Solitario Resources Corp.

Other Industrial Metals & Mining • Basic Materials • Wheat Ridge, CO, United States • XPL (ASE)

303 534 1030 4251 Kipling Street, Wheat Ridge, CO 80033, United States

Quarter: Q2 2025 Reported: June 20, 2025 Sentiment: Positive

Solitario Resources Corp., an exploration stage company, engages in the acquisition and exploration of precious metal, zinc, and other base metal properties in North and South America. It also explores for gold deposits. The company holds 100% interest in the Golden Crest gold project covering an area of approximately 33,000 acres of mining claims located in western South Dakota, Lawrence County; and 85% interest in the Chambara project, which consists of 12 concessions covering an area of approximately 9,661 hectares located in Peru. It also holds 100% interest in the Cat Creek project located in south-central Colorado. The company was formerly known as Solitario Zinc Corp. and changed its name to Solitario Resources Corp. in July 2023. Solitario Resources Corp. was incorporated in 1984 and is based in Wheat Ridge, Colorado.

Analysis Summary

Solitario Resources Corp. (XPL) conducted its Annual Meeting of Shareholders on June 19, 2025, where all four submitted proposals received overwhelming approval, signaling strong shareholder confidence in the company's governance and strategic direction. The meeting saw 46,809,118 shares represented, indicating robust shareholder engagement.

**Detailed Shareholder Approvals:**
1. **Election of Directors:** Six directors were elected to serve until the next annual meeting. All received significant 'For' votes, ranging from 95.86% (John Labate) to 99.03% (Christopher E. Herald) of shares voting, demonstrating strong support for the current board composition.
2. **Advisory Vote on Executive Compensation:** Shareholders approved the compensation of named executive officers with 81.90% of shares voting 'For', indicating satisfaction with the current executive compensation structure.
3. **Increase in Authorized Shares:** A pivotal strategic decision was the approval to amend Solitario's Articles of Incorporation, increasing the authorized common stock to 200,000,000 shares. This passed with 84.43% of shares voting 'For' and was effective upon filing on June 19, 2025. This provides the company with substantial flexibility for future capital-raising activities, potential mergers and acquisitions, or stock-based compensation plans, without requiring further shareholder approval for each issuance up to the new limit.
4. **Appointment of Auditors:** The appointment of Assure CPA, LLC as auditors for fiscal year 2025 was ratified with 87.98% of shares voting 'For', reflecting confidence in the company's financial oversight.

**Financial Performance & Guidance:** This 8-K filing is solely a report on the Annual Meeting results and does not contain any financial performance data for Q2 2025, nor does it provide revenue, earnings per share, net income, or forward-looking guidance. Therefore, a detailed financial breakdown, growth rates, or specific guidance commentary cannot be provided from this document.

**Strategic Initiatives & Business Segment Analysis:** The primary strategic initiative highlighted by this filing is the enhanced financial flexibility gained through the increased authorized share count. No other specific business segment analysis or operational strategic initiatives were discussed.

**Management Commentary & Forward Guidance:** As this is an 8-K filing reporting meeting results, there was no direct management commentary or forward guidance provided beyond the outcomes of the votes.

**Competitive Positioning & Market Trends:** The filing does not offer insights into Solitario's competitive positioning or broader market trends affecting the mining or resources sector.

**Risk Factors & Concerns:** The most notable risk factor arising from this filing is the potential for future shareholder dilution due to the significant increase in authorized common shares. While it provides flexibility, actual issuance of these shares would dilute existing shareholders' ownership. The absence of Q2 2025 financial results in this filing also means investors lack current operational insights, which could be a concern if the company's performance is not robust.

**Analyst Q&A Highlights:** This document is an 8-K filing and does not include an analyst Q&A session.

Key Highlights

• Shareholders approved an increase in authorized common stock to 200 million shares, effective June 19, 2025.
• Six directors were elected with strong shareholder support, ranging from 95.86% to 99.03% of votes cast.
• Executive compensation received advisory approval with 81.90% of shares voting for.
• Assure CPA, LLC was ratified as the company's auditors for fiscal year 2025 with 87.98% approval.
• All proposals at the Annual Meeting of Shareholders on June 19, 2025, passed with significant majorities.
• The filing did not include Q2 2025 financial results or forward guidance.

Financial Metrics

eps

YoY: N/A - Not discussed in this filing

revenue

N/A

YoY: N/A - Not discussed in this filing

guidance

net income

N/A

YoY: N/A - Not discussed in this filing

Stock Performance (90 Days)

Data through Jan 16, 2026

Positive Signals

• Overwhelming shareholder approval for all management proposals.
• Strong support for the re-election of all directors.
• Shareholder approval of executive compensation, indicating confidence in leadership.
• Increased authorized shares provide significant financial and strategic flexibility for future growth.

Risks & Concerns

— Potential for future shareholder dilution due to the substantial increase in authorized common stock.
— Absence of Q2 2025 financial performance data in this filing leaves investors without current operational insights.
— Market perception of a large increase in authorized shares could be negative if not clearly tied to specific, value-accretive plans.