management personnel during the year were as follows: Related party Relationship to Key Management Personnel/Director Services Provided 2026 $ 2025 $ Consult4nts Pty Ltd1 A business of which A Zaetz is a Director Metallurgical services 320,441 - M Rogatsky2 Direct Purchase of Asset - 25,000 Constr Supply LLC3 A business controlled by the spouse of M Rogatsky Exploration support services 1,644,064 - 1. The total amount of fees due to Consult4nts as at 30 June 2026 for Metallurgical Services was $25,833. 2. During the previous year the Allegra project was sold to M Rogatsky 3. The total amount of fees due to Constr Supply LLC as at 30 June 2026 was $106,439
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RESOLUTION MINERALS LTD ACN: 617 789 732 51 17. EMPLOYEE REMUNERATION 2026 A$ 2025 (Restated) A$ Employee Benefit Expenses recognised for employee benefits are analysed below: Salaries / contract payments for Directors and employees 3,105,313 904,217 Defined contribution superannuation expense 26,029 - Other employee expenses 137,876 - Less: Capitalised to exploration assets (723,324) - Employee benefits expense – other 2,545,894 904,217 Employee benefits expense - share based payments – refer to note 12 10,991,330 1,081,715 Total 13,537,225 1,985,932 18. INVESTMENTS IN CONTROLLED ENTITIES Controlled Entities The Company has the following subsidiaries: Name of Subsidiary Type of Entity Country of Incorporation Tax Residence Class of Shares Percentage held 2026 2025 Carrara Resources Pty Ltd Body Corporate Australia Australia Ordinary 100% 100% Curie Resources Pty Ltd Body Corporate Australia Australia Ordinary 100% 100% Xavier Resources Pty Ltd Body Corporate Australia Australia Ordinary 100% 100% Devil Prospecting Pty Ltd Body Corporate Australia Australia Ordinary 100% 100% 1205 Pty Ltd Body Corporate Australia Australia Ordinary 100% 100% Resolution Minerals Gold LLC Body Corporate USA USA Ordinary 100% 100% Resolution Minerals Alaska Inc Body Corporate USA USA Ordinary 100% 100% 1503571 B.C. Ltd1 Body Corporate Canada Canada Ordinary 100% - 1262446 B.C. Ltd1 Body Corporate Canada Canada Ordinary 100% - Horse Heaven Holdings Inc.1 Body Corporate USA USA Ordinary 100% - Remington Capital Corporation1 Body Corporate Canada Canada Ordinary 100% - Remington Idaho Inc.1 Body Corporate USA USA Ordinary 100% - 1 Subsidiary companies acquired during the year.
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RESOLUTION MINERALS LTD ACN: 617 789 732 52 19. FINANCIAL RISK MANAGEMENT AND CAPITAL MANAGEMENT The Group’s financial instruments consist mainly of deposits with banks and accounts payable. The total for each category of financial instruments are as follows: Note 2026 A$ 2025 A$ Financial assets Cash and cash equivalents 6 10,343,353 1,171,241 Investments – listed1 55,170 43,566 Investments – unlisted3 224,591 - 10,623,114 1,214,807 Financial liabilities Trade payables 10 2,451,133 741,202 Other payables 879,718 448,111 3,330,851 1,189,313 1 designated at fair value through other comprehensive income utilise Level 1 of AASB13’s fair value hierarchy. 2 designated at fair value through other comprehensive income utilise Level 3 of AASB13’s fair value hierarchy. Financial risk management policy Risk management is carried out by the Managing Director under policies approved by the Board of Directors. The Board provide s written principles for overall risk management, as well as policies covering specific areas, such as interest rate and credit ris k. a) Liquidity risk Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities. The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate working capital is maintained for the coming months. Upcoming capital needs and the timing of raisings are assessed by the board. Financial liabilities are expected to be settled within 12 months. b) Interest rate risk The Group’s exposure to interest rate risk is the risk that a financial instrument’s value will fluctuate as a result in changes in market interest rates. Cash is the only asset affected by interest rate risk as cash is the Group’s only financial asset exposed to fluctuating interest rates. The Group is exposed to interest rate risk on cash balances and term deposits held in interest bearing accounts. The Board constantly monitors its interest rate exposure and attempts to maximise interest income by using a mixture of fixed and variable interes t rates, whilst ensuring sufficient funds are available for the Group’s operating activities. The Group’s net exposure to interest rate risk at 3 0 June 2026 would not have a material effect on the results. c) Sensitivity analysis Interest rate The Group has performed a sensitivity analysis relating to its exposure to interest rate risk at reporting date. This sensitivity analy sis demonstrates the effect on the current year results and equity which could result from a change in these risks. 2026 Effect on: Sensitivity* Profit A$ Equity A$ Interest rate + 1.65% +147,492 +147,492 - 1.65% -147,492 -147,492
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RESOLUTION MINERALS LTD ACN: 617 789 732 53 2025 Effect on: Sensitivity* Profit A$ Equity A$ Interest rate + 1.65% +5,247 +5,247 - 1.65% -5,247 -5,247 *The method used to arrive at the possible change of 165 basis points (2025: 165 basis points) was based on the analysis of the absolute nominal change of the Reserve Bank of Australia (RBA) monthly issued cash rate. Historical rates indicate that for the past five financial years, interest rate movements ranged between 0 to 1 65 basis points. It is considered that 165 basis points a ‘reasonably possible’ estimate as it accommodates for the maximum variations inherent in the interest rate movement over the past five years. The fair values of all financial assets and liabilities of the Group approximate their carrying values. d) Foreign exchange risk Foreign exchange risk arises from the possibility that the Group might encounter fluctuations in the exchange rate from the t ime a contract is executed to the time of settlement. The Group manages foreign exchange risk by monitoring forecast foreign cash f lows and ensuring that where appropriate foreign currency is purchased to meet future foreign cash flow needs. The Group does not actively hedg e currency and assesses the appropriateness of future foreign currency contracts on a case by case basis. 2026 Effect on: Sensitivity* Profit A$ Equity A$ Exchange rate variance + 10% +185,220 +185,220 - 10% -185,220 -185,220 2025 Effect on: Sensitivity* Profit A$ Equity A$ Exchange rate variance + 10% NA NA - 10% NA NA e) Net fair values of financial assets and financial liabilities Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying values of all financial assets and liabilities of the Group approximate their fair values.
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RESOLUTION MINERALS LTD ACN: 617 789 732 54 20. PARENT ENTITY INFORMATION Information relating to Resolution Minerals Ltd (the parent entity). 2026 A$ 2025 (Restated) A$ Statement of financial position Current assets 11,308,185 1,621,990 Total assets 85,638,159 3,765,187 Current and total liabilities 1,470,169 790,621 Net Assets 84,167,990 2,974,566 Issued capital 124,880,846 37,325,655 Other contributed equity 2,661,900 - Retained losses (88,862,393) (36,237,105) Reserves 45,487,637 1,886,016 Total Equity 84,167,990 2,974,566 Statement of profit or loss and other comprehensive income Loss for the year 53,523,301 6,080,067 Total comprehensive loss for the year 53,523,301 6,080,067 All contingent liabilities and contractual commitments disclosed elsewhere in this report are entered into by the parent enti ty. There are no guarantees entered into in relation to debts of subsidiaries.
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RESOLUTION MINERALS LTD ACN: 617 789 732 55 21. SEGMENT INFORMATION Contributions by business segment based on geographical location are: 1. Australia Gold and Antimony project exploration – represented by: - NSW – Spur South and Drake Projects exploration 2. United States Gold and Antimony - represented by: - 64North Project in Alaska - Horse Heaven Project in Idaho 3. Unallocated corporate expenditure. 2026 Exploration Australia A$ USA A$ Unallocated A$ Total A$ Income Interest income - - 274,356 274,356 Other income - - - - Expenses Exploration expense (18,237) - - (18,237) Impairment expense (1,356,605) - - (1,356,605) Impairment reversal - 1,601,147 - 1,601,147 Depreciation - - (6,248) (6,248) Total expenses - - (53,811,031) (53,811,031) Profit / (Loss) before tax (1,374,842) 1,601,147 (53,542,923) (53,316,618) Balance sheet Exploration and evaluation 424,956 73,927,484 - 74,352,440 Other assets - 1,290,664 12,062,252 13,352,916 Total assets 424,956 75,218,148 12,062,252 87,705,356 Total liabilities - 1,866,303 1,499,010 3,365,313 Net assets 424,956 73,351,845 10,563,242 84,340,043 2025 - Restated Exploration Australia A$ USA A$ Unallocated A$ Total A$ Income Interest income - - 9,200 9,200 Other income - - 22,041 22,041 Expenses Exploration expense (1,012) (232) - (1,244) Impairment (767,406) (1,333,915) - (2,101,321) Total expenses - - (3,962,092) (3,962,092) Profit / (Loss) before tax (768,418) (1,334,147) (3,930,851) (6,033,416) Balance sheet Exploration and evaluation 1,763,880 640,000 - 2,403,880 All other assets - - 1,794,510 1,794,510 Total assets 1,763,880 640,000 1,794,510 4,198,390 Total liabilities 106,086 - 1,125,860 1,231,946 Net assets 1,657,794 640,000 668,650 2,966,444
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RESOLUTION MINERALS LTD ACN: 617 789 732 56 22. EVENTS ARISING SINCE THE END OF THE REPORTING PERIOD There are no matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years except those noted below. The following events occurred after the reporting date: • On 17 August 2026, the Company appointed Mr Brett Lynch as a Non-Executive Director. • On 9 September 2026 (U.S. time), trading in the Company’s American depositary shares commenced trading on the Nasdaq Capital Market under the ticker code RML. • Since 30 June 2026, the Company has issued 165,000,000 unquoted performance rights as remuneration to consultants and 285,736,750 ordinary shares upon the exercise of vested performance rights. • Since 30 June 2,410,450 RMLOC options were exercised into ordinary shares and 2,000,000 unquoted options lapsed unexercised
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RESOLUTION MINERALS LTD ACN: 617 789 732 57 Consolidated Entity Disclosure Statement This Consolidated Entity Disclosure Statement (CEDS) has been prepared in accordance with the Corporations Act 2001 and includes required information for each entity that was part of the consolidated entity as at the end of the financial year. Name of entity Type of entity % of share capital held Country of registration Australian resident or foreign resident for tax purposes Jurisdiction(s) for foreign tax residency Resolution Minerals Ltd Body corporate n/a Australia Australian n/a Xavier Resources Pty Ltd Body corporate 100% Australia Australian n/a Curie Resources Pty Ltd Body corporate 100% Australia Australian n/a Carrara Resources Pty Ltd Body corporate 100% Australia Australian n/a Devil Prospecting Pty Ltd Body corporate 100% Australia Australian n/a 1205 Pty Ltd Body corporate 100% Australia Australian n/a Resolution Minerals Alaska Inc Body corporate 100% USA Both USA Resolution Minerals Gold LLC Body corporate 100% USA Both USA 1503571 B.C. Ltd. Body corporate 100% Canada Both Canada 1262446 B.C. Ltd. Body corporate 100% Canada Both Canada Horse Heaven Holdings Inc. Body corporate 100% USA Both USA Remington Capital Corporation Body corporate 100% Canada Both Canada Remington Idaho Inc. Body Corporate 100% USA Both USA None of the entities listed above are a trustee, partner or participant in a joint venture . Consolidated entity This CEDS includes only those entities consolidated as at the end of the financial year in accordance with AASB 10 Consolidated Financial Statements (AASB 10). Determination of Tax Residency Section 295 (3A) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 19 97. The determination of tax residency involves judgment as there are currently several different interpretations that could be ado pted, and which could give rise to a different conclusion on residency. In determining tax residency, the consolidated entity has applied the following interpretations: Australian tax residency The consolidated entity has applied current legislation and judicial precedent, including having regard to the Tax Commission er's public guidance in Tax Ruling TR 2018/5 Income tax: central management and control test of residency. Foreign tax residency Where necessary, the consolidated entity has used independent tax advisers in foreign jurisdictions to assist in its determin ation of tax residency to ensure applicable foreign tax legislation has been complied with. Additional disclosures on the tax status of partnerships and trusts have been provided where relevant .
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RESOLUTION MINERALS LTD ACN: 617 789 732 58 Directors’ Declaration In the opinion of the Directors of Resolution Minerals Ltd: a) the consolidated financial statements and notes of Resolution Minerals Ltd are in accordance with the Corporations Act 2001 (Cth), including: i. giving a true and fair view of its financial position as at 3 0 June 2026 and of its performance for the financial year ended on that date; and ii. complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001 (Cth); and b) there are reasonable grounds to believe that Resolution Minerals Ltd will be able to pay its debts when they become due and payable. c) the information disclosed in the consolidated entity disclosure statement is true and correct. Note 1 confirms that the consolidated financial statements comply with International Financial Reporting Standards. Signed in accordance with a resolution of the Directors: Aharon Zaetz Executive Director Adelaide 30 September 2026
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RESOLUTION MINERALS LTD ACN: 617 789 732 59 Independent Audit Report
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RESOLUTION MINERALS LTD ACN: 617 789 732 60
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RESOLUTION MINERALS LTD ACN: 617 789 732 63
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RESOLUTION MINERALS LTD ACN: 617 789 732 64 ASX Additional Information Additional information required by the ASX Limited Listing Rules and not disclosed elsewhere in this report is set out below. This information is effective as at 31 August 2026. The Company is listed on the Australian Securities Exchange. RML has the following securities subject to voluntary escrow at 31 August 2026: 1,000,000 RML shares - 2 September 2026 There is no current on-market buy-back. Substantial shareholders There are no substantial shareholders (shares held) of the Company at 31 August 2026. Voting rights Ordinary shares On a show of hands, every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote. Performance Rights No voting rights. Options No voting rights. Distribution of equity by security holders Holding Quoted Unquoted Ordinary Shares RML Options 31Jul28 $0.018 RMLOC Options 30Nov29 $0.10 RMLOD Performance Rights Options # % # % # % # # 1 – 1,000 96 0.00 97 0.01 - - - - 1,001 – 5,000 137 0.02 130 0.08 - - - - 5,001 – 10,000 703 0.25 99 0.14 - - - - 10,001 – 100,000 3,463 6.63 283 2.39 56 0.89 - - 100,001 and over 2,038 93.09 323 97.38 134 99.11 15 4 Number of Holders 6,4371 932 190 15 4 Securities on issue 2,282,775,5902 100.00 518,186,063 100.00 418,495,000 100.00 503,288,7503 60,000,0004 1 There were 1,173 holders of less than a marketable parcel of ordinary shares ($500 amounts to 12,195 shares at $0.041). 2 The Company has 1,000,000 RML shares subject to voluntary escrow to 2 September 2026. 3 Performance Rights were issued under the Company’s Performance Share Plan and Incentive Plan. 4 Unquoted options are comprised of: - 45,000,000 options ($0.032 / 26 Mar-29 expiry) held by directors A Zaetz (22,500,000) and M Rogatsky (22,500,000). - 2,000,000 options (2 Sep-26 expiry) held by Adam Roper – 500,000 @ $0.15 / 500,000 @ $0.20 / 500,000 @ $0.25 / 500,000 @ $0.30. - 3,000,000 options (2 Sep-30 expiry) held by Craig Lindsay – 1,000,000 @ $0.10 / 1,000,000 @ $0.15 / 1,000,000 @ $0.20. - 10,000,000 options ($0.0912 / 2 Sep-28 expiry) held by Roth Capital Partners.
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RESOLUTION MINERALS LTD ACN: 617 789 732 65 Twenty largest holders of Ordinary Shares – RML No. of Shares held % Held 1 Citicorp Nominees Pty Limited 210,299,337 9.21 2 HSBC Custody Nominees (Australia) Limited 167,760,718 7.35 3 BNP Paribas Nominees Pty Ltd <IB AU Noms Retailclient> 65,914,933 2.89 4 Mr Menachem Mendel Rogatsky 45,240,625 1.98 5 HSBC Custody Nominees (Australia) Limited - A/C 2 31,900,049 1.40 6 Geoula Pty Ltd <Zaetz Family A/C> 31,250,000 1.37 7 Golden Crane Holdings Limited 30,000,000 1.31 8 Martin Place Securities Nominees Pty Ltd <Endstream A/C> 28,590,676 1.25 9 BNP Paribas Nominees Pty Ltd <Clearstream> 28,486,245 1.25 10 BNP Paribas Noms Pty Ltd 26,461,075 1.16 11 Scotney Investments Pty Ltd 25,000,000 1.10 12 Consult4Nts Pty Ltd 21,875,000 0.96 13 Mr Craig Thomas Lindsay 21,872,904 0.96 14 Melbor Pty Ltd <RJW Family A/C> 20,433,334 0.90 15 Warbont Nominees Pty Ltd <Unpaid Entrepot A/C> 18,964,051 0.83 16 Finclear Services Pty Ltd <Superhero Securities A/C> 16,697,348 0.73 17 Mr Ritesh Chandan & Mrs Ranjana Sharma <Chandan Family A/C> 15,894,037 0.70 18 Melbor Pty Ltd <RJW Family A/C> 15,563,333 0.68 19 S3 Consortium Holdings Pty Ltd <Nextinvestors Dot Com A/C> 15,367,022 0.67 20 47 Eton Pty Ltd <Sullivan Family A/C> 12,000,000 0.53 849,570,687 37.22 Total Ordinary Shares on issue 2,282,775,590 100.00 Twenty largest holders of Quoted Options – RMLOC ($0.018 / 31 July 2028) No. of Options held % Held 1 Mr Menachem Mendel Rogatsky 36,655,079 7.07 2 Geoula Pty Ltd <Zaetz Family A/C> 35,156,250 6.78 3 HSBC Custody Nominees (Australia) Limited 33,425,718 6.45 4 10 Bay Street Pty Limited 28,956,261 5.59 5 S3 Consortium Holdings Pty Ltd <Nextinvestors Dot Com A/C> 22,638,460 4.37 6 Marah Al Kiwan 13,647,668 2.63 7 SDGM Investments Pty Ltd <SDGM Super Fund A/C> 12,018,606 2.32 8 Finexia Wealth Pty Ltd 11,120,322 2.15 9 Finexia Wealth Pty Ltd <Client Nominee A/C> 11,015,392 2.13 10 Mr Craig Thomas Lindsay 10,436,452 2.01 11 Kembla No 10 Pty Ltd <Coldgold Super Plan A/C> 8,301,166 1.60 12 Citicorp Nominees Pty Limited 7,911,140 1.53 13 1209072 BC Ltd 6,957,637 1.34 14 Oakley Capital Partners Pty Limited 6,498,367 1.25 15 Mr Yong Kil An 6,366,845 1.23 16 Rajinder Grewal 6,225,177 1.20 17 Phillip Street Holdings Pty Ltd <Phillip Street A/C> 6,103,850 1.18 18 Sunrise Australia Pte Ltd 5,560,161 1.07 19 Tri Super Fund Pty Ltd <Tri Super Fund A/C> 5,449,250 1.05 20 Mrs Xiaoyan Xiang 4,750,000 0.92 279,193,801 53.88 Total Quoted Options on issue 518,186,063 100.00
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RESOLUTION MINERALS LTD ACN: 617 789 732 66 Twenty largest holders of Quoted Options – RMLOD ($0.10 / 30 November 2029) No. of Options held % Held 1 Finexia Wealth Pty Ltd <Client Nominee A/C> 79,500,000 19.00 2 Phillip Street Holdings Pty Ltd <Phillip Street A/C> 68,196,800 16.30 3 10 Bay Street Pty Limited 26,100,000 6.24 4 Oakley Capital Partners Pty Limited 18,624,997 4.45 5 UBS Nominees Pty Ltd 17,823,016 4.26 6 Melbor Pty Ltd <RJW Family A/C> 15,563,334 3.72 7 LTC Long Short Fund Pty Ltd 13,700,000 3.27 8 Oakley Capital Partners Pty Limited <Custodian Accum A/C> 12,375,000 2.96 9 SDGM Investments Pty Ltd <SDGM Super Fund A/C> 10,130,833 2.42 10 Mr John Langley Hancock 10,000,000 2.39 11 Citicorp Nominees Pty Limited 8,476,985 2.03 12 Harbour Capital Opportunities Fund Pty Ltd 8,200,000 1.96 13 Neweconomy Com Au Nominees Pty Limited <900 Account> 7,500,000 1.79 14 Oakley Capital Partners Pty Limited <Client Settlement A/C> 7,000,000 1.67 15 Oakley Capital Partners Pty Limited <Custodian Accum A/C> 7,000,000 1.67 16 BNP Paribas Nominees Pty Ltd <IB AU Noms Retailclient> 6,430,776 1.54 17 S3 Consortium Holdings Pty Ltd <Nextinvestors Dot Com A/C> 5,640,700 1.35 18 Melbor Pty Ltd <RJW Family A/C> 5,481,736 1.31 19 Rick Minhas 5,250,000 1.25 20 DRM Technologies Pty Ltd 3,750,000 0.90 336,744,177 80.47 Total Quoted Options on issue 418,495,000 100.00