What changed in this filing

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Item 1. Business

2025-04-07 compared with 2024-04-16 · 39 added, 33 removed, 74 unchanged (49% of the section changed)

History and Organization

The Company is a minerals investment, management, and exploration company, and currently conducting test mining and pilot milling activities through an operating subsidiary in México, with specific focus on precious and base metals in México.

DynaResource, Inc.

operates its 100% owned San Jose de Gracia producing gold mine in México.

The Company is a minerals investment, management, and exploration company, focused on the advancement of precious metals assets in México.

The Company was originally incorporated in the State of California on September 28, 1937, under the name West Coast Mines, Inc.

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DynaUSA owns 100% of the outstanding shares of DynaResource de México, S.A.

which owns 100% of the mining concessions, equipment, camp and related facilities which comprise the San Jose de Gracia mining project.

We have one wholly owned subsidiary in the USA, DynaMexico US Holding LLC (“US Holding”) and three in Mexico, DynaResource de Mexico S.A.

(“DynaMexico”), Mineras de DynaResource S.A.

(“DynaMineras”) and DynaResource Operaciones, S.A.

(“DynaOperaciones”) in Mexico, collectively referred to as “the Company”.

Although we consider the three Mexican subsidiaries to be wholly owned, each has issued one qualifying share to a second shareholder as required under Mexican law, with such qualifying shares held by either US Holding or DynaUSA’s Chief Executive Officer.

The Company currently conducts test mining and pilot milling operations, and other exploration activities of the San Jose de Gracía Property (“SJG”), in northern Sinaloa State, México.

The end use product produced at our test mining and pilot milling operations at SJG is in the form of gold-silver concentrate.

(“DynaMexico”) which owns 100% of the mining concessions, equipment, camp and related facilities which comprise the San Jose de Gracia mining project.

We have one wholly owned subsidiary in the USA, DynaMéxico US Holding LLC (“US Holding”) and four in Mexico, DynaResource de Mexico S.A.

(“DynaMéxico”), Mineras de DynaResource S.A.

(“DynaMineras”), DynaResource Operaciones, S.A.

(“DynaOperaciones”) and Minera de Alica S.A.

de C.V.(“DynaAlica”), collectively referred to as “the Company”.

Although we consider the four Mexican subsidiaries to be wholly owned, each has issued one qualifying share to a second shareholder as required under Mexican law, with such qualifying shares held by US Holding.

The Company currently conducts exploration, project developments, and site based processing activities at the San Jose de Gracia Property (“SJG”), in northern Sinaloa State, México.

The end use product resulting from the Company’s site-based processing activities at SJG is in the form of gold-silver concentrate.

Gold-silver concentrate, or simply concentrate, is raw precious metals materials that has been crushed and ground finely to a sand-like product where gangue (waste) and non-precious metals are removed or reduced, thus concentrating the precious metals component.

Concentrate processed and produced from San Jose de Gracía is transported to a third-party for processing.

During 2023, we reported the delivery and sale of 24,829 net ounces (Oz) gold (subject to final settlements) contained in concentrate.

All gold concentrate originated from the San Jose de Gracía Property in México.

Gold concentrates are sold at a small discount to the prevailing spot market price, based on the price per ounce of gold quoted at the London PM gold fix, with the actual net precious metals prices received depending on the sales contract.

Concentrate processed and produced from San Jose de Gracia is transported and sold to a third-party for further processing.

During 2024, we reported the delivery and sale of 22,003 ounces (Oz) gold (subject to final settlements) contained in concentrate.

All gold concentrate originated from the San Jose de Gracia Property in México.

Gold concentrates are sold at a small discount, the payability adjustment, to the prevailing spot market price, based on the price per ounce of gold quoted at the London PM gold fix, with the actual net payable precious metals prices received depending on the sales contract.

Concentrates are priced by the assay of the gold content in the concentrate deliveries and the final selling price and gold quantities are subject to final adjustments at the time of final purchase settlement.

In the first three quarters of 2023, the final adjustments decreased initial reported delivered ounces by approximately 15%.

Since and including the fourth quarter of 2023, there have been no material adjustments to the reported delivered ounces.

Metals Prices

The results of the Company are substantially dependent upon the market prices of gold and silver, which fluctuate widely.

In the past, the Company has not entered into derivative contracts to protect the selling price for certain anticipated gold and silver production and to manage risks associated with foreign currencies.

In September 2024, the Company entered into a derivative contract to protect the selling price for certain anticipated gold and silver production and to manage risks associated with foreign currencies with 75% of the production being sold at $2,495 per ounce for a total delivery under the contract of 9,000 ounces.

The effect of this hedging activity was approximately negative $850 thousand in fiscal 2024.

In March 2025, the Company fulfilled its delivery obligation under the commodity pricing contract.

Gold and Silver Pilot Processing Methods

Gold and silver are extracted from mined mineralized material, by crushing, grinding, milling, and further by simple gravity and flotation recoveries.

Gold and silver are extracted from mined mineralized material, by crushing, grinding, milling, and further primarily by flotation recovery as well as some gravity recovery.

The mineralized material is extracted by underground mining methods.

The processing plant at the San José de Gracía mine site is composed of conventional crushing and grinding circuits, and with gravity and flotation recovery methods.

The processing plant at the San José de Gracia mine site is composed of conventional crushing and grinding circuits, and primarily flotation recovery methods.

A single gravity concentrator is in operation which produces a separate gravity concentrate and the Company expects to expand the gravity circuit in 2025.

The gravity and flotation concentrates are partially dewatered and transported to purchasers in armored and secured semi-trailer trucks.

We purchase materials and supplies from third parties to conduct our business, including electricity, fuel, chemical reagents, explosives, steel and concrete.

Prices for these commodities are volatile and can fluctuate due to conditions that are difficult to predict, including inflation, currency fluctuations, global competition for resources, consumer or industrial demand and other factors.

Prices for these commodities are volatile and can fluctuate due to conditions that are difficult to

predict, including inflation, currency fluctuations, global competition for resources, consumer or industrial demand and other factors.

For most of these commodities, we have existing alternate sources of supply or alternate sources of supply are readily available.

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Segment Information

The Company operates in one segment:

test mining and milling gold-silver concentrate for sale from its location in Mexico.

The Company operates in one reportable segment focused on exploration and related site-based processing activities at its gold-silver project in Mexico.

Any concentrate produced is incidental to exploration and evaluation efforts and not the result of commercial production.

General Government Regulations

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Three main permits required before construction can begin are:

Environmental Impact Statement (known in México as Manifesto Impacto Ambiental ) ("MIA"), Land Use Change (known in México as Estudio Justificativo Para Cambio Uso Sueldo ) ("ETJ"), and Risk Analysis (known in México as Analisis de Riesgo ) ("RA").

Environmental Impact Statement (known in México as Manifesto Impacto Ambiental ) ("MIA"), Land Use Change (known in México as Estudio Tecnico Justificativo Para Cambio de Uso de Suelo ) ("ETJ"), and Risk Analysis (known in México as Análisis de Riesgo ) ("RA").

A construction permit is required from the local municipality and an archaeological release letter must be obtained from the National Institute of Anthropology and History (known as "INAH").

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We believe we operate in compliance with all applicable governmental laws and regulations and the costs of compliance are paid for on an ongoing basis.

Due to the nature of our permit, we have requirements for landscape restoration which are fulfilled on an ongoing basis.

Due to the nature of our permit, we have requirements for landscape restoration which are fulfilled on an

ongoing basis.

We are working under a permit which required a Forest Fund bond of approximately 134,487 pesos and does not require, other than the replanting of like vegetation material, any reclamation work since we are mining underground.

We maintain a greenhouse of approximately 20,000 trees that are used in the replanting of vegetation material.

We maintain a greenhouse of approximately 10,000 trees and a full-time gardener to undertake rehabilitation work programs.

The Company sells its concentrates to the buyer who offers the best terms based upon price, treatment costs, refining costs, and other terms of payment.

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Additionally, we have no major suppliers of raw materials as the ore we mine is the most important raw material we use.

Supplementary supplies such as fuel and organic solutions are in ready supply from a number of vendors.

Supplementary supplies such as fuel and organic reagents are in ready supply from a number of vendors.

Competitive Business Conditions

We compete with many companies in the mining and mineral exploration and production industry, including large, established mining companies with substantial capabilities, personnel, and financial resources.

There is a limited supply of desirable mineral lands available for claim-staking, lease, or acquisition in the United States, Canada, Mexico, Argentina, and other areas where we may conduct our mining or exploration activities.

We may be at a competitive disadvantage in acquiring mineral properties, since we compete with these entities, many of which have significantly greater financial resources and larger technical staffs than we do.

There is a limited supply of desirable mineral lands available for claim-staking, lease, or acquisition in the United States, Canada, Mexico, and other areas where we may conduct our mining or exploration activities.

From time to time, specific properties or areas that would otherwise be attractive to us for exploration or acquisition may be unavailable due to their previous acquisition by other companies or our lack of financial resources.

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Human Capital Resources

As of December 31, 2023, we had approximately 200 employees in Mexico and 6 in the United States.

All our employees based in the United States work in an executive, technical or administrative position, while our employees in Mexico include management, laborers, craftsmen, mining, geologist environmental specialists, information technologists, accountants and various other support roles.

As of December 31, 2024, we had approximately 220 employees in Mexico and 5 in the United States and Canada.

All our employees based in the United States and Canada work in an executive, technical or administrative position, while our employees in Mexico include management, laborers, craftsmen, mining, geologist environmental specialists, information technologists, accountants and various other support roles.

We also frequently engage independent contractors in connection with certain administrative matters and the exploration of our properties, such as drillers, geophysicists, geologists, and other specialty technical disciplines.

For the United States, we also engage independent contractors for technical and professional expertise.

None of our employees in México are covered by union contracts and the Company believes we have good relations with our employees.

For the United States and Canada, we also engage independent contractors for technical and professional expertise.

None of our employees in México are covered by union contracts and the Company believes it has good relations with our employees.

As part of our fundamental need to attract, reward and retain talent, we regularly evaluate our compensation, benefits and employee wellness offerings.

We have determined that our compensation arrangements are competitive in the industry.

We believe that our compensation arrangements are competitive in the industry.

Responsibility

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We strive for best-in-class safety and environmental policies through an approach of responsible production, including the sole use of biodegradable and organic solvents and a focus on best safety practices.

DynaResource has constructed and donated a hospital to the SJG community and contributed funds for repairs and upgrades to the local church and school, and provided education and business training to adults, creating new opportunities for current residents.

DynaResource has constructed and donated a medical clinic to the SJG community and contributed funds for repairs and upgrades to the local church and school, and provided education and business training to adults, creating new opportunities for current residents.

Additionally, we’ve funded and constructed roads within the community and improved a road from Sinaloa de Leyva to SJG, a distance of over 60 kilometers.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business