What changed in this filing

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Item 1. Financial Statements

2024-11-05 compared with 2024-07-30 · 103 added, 70 removed, 262 unchanged (40% of the section changed)

3 unchanged sentences

(in thousands of U.S.

except share and amounts)

September 30,

except share amounts)

Current assets:

14 unchanged sentences

Operating lease liability – long-term

Asset retirement obligation – Lik

Asset retirement obligation and reclamation liabilities

Total long-term liabilities

1 unchanged sentence

Shareholders’ equity:

Preferred stock, $ 0.01 par value, authorized 10,000,000 shares (none issued and outstanding at June 30, 2024 and December 31, 2023)

Common stock, $ 0.01 par value, authorized 100,000,000 shares ( 81,438,418 and 79,586,358 shares, respectively, issued and outstanding at June 30, 2024 and December 31, 2023)

Preferred stock, $ 0.01 par value, authorized 10,000,000 shares (none issued and outstanding at September 30, 2024 and December 31, 2023)

Common stock, $ 0.01 par value, authorized 100,000,000 shares ( 81,638,418 and 79,586,358 shares, respectively, issued and outstanding at September 30, 2024 and December 31, 2023)

Additional paid-in capital

8 unchanged sentences

Three months ended

Six months ended

September 30,

Nine months ended

September 30,

Operating expense:

17 unchanged sentences

(in thousands of U.S.

Six months ended

Nine months ended

September 30,

Operating activities:

6 unchanged sentences

Loss (gain) on derivative instruments

Increase in asset retirement and reclamation liabilities

Changes in operating assets and liabilities:

13 unchanged sentences

Net cash provided by financing activities

Net increase in cash and cash equivalents

Net decrease in cash and cash equivalents

Cash, cash equivalents and restricted cash, beginning of period

20 unchanged sentences

Nexa Resources, Ltd.

(“Nexa”), Solitario’s joint venture partner, is continuing the exploration and furtherance of the Florida Canyon Project and Solitario is monitoring progress at Florida Canyon.

(“Nexa”), Solitario’s joint venture partner, is continuing the exploration and furtherance of the Florida Canyon Project and Solitario is monitoring progress at the Florida Canyon Project.

Solitario is working with its 50% joint venture partner in the Lik Project, Teck American Incorporated, a wholly owned subsidiary of Teck Resources Limited (both companies are referred to as “Teck”), to further the exploration and evaluate potential development plans for the Lik Project.

During the six months ended June 30, 2024, Solitario began work on a new early-stage project, the Cat Creek project (the “Cat Creek Project”) in Colorado.

During the nine months ended September 30, 2024, Solitario began work on a new early-stage project, the Cat Creek project in Colorado (the “Cat Creek Project”).

Solitario is conducting mineral exploration on its Golden Crest Project and the Cat Creek Project on its own.

Solitario anticipates using its cash and short-term investments, in part, to fund costs and activities to further the exploration of its core mineral projects, the Florida Canyon, Lik and Golden Crest, as well as its Cat Creek Project, and to potentially acquire additional mineral property assets.

Solitario anticipates using its cash and short-term investments, in part, to fund costs and activities to further the exploration of its core mineral projects, the Florida Canyon Project, Lik Project and Golden Crest Project, as well as its Cat Creek Project, and to potentially acquire additional mineral property assets.

The fluctuations in precious metal and other commodity prices contribute to a challenging environment for mineral exploration and development, which has created opportunities as well as challenges for the potential acquisition of early-stage and advanced mineral exploration projects or other related assets at potentially attractive terms.

The accompanying interim condensed consolidated financial statements of Solitario for the three and six months ended June 30, 2024 are unaudited and are prepared in accordance with accounting principles generally accepted in the United States of America (“generally accepted accounting principles”).

The accompanying interim condensed consolidated financial statements of Solitario for the three and nine months ended September 30, 2024 are unaudited and are prepared in accordance with accounting principles generally accepted in the United States of America (“generally accepted accounting principles”).

They do not include all disclosures required by generally accepted accounting principles for annual financial statements, but in the opinion of management, include all adjustments necessary for a fair presentation.

12 unchanged sentences

Solitario is evaluating the new guidance and has not yet determined the impact of ASU 2023-05 on its condensed consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07 which improves disclosures about a public entity’s reportable segments and addresses requests from investors and other allocators of capital for additional, more detailed information about a reportable segment’s expenses.

The ASU applies to all public entities that are required to report segment information in accordance with ASC 280 and is effective starting in annual periods beginning after December 15, 2023.

The adoption is not expected to have a material impact on the Company's consolidated financial statements or disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

16 unchanged sentences

Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased.

As of June 30, 2024, $ 14,000 of Solitario’s cash is held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation (“FDIC”) rules for the United States.

As of September 30, 2024, $ 21,000 of Solitario’s cash is held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation (“FDIC”) rules for the United States.

Money Market Funds

4 unchanged sentences

Redemption is permitted daily without written notice.

Solitario’s money market funds of $ 8,048,000 and $ 7,738,000 , respectively, at June 30, 2024 and December 31, 2023 are included in short-term investments.

Solitario’s money market funds of $ 6,398,000 and $ 7,738,000 , respectively, at September 30, 2024 and December 31, 2023 are included in short-term investments.

Restricted Cash

Restricted cash represents investments in certificates of deposit and are restricted primarily for reclamation funding or surety bonds.

Solitario’s restricted cash represents investments in certificates of deposit and are restricted primarily for reclamation funding or surety bonds.

Restricted cash and cash equivalents balances are carried at fair value.

Non-current restricted cash is reported in a separate line on the condensed consolidated balance sheets and totaled $ 100 ,000 at June, 30, 2024.

Total cash and restricted cash at June 30, 2024 and December 31, 2023 was $ 276,000 and $ 200,000 , respectively.

Non-current restricted cash is reported in a separate line on the condensed consolidated balance sheets and totaled $ 100 ,000 at September 30, 2024.

There were no restricted cash amounts at December 31, 2023.

Cash, excluding restricted cash, at September 30, 2024 and December 31, 2023 was $ 86,000 and $ 200,000 , respectively.

Short-term investments

All of Solitario’s short-term investments at June 30, 2024 consist of its investment in a money market account held in a brokerage firm.

Solitario’s short-term investments at September 30, 2024 consists of its investment of $ 6,398,000 in a money market account held in a brokerage firm.

At December 31, 2023 Solitario’s short term investments included a money market account of $ 7,738,000 and United States Treasury Securities (“USTS”) of $ 698,000 with maturities between one and two months.

Earnings per share

The calculation of basic and diluted earnings (loss) per share is based on the weighted average number of shares of common stock outstanding during the three and six months ended June 30, 2024 and 2023.

Potentially dilutive shares related to outstanding common stock options of 5,903,500 and 3,778,500 , respectively, for the three and six months ended June 30, 2024 and outstanding common stock options of 5,340,000 and 5,390,000 , respectively, for the three and six months ended June 30, 2023 were excluded from the calculation of diluted loss per share because the effects were anti-dilutive.

The calculation of basic and diluted earnings (loss) per share is based on the weighted average number of shares of common stock outstanding during the three and nine months ended September 30, 2024 and 2023.

Potentially dilutive shares related to outstanding common stock options of 5,348,500 and 3,828,500 , respectively, for the three and nine months ended September 30, 2024 and outstanding common stock options of 5,195,000 and 5,390,000 , respectively, for the three and nine months ended September 30, 2023 were excluded from the calculation of diluted loss per share because the effects were anti-dilutive.

Mineral Properties

1 unchanged sentence

(in thousands)

September 30,

Lik (Alaska – US)

2 unchanged sentences

Total exploration mineral properties

During the three and six months ended June 30, 2024, Solitario added a new area to its existing Golden Crest Project, covering approximately 98 claims .

During the nine months ended September 30, 2024, Solitario added a new area to its existing Golden Crest Project, covering approximately 98 claims .

The initial cost for staking and recording these claims of $ 43,000 was capitalized as mineral properties.

In addition, during the three and six months ended June 30, 2024, Solitario acquired a new early-stage exploration project, the Cat Creek Project, and capitalized its initial lease acquisition cost of $ 12,000 .

Solitario did not add any new exploration properties or projects during the three and six months ended June 30, 2023.

In addition, during the nine months ended September 30, 2024, Solitario acquired a new early-stage exploration project, the Cat Creek Project, and capitalized its initial lease acquisition cost of $ 12,000 .

Solitario did not add any new exploration properties or projects during the three months ended September 30, 2024 nor the three and nine months ended September 30, 2023.

All exploration costs on our exploration properties, none of which have proven and probable reserves, including any additional costs incurred for subsequent lease payments or exploration activities related to our projects, are expensed as incurred.

3 unchanged sentences

Three months ended

Six months ended

September 30,

Nine months ended

September 30,

Geologic and field expenses

1 unchanged sentence

Total exploration costs

Asset Retirement Obligation

In connection with the acquisition of its interest in the Lik Project in 2017, Solitario recorded an asset retirement obligation of $ 125,000 for Solitario’s estimated reclamation cost of the existing disturbance at the Lik Project.

Asset Retirement Obligation and Reclamation liabilities

Solitario recorded an asset retirement obligation of $ 125,000 at September 30, 2024 for Solitario’s estimated reclamation cost of the existing disturbance at the Lik Project.

This disturbance consists of an exploration camp including certain drill sites and access roads at the camp.

The estimate was based upon estimated cash costs for reclamation as determined by the permitting bond required by the State of Alaska for which Solitario has purchased a reclamation bond insurance policy in the event Solitario or its 50% joint venture partner, Teck, do not complete required reclamation.

Solitario has not applied a discount rate to the recorded asset retirement obligation as the estimated time frame for reclamation is not currently known, as reclamation is not expected to occur until the end of the Lik Project life, which would follow future development and operations, the start of which cannot be estimated or assured at this time.

The estimate was based upon estimated cash costs for reclamation as determined by Solitario and its joint venture partner Teck and is supported by a permitting bond required by the State of Alaska, for which Solitario has purchased a reclamation bond insurance policy in the event Solitario or Teck, do not complete required reclamation.

Solitario has not applied a discount rate to the recorded asset retirement obligation as the estimated time frame for reclamation is not currently known, as completion reclamation is not expected to occur until the end of the related project life, which would follow future development and operations, the start of which cannot be estimated or assured at this time.

Additionally, no depreciation will be recorded on the related asset for the asset retirement obligation until the Lik Project goes into operation, which cannot be assured.

Solitario is also involved in certain matters concerning its current drilling program remediation at its Golden Crest Project.

Generally, the remediation at Golden Crest is carried out concurrently with drilling activities, with only ongoing contouring and reseeding of drill sites upon completion of drilling.

At September 30, 2024, Solitario recorded a reclamation liability of $ 20,000 , included in asset retirement and reclamation liabilities related to the Golden Crest Project.

Marketable Equity Securities

2 unchanged sentences

Changes in fair value are recorded in the condensed consolidated statement of operations.

At June 30, 2024 and December 31, 2023 Solitario owns the following marketable equity securities:

June 30, 2024

At September 30, 2024 and December 31, 2023 Solitario owned the following marketable equity securities:

September 30, 2024

December 31, 2023

5 unchanged sentences

(in thousands)

September 30,

Marketable equity securities at cost

4 unchanged sentences

Three months ended

Six months ended

September 30,

Nine months ended

September 30,

Cost of marketable equity securities sold

6 unchanged sentences

Three months ended

Six months ended

September 30,

Nine months ended

September 30,

Unrealized gain (loss) on marketable equity securities

1 unchanged sentence

Net gain (loss) on marketable equity securities

During the three and six months ended June 30, 2024, Solitario sold 100,000 shares of Highlander Silver Corp.

During the nine months ended September 30, 2024, Solitario sold 100,000 shares of Highlander Silver Corp.

(“Highlander”) common stock for proceeds of $ 54,000 and recorded a gain on sale of $ 54,000 on the date of sale.

During the three and six months ended June 30, 2023, Solitario did not sell any marketable equity securities.

Solitario did not sell any marketable equity securities during the three months ended September 30, 2024.

During the three and nine months ended September 30, 2023, Solitario did not sell any marketable equity securities.

Solitario leases one facility, its Wheat Ridge, Colorado office, that has a term of more than one year.

Solitario has no other material operating lease costs.

During the six months ended June 30, 2023, Solitario entered into an extension of the lease as a new lease for the same facility (both the prior lease and new lease are referred to as the “WR Lease”) and recorded a net increase in the related asset and liability of $ 87,000 .

The WR Lease is classified as an operating lease and has a term of 20 months at June 30, 2024, with no renewal option.

At June 30, 2024 and December 31, 2023, the right-of-use office lease asset for the WR Lease is classified as other long-term assets and the related liability as current and long-term operating lease liabilities in the condensed consolidated balance sheet.

During the nine months ended September 30, 2023, Solitario entered into an extension of the lease as a new lease for the same facility (both the prior lease and new lease are referred to as the “WR Lease”) and recorded a net increase in the related asset and liability of $ 87,000 .

The WR Lease is classified as an operating lease and has a term of 17 months at September 30, 2024, with no renewal option.

At September 30, 2024 and December 31, 2023, the right-of-use office lease asset for the WR Lease is classified as other long-term assets and the related liability as current and long-term operating lease liabilities in the condensed consolidated balance sheet.

The amortization of right of use lease asset expense is recognized over the lease term, with variable lease payments recognized in the period those payments are incurred.

During the three and six months ended June 30, 2024, cash lease payments of $ 11,000 and $ 22,000 , respectively, were made on the WR Lease.

During the three and six months ended June 30, 2023, cash lease payments of $ 11,000 and $ 22,000 , respectively, were made on the WR Lease.

During the three and six months ended June 30, 2024, Solitario recognized $ 12,000 and $ 21,000 , respectively, of non-cash amortization of right of use lease asset expense for the WR Lease included in general and administrative expense.

During the three and six months ended June 30, 2023, Solitario recognized $ 10,000 and $ 20,000 , respectively, of non-cash amortization of right of use lease asset expense for the WR Lease included in general and administrative expense.

During the three and nine months ended September 30, 2024, cash lease payments of $ 11,000 and $ 33,000 , respectively, were made on the WR Lease.

During the three and nine months ended September 30, 2023, cash lease payments of $ 11,000 and $ 33,000 , respectively, were made on the WR Lease.

During the three and nine months ended September 30, 2024, Solitario recognized $ 10,000 and $ 31,000 , respectively, of non-cash amortization of right of use lease asset expense for the WR Lease included in general and administrative expense.

During the three and nine months ended September 30, 2023, Solitario recognized $ 10,000 and $ 30,000 , respectively, of non-cash amortization of right of use lease asset expense for the WR Lease included in general and administrative expense.

These cash payments, less imputed interest for each period, reduced the related liability on the WR Lease.

The discount rate within the WR Lease is not determinable and Solitario has applied a discount rate of 7 % based upon Solitario’s estimate of its cost of capital to determine the asset and liability upon the extension of the WR lease during 2023.

The maturities of Solitario’s lease liability for its WR Lease are as follows at June 30, 2024:

Upon the extension of the WR Lease during 2023, the discount rate within the WR Lease was not determinable and Solitario applied a discount rate of 7 % based upon Solitario’s estimate of its cost of capital to determine the asset and liability.

The maturities of Solitario’s lease liability for its WR Lease are as follows at September 30, 2024:

Future lease payments (in thousands)

6 unchanged sentences

(in thousands)

September 30,

Furniture and fixtures, net of accumulated depreciation

4 unchanged sentences

The business purpose of selling covered calls is to provide additional income on a limited portion of shares of Kinross that Solitario may sell in the near term, which is generally defined as less than one year, and any changes in the fair value of its covered calls are recognized in the statement of operations in the period of the change.

At June 30, 2024, Solitario has a liability related to covered calls outstanding on its holdings of Kinross of $ 60,000 .

During the three and six months ended June 30, 2024, Solitario sold covered calls against its holdings of Kinross for cash proceeds of $ 39,000 and recorded a loss on derivative instruments related to those covered calls of $ 21,000 .

During the three and six months ended June 30, 2023, Solitario sold covered calls against its holdings of Kinross for cash proceeds of $ 31,000 and recorded a gain on derivative instruments related to those covered calls of $ 23,000 .

At September 30, 2024, Solitario has recorded a liability related to covered calls outstanding on its holdings of Kinross of $ 82,000 .

During the nine months ended September 30, 2024 and 2023, Solitario sold covered calls against its holdings of Kinross for cash proceeds of $ 39,000 and $ 31,000 , respectively.

During the three and nine months ended September 30, 2024, Solitario recorded a loss on derivative instruments related to those covered calls of $ 22,000 and $ 43,000 , respectively.

During the three and nine months ended September 30, 2023, Solitario recorded a gain on derivative instruments related to those covered calls of $ 7,000 and $ 30,000 , respectively.

Solitario accounts for its financial instruments under ASC 820 Fair Value Measurement .

During the six months ended June 30, 2024, there were no reclassifications in financial assets or liabilities between Level 1, 2 or 3 categories.

The following is a listing of Solitario’s financial assets and liabilities required to be measured at fair value on a recurring basis and where they are classified within the hierarchy as of June 30, 2024:

During the nine months ended September 30, 2024, there were no reclassifications in financial assets or liabilities between Level 1, 2 or 3 categories.

(in thousands)

7 unchanged sentences

Commitments and Contingencies

Solitario has recorded an asset retirement obligation of $ 125,000 related to its Lik project in Alaska.

Solitario has recorded an asset retirement and reclamation liability obligation of $ 145,000 related to its Lik and Golden Crest projects.

See Note 2, “Mineral Properties,” above.

Solitario leases office space under a non-cancelable operating lease for the Wheat Ridge, Colorado office which provides for future total minimum rent payments as of June 30, 2024 of $ 74,000 through February 2026.

Solitario leases office space under a non-cancelable operating lease for the Wheat Ridge, Colorado office which provides for future total minimum rent payments as of September 30, 2024 of $ 63,000 through February 2026.

Solitario accounts for income taxes in accordance with ASC 740 Income Taxes .

3 unchanged sentences

A valuation allowance is provided if it is more likely than not that some portion or all of the deferred tax assets will not be realized.

At both June 30, 2024 and December 31, 2023, a valuation allowance has been recorded, which fully offsets Solitario’s net deferred tax assets, because it is more likely than not that the Company will not realize some portion or all of its deferred tax assets.

At both September 30, 2024 and December 31, 2023, a valuation allowance has been recorded, which fully offsets Solitario’s net deferred tax assets, because it is more likely than not that the Company will not realize some portion or all of its deferred tax assets.

The Company continually assesses both positive and negative evidence to determine whether it is more likely than not that the deferred tax assets can be realized prior to their expiration.

During the three and six months ended June 30, 2024 and 2023, Solitario recorded no deferred tax expense.

During the three and nine months ended September 30, 2024 and 2023, Solitario recorded no deferred tax expense.

Employee Stock Compensation Plans

3 unchanged sentences

Awards granted under the 2013 Plan permitted the Board of Directors of the Company (the “Board of Directors”) or a committee appointed by the Board of Directors to grant awards in the form of stock options, stock appreciation rights, restricted stock, and restricted stock units.

As of June 30, 2024, the 2013 Plan has expired and no additional awards may be granted under the 2013 Plan, although awards made prior to the 2013 Plan’s expiration will remain outstanding in accordance with their terms.

From the date of its expiration no additional awards may be granted under the 2013 Plan, although awards made prior to the 2013 Plan’s expiration will remain outstanding in accordance with their terms.

The outstanding awards under the 2013 Plan are detailed below.

As of June 30, 2024 and December 31, 2023, there were options outstanding under the 2013 Plan to acquire 3,728,500 and 3,778,500 shares, respectively, of Solitario common stock.

Of these, as of June 30, 2024 and December 31, 2023, there were options that are vested and exercisable to acquire 2,548,500 and 2,563,500 , respectively, shares of Solitario common stock, with exercise prices between $ 0.20 and $ 0.69 per share.

As of June 30, 2024, the outstanding stock options under the 2013 Plan have an intrinsic value of $ 1,562,000 and a weighted average life of 2.34 years.

During the six months ended June 30, 2024, options previously granted under the 2013 Plan for 50,000 shares were exercised with an exercise price of $ 0.28 per share for proceeds of $ 14,000 , which had an intrinsic value of $ 12,000 on the date of exercise.

No options were exercised from the 2013 Plan during the three months ended June 30, 2024.

During the three and six months ended June 30, 2023, options for 50,000 shares were exercised with an exercise price of $ 0.28 per share for proceeds of $ 14,000 , which had an intrinsic value of $ 15,000 on the date of exercise.

As of September 30, 2024 and December 31, 2023, there were granted options outstanding under the 2013 Plan to acquire 3,173,500 and 3,778,500 shares, respectively, of Solitario common stock.

Of these, as of September 30, 2024 and December 31, 2023, there were options that are vested and exercisable to acquire 2,171,000 and 2,563,500 , respectively, shares of Solitario common stock, with exercise prices between $ 0.20 and $ 0.69 per share.

As of September 30, 2024, the outstanding stock options under the 2013 Plan have an intrinsic value of $ 718,000 and a weighted average life of 2.09 years.

During the three and nine months ended September 30, 2024, options previously granted under the 2013 Plan for 200,000 and 250,000 shares were exercised with exercise prices between $ 0.20 per share and $ 0.28 per share, for proceeds of $ 40,000 and $ 54,000 , respectively, which had intrinsic values of $ 132,000 and $ 144,000 , respectively, on the dates of exercise.

During the three and nine months ended September 30, 2023, options for 145,000 and 195,000 shares, respectively, were exercised with exercise prices between $ 0.28 and $ 0.31 per share for proceeds of $ 45,000 and $ 59,000 , respectively, which had intrinsic values of $ 37,000 and $ 52,000 , respectively, on the date of exercise.

On June 20, 2023, Solitario’s shareholders approved the 2023 Solitario Stock and Incentive Plan (the “2023 Plan”).

2 unchanged sentences

The terms and conditions of the awards are pursuant to the 2023 Plan and are granted by the Board of Directors or a committee appointed by the Board of Directors.

The 2023 Plan has a term of 10 years.

As of June 30, 2024 and December 31, 2023, there were options for 2,175,000 and 50,000 shares, respectively, of Solitario common stock outstanding under the 2023 Plan of which there are options that are vested and exercisable to acquire 5 43,750 and 12,500 , shares, respectively, of Solitario common stock with exercise prices between $ 0.51 and $ 0.85 per share.

As of June 30, 2024, the outstanding stock options under the 2023 Plan have an intrinsic value of $ 104,000 and a weighted average life of 4.9 years.

During the three and six months ended June 30, 2024, under the 2023 Plan Solitario granted options for 2,125,000 shares of Solitario common stock, with an exercise price of $ 0.85 per share, a five-year term, which vest 25% on the date of grant and 25% on each anniversary date for the next three years and a grant date fair value of $ 1,120,000 based upon a five-year life, volatility of 71.5 % and risk-free interest rate of 4.3 %.

During the three and six months ended June 30, 2023, Solitario did not grant any options under the 2023 Plan.

The 2023 Plan has a term of 10 years from the date of its adoption.

As of September 30, 2024 and December 31, 2023, there were options for 2,175,000 and 50,000 shares, respectively, of Solitario common stock outstanding under the 2023 Plan of which there are options that are vested and exercisable to acquire 543,750 and 12,500 , shares, respectively, of Solitario common stock with exercise prices between $ 0.51 and $ 0.85 per share.

As of September 30, 2024, the outstanding stock options under the 2023 Plan have an intrinsic value of $ 10,000 and a weighted average life of 4.67 years.

During the nine months ended September 30, 2024, under the 2023 Plan Solitario granted options with a five-year life to purchase an aggregate of 2,125,000 shares of Solitario common stock, with an exercise price of $ 0.85 per share, a five-year term, which vest 25% on the date of grant and 25% on each anniversary date for the next three years and have a grant date fair value of $ 1,120,000 based upon a five-year life, volatility of 71.5 % and risk-free interest rate of 4.3 %.

During the three months ended September 30, 2024 and during the three and nine months ended September 30, 2023, Solitario did not grant any options under the 2023 Plan.

Stock-based compensation expense

During the three and six months ended June 30, 2024, Solitario recorded stock-based compensation expense of $ 356,000 and $ 415,000 , respectively, included in general and administrative expense.

During the three and six months ended June 30, 2023, Solitario recorded stock-based compensation expense of $ 59,000 and $ 126,000 , respectively, included in general and administrative expense.

At June 30, 2024, the total unrecognized stock-based compensation expense related to non-vested options was $ 1,092,000 and is expected to be recognized over a period of 30 months.

During the three and nine months ended September 30, 2024, Solitario recorded stock-based compensation expense of $ 125,000 and $ 540,000 , respectively, included in general and administrative expense.

During the three and nine months ended September 30, 2023, Solitario recorded stock-based compensation expense of $ 58,000 and $ 184,000 , respectively, included in general and administrative expense.

At September 30, 2024, the total unrecognized stock-based compensation expense related to non-vested options was $ 966,000 and is expected to be recognized over a period of 27 months.

Shareholders’ Equity

Shareholders’ Equity for the three and six months ended June 30, 2024:

Shareholders’ Equity for the nine months ended September 30, 2024:

(in thousands, except

8 unchanged sentences

Balance at June 30, 2024

Shareholders’ Equity for the three and six months ended June 30, 2023:

Stock-based compensation expense

Issuance of shares- option exercises

Balance at September 30, 2024

Shareholders’ Equity for the nine months ended September 30, 2023:

(in thousands, except

7 unchanged sentences

Balance at June 30, 2023

Stock-based compensation expense

Issuance of shares - option exercises

Private placement

Balance at September 30, 2023

At the Market Offering Agreement

4 unchanged sentences

The ATM Agreement provides that Wainwright is entitled to compensation for its services at a commission rate of 3.0 % of the gross sales price per share of common stock sold.

During the three and six months ended June 30, 2024, Solitario sold an aggregate of 1,802,060 shares of common stock under the ATM Agreement at an average price of $ 0.70 per share for net proceeds of $ 1,218,000 , after commissions and sale expenses.

During the three and six months ended June 30, 2023, Solitario did not sell any shares under the ATM Agreement.

During the nine months ended September 30, 2024, Solitario sold an aggregate of 1,802,060 shares of common stock under the ATM Agreement at an average price of $ 0.70 per share for net proceeds of $ 1,218,000 , after commissions and sale expenses.

During the three months ended September 30, 2024, and during the three and nine months ended September 30, 2023, Solitario did not sell any shares under the ATM Program.

Private Placement

On July 31, 2023, Solitario entered into a Stock Purchase Agreement (the “SPA”) with Newmont Overseas Exploration Ltd.

(“Newmont”), for the purchase and sale of 4,166,667 shares of Solitario common stock (the “Shares”), at a price of $ 0.60 per share for net proceeds of $ 2,422,000 after certain legal and regulatory offering costs of $ 78,000 .

In connection with the sale of the Shares Solitario and Newmont entered into an Investor Rights Agreement, which granted Newmont certain additional rights, including a preemptive right, certain anti-dilution protections and certain other rights related to Solitario’s Golden Crest mineral property assets.

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-Q

Item 1. Financial Statements