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Item 2. Management’s Discussion and Analysis

2025-08-06 compared with 2025-05-02 · 140 added, 91 removed, 92 unchanged (72% of the section changed)

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The following discussion should be read in conjunction with the information contained in the consolidated financial statements of Solitario for the years ended December 31, 2024 and 2023, and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in Solitario’s 2024 Annual Report.

Solitario's financial condition and results of operations are not necessarily indicative of what may be expected in future periods.

Solitario’s financial condition and results of operations as of and through June 30, 2025 are not necessarily indicative of what may be expected in future periods.

Unless otherwise indicated, all references to dollars are to U.S.

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however, we have conducted property evaluations for potential acquisition in other parts of the world.

At March 31, 2025, we consider our Golden Crest Project in South Dakota, our carried interest in the Florida Canyon Project in Peru, and our interest in the Lik Project in Alaska to be our core mineral property assets.

At June 30, 2025, we consider our Golden Crest Project in South Dakota, our carried interest in the Florida Canyon Project in Peru, and our interest in the Lik Project in Alaska to be our core mineral property assets.

In addition, we own the Cat Creek Project in Colorado, which has not been explored to the degree of any of our three core assets, described above.

We are conducting exploration activities in the United States on our own at the Golden Crest and Cat Creek Projects and through joint ventures operated by our partners in Peru at the Florida Canyon Project and in Alaska at the Lik Project.

We also conduct potential acquisition evaluations in other countries located in South and North America.

From time to time we also conduct potential acquisition evaluations in other countries located in South and North America.

We have recorded revenue in the past from the sale of mineral properties, however revenues and / or proceeds from the sale or joint venture of properties or assets, although generally significant when they have occurred in the past, have not been a consistent source of revenue and would only occur in the future, if at all, on an infrequent basis.

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Although we anticipate that the use of joint ventures to fund some of our exploration activities will continue for the foreseeable future, we can provide no assurance that these or other sources of capital will be available in sufficient amounts to meet our needs, if at all.

As of March 31, 2025, we have balances of cash and short-term investments that we anticipate using, in part, to (i) fund costs and activities intended to further the exploration of our Lik Project, Florida Canyon Project, Golden Crest Project and Cat Creek Project;

As of June 30, 2025, we have balances of cash and short-term investments that we anticipate using, in part, to (i) fund costs and activities intended to further the exploration of our Lik Project, Florida Canyon Project, Golden Crest Project and Cat Creek Project;

(ii) conduct reconnaissance exploration and (iii) potentially acquire additional mineral property assets.

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(b) Results of Operations

Comparison of the quarter ended March 31, 2025 to the quarter ended March 31, 2024

We had a net loss of $511,000 or $0.01 per basic and diluted share for the three months ended March 31, 2025 compared to a net loss of $730,000 or $0.01 per basic and diluted share for the three months ended March 31, 2024.

As explained in more detail below, the primary reasons for the decrease in the net loss in the three months ended March 31, 2025 compared to the loss in the three months ended March 31, 2024 were (i) a decrease in exploration expense to $239,000 during the three months ended March 31, 2025 compared to exploration expense of $354,000 during the three months ended March 31, 2024;

and (ii) an increase in unrealized gain on marketable equity securities to $385,000 during the three months ended March 31, 2025 compared to an unrealized gain on marketable equity securities of $8,000 during the three months ended March 31, 2024.

Partially offsetting this decrease in the net loss were (i) an increase in general and administrative expense to $490,000 during the three months ended March 31, 2025 compared to general and administrative expense of $472,000 during the three months ended March 31, 2024;

(ii) an unrealized loss on derivative instruments of $206,000 during the three months ended March 31, 2025 with no similar item during the three months ended March 31, 2024;

and (iii) a decrease in interest and dividend income to $46,000 during the three months ended March 31, 2025 compared to interest and dividend income of $95,000 during the three months ended March 31, 2024.

Comparison of the three months ended June 30, 2025 to the three months ended June 30, 2024

We had a net loss of $943,000 or $0.01 per basic and diluted share for the three months ended June 30, 2025 compared to a net loss of $762,000 or $0.01 per basic and diluted share for the three months ended June 30, 2024.

As explained in more detail below, the primary reasons for the increase in our net loss in the three months ended June 30, 2025 compared to the net loss during the three months ended June 30, 2024 were (i) an increase in exploration expense to $671,000 during the three months ended June 30, 2025 compared to exploration expense of $487,000 during the three months ended June 30, 2024;

(ii) a decrease in interest and dividend income to $52,000 during the three months ended June 30, 2025 compared to interest and dividend income of $106,000 during the three months ended June 30, 2024;

(iii) an increase in the loss on derivative instruments to $130,000 during the three months ended June 30, 2025 compared to a loss on derivative instruments of $21,000 during the three months ended June 30, 2024;

and (iv) an unrealized loss on marketable equity securities of $1,150,000 during the three months ended June 30, 2025 compared to an unrealized gain on marketable equity securities of $248,000 during the three months ended June 30, 2024.

Partially offsetting these increases in net loss were(i) a decrease in general and administrative expense to $388,000 during the three months ended June 30, 2025 compared to general and administrative expense of $656,000 during the three months ended June 30, 2024;

and (ii) a gain on sale of marketable equity securities of $1,351,000 during the three months ended June 30, 2025 compared to a gain on sale of marketable equity securities of $54,000 during the three months ended June 30, 2024.

Each of the major components of these items is discussed in more detail below.

Our exploration expense decreased to $239,000 during the three months ended March 31, 2025 compared to exploration expense of $354,000 during the three months ended March 31, 2024.

The decrease was primarily a result of a decrease in expenses at our Golden Crest Project to $216,000 during the three months ended March 31, 2025 compared to exploration expense of $335,000 during the three months ended March 31, 2024.

In addition, we reduced our reconnaissance exploration expenditure to $7,000 during the three months ended March 31, 2025 compared to reconnaissance exploration expenditures of $11,000 during the three months ended March 31, 2024.

These costs were partially offset by an increase in our Lik Project and Cat Creek Project exploration expenses to $11,000 and $5,000, respectively, during the three months ended March 31, 2025 compared to Lik Project and Cat Creek Project exploration expenditures of $8,000 at the Lik project during the three months ended March 31, 2024.

Our exploration expenditure is normally lower during the first quarter of our fiscal year as a result of weather limitations.

During the three months ended March 31, 2025, we had three contract geologists at our Golden Crest Project along with several part-time employees.

During the three months ended March 31, 2025 and 2024, our Denver personnel spent a significant portion of their time on the Golden Crest Project and various reconnaissance exploration activities described above and related matters.

Our full-year 2025 total exploration and development budget is approximately $3,910,000, which reflects a potential drilling program at the Golden Crest Project during 2025 budgeted at $1,911,000 as well as a proposed limited exploration program at the Lik Project.

Nexa is responsible for all planned 2025 exploration expenditures at the Florida Canyon Project.

The proposed 2025 budget does not reflect any exploration costs for new projects or assets we may acquire during 2025.

Our planned exploration activities in 2025 may be modified, as necessary for any drilling programs we may undertake at the Golden Crest Project, Lik Project or other projects we may acquire.

Changes may occur to our planned 2025 exploration expenditures related to any number of factors including permitting delays, potential acquisition of new properties, joint venture funding, commodity prices and changes in the deployment of our capital.

We expect our full-year exploration expenditures for 2025 to be comparable to the exploration expenditures for full-year 2024.

Exploration expense by project for the three months ended March 31, 2025 and 2024 consisted of the following:

(in thousands)

Golden Crest Project

Cat Creek Project

Our net exploration expense increased to $671,000 during the three months ended June 30, 2025 compared to exploration expense of $487,000 during the three months ended June 30, 2024 primarily as a result of (i) an increase in exploration expense at our Golden Crest Project to $635,000 during the three months ended June 30, 2025 compared to $450,000 during the three months ended June 30, 2024 as a result of the commencement of drilling at Golden Crest during the second quarter of 2025, with no drilling in the second quarter of 2024;

and (ii) an increase in exploration expense at our Lik Project in Alaska during the three months ended June 30, 2025 of $19,000 compared to exploration expenditures of $16,000 during the three months ended June 30, 2024.

Drilling commenced in June 2025 at our Golden Crest Project which resulted in approximately $347,000 in drilling expenditures in the three months ended June 30, 2025 with no similar amount during the three months ended June 30, 2024.

Partially offsetting these increases in exploration expense were reductions of the limited work at our Cat Creek Project and reconnaissance work during both the three months ended June 30, 2025 and 2024.

We have budgeted approximately $3,910,000 for the full-year exploration expenditure for 2025, which includes approximately $1,911,000 for drilling at the Golden Crest Project.

We expect our full-year exploration expenditures for 2025 to be comparable to our full-year exploration expenditures for 2024.

Exploration expense (in thousands) by project consisted of the following:

Three months ended

Six months ended

$ 635 $ 450 $ 851 $ 785

Reconnaissance

Total exploration expense

General and administrative costs, excluding stock option compensation costs, discussed below, were $364,000 during the three months ended March 31, 2025 compared to $413,000 during the three months ended March 31, 2024.

The major components of these costs were related to (i) salaries and benefit expense of $118,000 during the three months ended March 31, 2025 compared to salary and benefit costs of $131,000 during the three months ended March 31, 2024, primarily due to reductions in staff during 2025 compared to 2024;

(ii) legal and professional expenditures of $54,000 during the three months ended March 31, 2025 compared to legal and professional expenditures of $71,000 during the three months ended March 31, 2024;

(iii) office rent and expenses of $29,000 during the three months ended March 31, 2025 compared to $25,000 during the three months ended March 31, 2024;

and (iv) travel and shareholder relation costs of $163,000 during the three months ended March 31, 2025 compared to $186,000 during the three months ended March 31, 2024.

We anticipate the full-year general and administrative costs will be comparable between 2025 and 2024.

We recorded $126,000 of stock option expense for the amortization of unvested grant date fair value with a credit to additional paid-in-capital during the three months ended March 31, 2025 compared to $59,000 of stock option compensation expense during the three months ended March 31, 2024.

The higher costs during the three months ended March 31, 2025 related to the grant date fair value of 2,125,000 options granted during 2024 which are being amortized over three years.

There were no significant option grants during the prior period of 2023, and accordingly, the stock option expense in the three months ended March 31, 2025 increased compared to the stock option expense in three months ended March 31, 2024.

These non-cash charges for the amortization of grant date fair values are related to vesting of stock options outstanding during the three months ended March 31, 2025 and 2024.

$ 671 $ 487 $ 910 $ 841

General and administrative costs, excluding stock option compensation costs, discussed below, were $263,000 during the three months ended June 30, 2025 compared to $301,000 during the three months ended June 30, 2024.

The major components of our general and administrative costs were (i) salaries and benefit expense of $79,000 during the three months ended June 30, 2025 compared to salary and benefit costs of $83,000 during the three months ended June 30, 2024 as a result of a reduction in administrative staff costs;

(ii) legal and accounting expenditures of $61,000 in the three months ended June 30, 2025 compared to $60,000 in the three months ended June 30, 2024;

(iii) office rent and expenses of $17,000 during the three months ended June 30, 2025 compared to $33,000 during the three months ended June 30, 2024;

and (iv) travel and shareholder relation costs of $106,000 during the three months ended June 30, 2025 compared to $125,000 during the three months ended June 30, 2024.

We anticipate the full-year general and administrative costs will be comparable for 2025 and 2024.

We recorded $125,000 of stock option compensation expense for the amortization of unvested grant date fair value with a credit to additional paid-in-capital during the three months ended June 30, 2025 compared to $356,000 of stock option compensation expense during the three months ended June 30, 2024.

These non-cash charges related to the expense for vesting on stock options outstanding during the three months ended June 30, 2025 and 2024.

The primary reason for the decrease in stock option compensation expense during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 was as a result of the grant of a total of 2,125,000 options in the second quarter of 2024, which included amortization of 25%, or $280,000 on the grant date of the total grant date fair value of $1,120,000, with no similar grant date amortization during the three months ended June 30, 2025.

The remaining expense related to the amortization of grant date fair values of outstanding unvested options for the three months ended June 30, 2025 and 2024 was comparable.

See Note 10, “Employee Stock Compensation Plans,” above, for additional information on our stock option expense.

We recorded an unrealized gain on marketable equity securities of $385,000 during the three months ended March 31, 2025 compared to an unrealized gain on marketable equity securities of $8,000 during the three months ended March 31, 2024.

The gain during the three months ended March 31, 2025 was primarily related to an increase in the value of our holdings of marketable equity securities discussed above in Note 3 “Marketable Equity Securities” to the condensed consolidated financial statements, of (i) 100,000 shares of Kinross common stock, which increased from a fair value of $927,000 at December 31, 2024 to a fair value of $1,261,000 at March 31, 2025;

and (ii) 134,055 shares of Vox Royalty (“Vox”) common stock, which increased from a fair value of $314,000 at December 31, 2024 to a fair value of $391,000 at March 31, 2025;

which were partially offset by our 7,750,000 shares of Vendetta Mining Corp.

(“Vendetta”) common stock, which decreased from a fair value of $81,000 at December 31, 2024 to a fair value of $54,000 at March 31, 2025.

The gain during the three months ended March 31, 2024 was primarily related to an increase in the value of our holdings of marketable equity securities discussed above in Note 3 “Marketable Equity Securities” to the condensed consolidated financial statements, of (i) 100,000 shares of Kinross common stock, which increased from a fair value of $605,000 at December 31, 2023 to a fair value of $613,000 at March 31, 2024;

and (ii) 134,055 shares of Vox common stock, which increased from a fair value of $276,000 at December 31, 2023 to a fair value of $280,000 at March 31, 2024 which were partially offset by our (i) 7,750,000 shares of Vendetta common stock, which decreased from a fair value of $118,000 at December 31, 2023 to a fair value of $115,000 at March 31, 2024;

and (ii) a decrease in the fair value of our holdings of Highlander Silver Corp.

from $33,000 at December 31, 2023 to $32,000 at March 31, 2024.

We recorded interest and dividend income of $46,000 during the three months ended March 31, 2025 compared to interest income of $95,000 during the three months ended March 31, 2024.

The decrease in interest income is related to a decrease in the balances of our short-term investments during 2024 and 2025 as a result of the cash used during 2024 and the first three months of 2025 for exploration and general and administrative expenditures.

We anticipate our interest income will be lower during 2025 compared to 2024 as we plan to use our short-term investments and our cash balances during the remainder of 2025 for ordinary overhead, operational costs, and the exploration, evaluation and / or acquisition of mineral properties discussed above.

See “Liquidity and Capital Resources” below for further discussion of our cash and cash equivalent balances.

During the three months ended March 31, 2025, we recorded a non-cash loss on derivative instruments of $206,000 related to certain Kinross calls we sold during 2024 as a result of the increase in the underlying value of our holdings of Kinross common stock, discussed above.

These calls have a strike price of $10.00 per share and expire in May 2025.

At March 31, 2025 we have recorded a current liability of $273,000 for these call options, based upon a quoted market price for the options.

We do not currently anticipate rolling-over these call options and may deliver our 100,000 shares of Kinross for net proceeds to us of $1,000,000 to satisfy this liability.

We recorded a non-cash unrealized loss on marketable equity securities of $1,150,000 during the three months ended June 30, 2025 compared to an unrealized gain on marketable equity securities of $248,000 during the three months ended June 30, 2024.

The non-cash unrealized loss during the three months ended June 30, 2025 was primarily related to (i) the transfer $915,000 of unrealized gain on our holdings of Kinross common stock to realized gain upon the sale of shares of Kinross during the three months ended June 30, 2025;

(ii) the transfer of $33,000 of unrealized gain on our holdings of Vox Royalty common stock upon the sale of the shares of Vox Royalty during the three months ended June 30, 2025;

and (iii) a decrease of $263,000 in the value of the holdings of our Kinross shares during the three months ended June 30, 2025 to the date of sale of the shares.

Partially offsetting this non-cash unrealized loss on marketable equity securities during the three months ended June 30, 2025 was (i) an increase of $6,000 on our Vox Royalty common shares sold during the three months ended June 30, 2025 to the date of sale;

(ii) an increase of $31,000 in the value of our holdings of Vendetta common stock during the three months ended June 30, 2025;

and (iii) an increase of $24,000 in the value of our remaining holdings of Vox Royalty common stock during the three months ended June 30, 2025.

The non-cash unrealized gain on marketable equity securities of $248,000 during the three months ended June 30, 2024 was as a result of an increase in the fair value of our then held 100,000 shares of Kinross common stock of $219,000, based on quoted market prices;

and (ii) an increase in the fair value of our 134,055 shares of Vox Royalty common stock of $91,000 based on quoted market prices.

These increases were partially offset by a decrease in the fair value of our 7,750,000 shares of Vendetta Mining Corp.

(“Vendetta”) common stock of $30,000 based on quoted market prices.

In addition, during the three months ended June 30, 2024, we transferred $32,000 of prior unrecognized gain on the sale of our 100,000 shares of Highlander common stock to realized gain on the sale of marketable equity securities.

During the three and six months ended June 30, 2025, we sold our holdings of 100,000 shares of Kinross common stock for gross proceeds of $1,401,000, which was netted by the settlement of $403,000 to close out the $10.00 Kinross covered call covering all 100,000 shares of Kinross, which had a May 16, 2025 settlement date, resulting in net cash proceeds of $998,000, after fees and commissions.

We recorded a gain on sale of the Kinross shares of $1,319,000 on the date of sale.

Also, during the three and six months ended June 30, 2025, we sold 34,055 of our Vox Royalty shares for proceeds of $106,000 and recorded a gain on sale of the Vox Royalty shares of $32,000 on the date of sale.

During the three months ended June 30, 2024, we sold our 100,000 Highlander common shares for proceeds of $54,000 and recorded a gain on sale of marketable equity securities of $54,000.

See Note 3 “Marketable Equity Securities” to the condensed consolidated financial statements.

We recorded interest and dividend income of $52,000 during the three months ended June 30, 2025 compared to interest income of $106,000 during the three months ended June 30, 2024.

This decrease was primarily due to a decrease in our funds held in our money market account during the three months ended June 30, 2025 compared to the funds held in our money market account during the three months ended June 30, 2024.

Our dividend income potion of interest and dividend income during in the three and six months ended June 30, 2025 of $2,000 and $5,000, respectively, was comparable to the same periods of 2024.

During the three months ended June 30, 2025, we recorded a non-cash loss on derivative instruments of $130,000 compared to a non-cash loss on derivative instruments of $21,000 during the three months ended June 30, 2024 related to the Kinross calls we held during the three months ended June 30, 2025 and 2024.

The Kinross calls were settled upon the sale of our holdings of Kinross common stock, discussed above.

See Note 7, “Derivative Instruments,” above for a discussion of our Kinross calls.

We regularly perform evaluations of our mineral property assets to assess the recoverability of our investments in these assets.

All long-lived assets are reviewed for impairment whenever events or circumstances change which indicate the carrying amount of an asset may not be recoverable utilizing guidelines based upon future net cash flows from the asset as well as our estimates of the geological potential of an early-stage mineral property and its related value for future sale, joint venture or development by us or others.

During the three months ended March 31, 2025 and 2024, we recorded no property impairments.

At March 31, 2025 and 2024, our net operating loss carry-forwards exceed our built-in gains on marketable equity securities resulting in a net tax asset position for which we provide a valuation allowance for all net deferred tax assets.

We recorded no income tax expense or benefit during the three months ended March 31, 2025 or 2024.

As a result of our exploration activities, we anticipate we will not have currently payable income taxes during 2025.

During the three and six months ended June 30, 2025 and 2024, we recorded no property impairments.

We recorded no income tax expense or benefit during the three and six months ended June 30, 2025 or 2024 as we provide a valuation allowance for the tax benefit arising out of our net operating losses for all periods presented.

As a result of our administrative expenses and exploration activities, we anticipate we will not have currently payable income taxes during 2025.

In addition to the valuation allowance discussed above, we provide a valuation allowance for our foreign net operating losses, which are primarily related to our exploration activities in Peru.

We anticipate we will continue to provide a valuation allowance for these net operating losses until we are in a net tax liability position with regard to those countries where we operate or until it is more likely than not that we will be able to realize those net operating losses in the future.

We anticipate we will continue to provide a valuation allowance for these net operating losses until we are in a net tax liability position with regards to those countries where we operate or until it is more likely than not that we will be able to realize those net operating losses in the future.

Comparison of the six months ended June 30, 2025 to the six months ended June 30, 2024

We had a net loss of $1,454,000 or $0.02 per basic and diluted share for the six months ended June 30, 2025 compared to a net loss of $1,492,000 or $0.02 per basic and diluted share for the six months ended June 30, 2024.

As explained in more detail below, the primary reasons for the decrease in our net loss were (i) a decrease in general and administrative expense to $878,000 during the six months ended June 30, 2025 compared to general and administrative expense of $1,128,000 during the six months ended June 30, 2024;

and (ii) a realized gain on sale of marketable equity securities of $1,351,000 on the sale of marketable equity securities during the six months ended June 30, 2025, compared with a gain on sale of marketable equity securities of $54,000 during the six months ended June 30, 2024.

Partially offsetting these decreases in the net loss during the six months ended June 30, 2025 compared to the net loss during the six months ended June 30, 2024 were (i) ) an increase in exploration expense to $910,000 during the six months ended June 30, 2025 compared to exploration expense of $841,000 during the six months ended June 30, 2024;

(ii) an increase in the a loss on derivative instruments to $336,000 during the six months ended June 30, 2025 compared to a loss on derivative instruments of $21,000 during the six months ended June 30, 2024;

(iii) a decrease in interest and dividend income to $98,000 during the six months ended June 30, 2025 compared to interest and dividend income of $201,000 during the six months ended June 30, 2024 and (iv) an unrealized loss of $765,000 on marketable equity securities during the six months ended June 30, 2025 compared to an unrealized gain on marketable equity securities of $256,000 during the six months ended June 30, 2024.

The significant changes for these items are discussed in more detail below.

Our net exploration expense increased to $910,000 during the six months ended June 30, 2025 compared to $841,000 during the six months ended June 30, 2024.

The primary reasons for the increase were (i) exploration expenditures at our Golden Crest Project increased to $851,000 during the six months ended June 30, 2025 compared to $785,000 during the six months ended June 30, 2024 as we started a drilling program in June of 2025, with drilling and related expenditures of approximately $347,000 through June 30, 2025, with no similar drilling costs during 2024.

These increases in costs at our Golden Crest Project were partially offset by a reduction in permitting activities at the Golden Crest Project during the six months ended June 30, 2025 compared to the six months ended June 30, 2024;

(ii) an increase in our exploration expenditures at our Lik Project in Alaska to $30,000 during the six months ended June 30, 2025 compared to $24,000 during the six months ended June 30, 2024 and (iii) an increase in expenditures at our Cat Creek Project during the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Partially offsetting these increases in exploration expenditures at the Golden Crest and Lik Projects were reductions in the expenditures related to our reconnaissance activities during the six months ended June 30, 2025 compared to the six months ended June 30, 2024, as detailed above.

We anticipate a significant increase in exploration expenditures at our Golden Crest Project in the second half of 2025 primarily due to planned drilling on the project as discussed above.

General and administrative costs, excluding stock option compensation costs discussed below, were $627,000 during the six months ended June 30, 2025 compared to $713,000 during the six months ended June 30, 2024.

The major components of the costs were (i) salary and benefit expense during the six months ended June 30, 2025 of $197,000 compared to salary and benefit expense of $214,000 during the six months ended June 30, 2024 as a result of a reduction in staff during the six months ended June 30, 2025 compared to 2024;

(ii) legal and accounting expenditures of $114,000 during the six months ended June 30, 2025, compared to $129,000 during the six months ended June 30, 2024;

(iii) office and other costs of $46,000 during the six months ended June 30, 2025 compared to $57,000 during the six months ended June 30, 2024;

and (iv) travel and shareholder relation costs of $270,000 during the six months ended June 30, 2025 compared to $313,000 during the six months ended June 30, 2024.

During the six months ended June 30, 2025 and 2024, Solitario recorded $251,000 and $415,000, respectively, of stock option expense for the amortization of unvested grant date fair value with a credit to additional paid-in capital.

The increase during the six months ended June 30, 2024 was primarily related to the grant of options for a total of 2,125,000 shares of our common stock during June of 2024, which resulted in the amortization of $280,000 of grant date fair value on the date of grant of those options, as discussed above.

We recorded an unrealized loss on marketable equity securities of $765,000 during the six months ended June 30, 2025 compared to an unrealized gain on marketable equity securities of $256,000 during the six months ended June 30, 2024.

The non-cash unrealized gain during the six months ended June 30, 2025 was primarily related to (i) the transfer of $915,000 of unrealized gain on our holdings of Kinross common stock to realized gain upon the sale of shares of Kinross during the three months ended June 30, 2025;

and (ii) the transfer of $33,000 of unrealized gain on our holdings of Vox Royalty common stock upon the sale of the shares of Vox Royalty during the three months ended June 30, 2025.

These unrealized increases in the value of our marketable equity securities were partially offset by (i) an increase in the value of our holdings of Kinross through the date of sale of $71,000;

(ii) an increase in the value of our holdings of Vendetta common stock of $4,000 based on quoted market prices;

and (iii) an increase in the value of our Vox Royalty common stock sold of $6,000 through the date of sale for the Vox Royalty shares sold and an increase in the value of remaining holdings of Vox Royalty common stock for the six months ended June 30, 2025 of $102,000.

The non-cash unrealized gain during the six months ended June 30, 2024 was primarily related to (i) an increase in the fair value of our holdings of 100,000 shares of Kinross common stock at June 30, 2024 of $227,000 based on quoted market prices;

(ii) an increase in the fair value of our holdings of 134,055 shares of Vox Royalty common stock of $95,000 based on quoted market prices;

and (iii) an increase of $21,000 in the fair value of our holdings of 100,000 shares of Highlander common stock to the date of the sale of our holdings of the Highlander shares.

These unrealized increases in the value of our marketable equity securities during the six months ended June 30, 2024 were partially offset by (i) a decrease in the value of our holdings of Vendetta common stock of $33,000 based on quoted market prices;

and (ii) the transfer of $54,000 of unrealized gain to realized gain on the sale of our 100,000 Highlander common shares upon the sale of those shares during the six months ended June 30, 2024.

We recorded interest and dividend income of $98,000 during the six months ended June 30, 2025 compared to interest and dividend income of $201,000 during the six months ended June 30, 2024.

The decrease in interest income was primarily related to a decrease in our average outstanding balance of money market holdings during the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

We anticipate interest income will increase during the remainder of 2025, as a result of the completion of private placements of our common stock during the three months ended June 30, 2025 for net proceeds of $4,411,000.

However, we anticipate we will utilize the funds in the money market account to fund our exploration and general and administrative expenditures, which will mitigate the future interest income during the remainder of 2025 and the sale of our holdings of Kinross will eliminate our dividend income for the remainder of 2025.

See “Liquidity and Capital Resources” below for further discussion of our cash and short-term investment balances.

During the six months ended June 30, 2025, we recorded a non-cash loss on derivative instruments of $336,000 related to the Kinross calls held during the six months ended June 30, 2025 as a result of the increase in the underlying value of our holdings of Kinross common stock, discussed above.

These calls were settled during the six months ended June 30, 2025 upon the sale of our holdings of Kinross.

During the six months ended June 30, 2024, we recorded a non-cash loss on derivative instruments of $21,000 related to the Kinross calls as a result of an increase in the value of the underlying Kinross common stock, discussed above.

Cash and Short-term Investments

As of March 31, 2025, we have $4,162,000 in cash and short-term investments.

As of June 30, 2025, we have $9,018,000 in cash and short-term investments.

Our short-term investment is comprised of $8,823,000 invested in a money market account with a brokerage firm.

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Our marketable equity securities are carried at fair value, which is based upon market quotes of the underlying securities.

At March 31, 2025, we owned 7,750,000 shares of Vendetta common stock, 100,000 shares of Kinross common stock and 134,055 shares of Vox common stock.

At March 31, 2025, the Vendetta shares are recorded at their fair value of $54,000, the Kinross shares were recorded at their fair value of $1,261,000 and the Vox shares are recorded at their fair value of $391,000.

We did not sell any of our marketable equity securities during the three months ended March 31, 2025 or 2024.

We anticipate we may sell some portion of our holdings of marketable equity securities during the remainder of 2025 depending on cash needs and market conditions.

At June 30, 2025, we owned 7,750,000 shares of Vendetta common stock, and 100,000 shares of Vox Royalty common stock.

At June 30, 2025, the Vendetta shares are recorded at their fair value of $85,000, and the Vox Royalty shares are recorded at their fair value of $316,000.

We sold our holdings of 100,000 shares of Kinross common stock for net proceeds of $998,000 during the six months ended June 30, 2025, and sold 34,055 shares of Vox Royalty common stock for net proceeds of $106,000, each discussed above.

During the six months ended June 30, 2024 we sold all of our holdings of Highlander for proceeds of $54,000.

We anticipate we may sell some portion of our remaining holdings of marketable equity securities during the remainder of 2025 depending on cash needs and market conditions.

Working Capital

We had working capital of $5,404,000 at March 31, 2025 compared to working capital of $5,624,000 at December 31, 2024.

Our working capital at March 31, 2025 consists primarily of our cash and cash equivalents, our investment in short-term investments, discussed above, our investment in marketable equity securities of $1,706,000, and other current assets of $66,000, less our accounts payable of $217,000, our Kinross call option liability of $273,000 and other current liabilities of $40,000.

As of March 31, 2025, our cash balances along with our short-term investments and marketable equity securities are adequate to fund our expected expenditures over the next year.

We had working capital of $9,158,000 at June 30, 2025 compared to working capital of $5,624,000 at December 31, 2024.

The increase was largely attributable to the completion of the private placements of our common stock during June 2025 described above.

Our working capital at June 30, 2025 consists primarily of our cash and cash equivalents, our short-term investments, discussed above, our investment in marketable equity securities of $401,000, and other current assets of $229,000, less our accounts payable of $461,000 and other current liabilities of $29,000.

As of June 30, 2025, our cash balances along with our short-term investments and marketable equity securities are adequate to fund our expected expenditures over the next year.

The nature of the mineral exploration business requires significant sources of capital to fund exploration, development and operation of mining projects.

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Stock-Based Compensation Plans

As of March 31, 2025 and December 31, 2024, there were options outstanding from the 2013 Plan to acquire an aggregate of 2,395,000 and 3,173,500 shares, respectively, of Solitario common stock, with exercise prices between $0.60 per share and $0.20 per share.

As of March 31, 2025 and December 31, 2024 there were options outstanding from the 2023 Plan to acquire 2,175,000 and 2,175,000 shares, respectively, of Solitario common stock with exercise prices between $0.51 per share and $0.85 per share.

During the three months ended March 31, 2025, options for 778,500 shares of Solitario common stock were exercised from the 2013 Plan with an exercise price of $0.20 per share for proceeds of $156,000.

During the three months ended March 31, 2024, options for 50,000 shares of Solitario common stock were exercised from the 2013 Plan with an exercise price of $0.28 per share for proceeds of $14,000.

There were no options exercised from the 2023 Plan during the three months ended March 31, 2025.

We anticipate the exercise of certain additional options for proceeds of $50,000 during the remainder of 2025.

As of June 30, 2025 and December 31, 2024, there were options outstanding from the 2013 Plan to acquire an aggregate of 2,145,000 and 3,173,500 shares, respectively, of Solitario common stock, with exercise prices between $0.69 per share and $0.60 per share at June 30, 2025.

As of June 30, 2025 and December 31, 2024 there were options outstanding from the 2023 Plan to acquire 2,175,000 and 2,175,000 shares, respectively, of Solitario common stock with exercise prices between $0.51 per share and $0.85 per share.

During the three and six months ended June 30, 2025, options for 250,000 and 1,028,500 shares, respectively, of Solitario common stock were exercised from the 2013 Plan with an exercise price of $0.20 per share for proceeds of $50,000 and $206,000.

During the six months ended June 30, 2024, options for 50,000 shares of Solitario common stock were exercised from the 2013 Plan with an exercise price of $0.28 per share for proceeds of $14,000.

There were no options exercised during the three months ended June 30, 2024.

We do not anticipate the exercise of any additional options during the remainder of 2025.

(d) Cash Flows

Net cash used in operations during the three months ended March 31, 2025 decreased to $598,000 compared to $991,000 of net cash used in operations for the three months ended March 31, 2024 primarily as a result of (i) decrease in exploration expense during the three months ended March 31, 2025 to $239,000 compared to $354,000 during the three months ended March 31, 2024;

and (ii) a reduction in the use of cash for the increase in accounts payable and other current liabilities during the three months ended March 31, 2025 to $51,000 compared to a use of cash for an increase in accounts payable and other current liabilities of $396,000 during the three months ended March 31, 2024.

There were additional accruals at the end of December 2023, including the 2023 bonus paid in 2024, and certain Golden Crest Project exploration expense accruals paid in the three months ended March 31, 2024, which accounted for the large use of funds in 2024 compared to 2025.

Partially offsetting this reduction in the use of cash was a decrease in the cash received for interest and dividends during the three months ended March 31, 2025 of $46,000 compared to cash received for interest and dividends of $95,000 during the three months ended March 31, 2024.

Net cash used in operations during the six months ended June 30, 2025 decreased to $1,401,000 compared to $1,570,000 of net cash used in operations for the six months ended June 30, 2024 primarily as a result of (i) decrease in general and administrative expense during the six months ended June 30, 2025 to $$878,000 compared to $1,128,000 during the six months ended June 30, 2024;

and (ii) a reduction in the use of cash for prepaid expenses and other current assets to $163,000 for the six months ended June 30, 2025 compared to the use of cash of $364,000 for prepaid expenses and other current assets during the six months ended June 30, 2024.

Partially offsetting these decreases were (i) an increase in exploration expenses to $910,000 during the six months ended June 30, 2025 compared to exploration expenses of $841,000 during the six months ended June 30, 2024;

(ii) a reduction in interest and dividend income to $98,000 during the six months ended June 30, 2025 compared to interest income of $201,000 during the six months ended June 30, 2024;

and (iii) a provision of cash from an increase in accounts payable and other current liabilities during the six months ended June 30, 2025 of $181,000 compared to a provision of cash for an increase in accounts payable and other current liabilities of $126,000 during the six months ended June 30, 2024.

Based upon projected expenditures in our 2025 budget, we anticipate continued use of funds from operations through the remainder of 2025, primarily for exploration related to our Golden Crest Project and Lik Project and reconnaissance exploration.

See “Results of Operations” above for further explanation of some of these variances.

During the three months ended March 31, 2025, $550,000 was provided from the net sales of our short-term investments compared to $918,000 in cash provided from the sale of short-term investments during the three months ended March 31, 2024.

There were no other significant provisions or use of cash from investing activities during the three months ended March 31, 2025 or 2024.

We anticipate we may sell a portion of our marketable equity securities during the remainder of 2025;

as we have sold a call against our holdings of Kinross at a valuation of $1,000,000, which may be exercised for our Kinross investment at that amount during the second quarter of 2025.

During the six months ended June 30, 2025, we used $4,300,000 for net purchases of short-term investments, compared to the provision cash of $388,000 for net sales of short-term investments during the six months ended June 30, 2024.

The increase in our short-term investments was as a result of the funds received from (i) the sales of marketable equity securities discussed above;

(ii) stock option exercises;

and (iii) cash received through stock sales, discussed below.

During the six months ended June 30, 2024, we acquired mineral property of $55,000 and equipment and other assets used in our exploration activities of $12,000, with no similar purchases during the six months ended June 30, 2025.

We received cash proceeds of $39,000 from the sale of Kinross calls during the six months ended June 30, 2024, with no similar derivative instrument sale during the six months ended June 30, 2025.

We will continue to liquidate a portion of our short-term investments as needed to fund our operations and any potential mineral property acquisitions during the remainder of 2025.

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However, any such activity could involve a significant change in our cash provided or used for investing activities, depending on the structure of any potential transaction.

During the three months ended March 31, 2025 and 2024 we received $156,000 and $14,000 from the issuance of common stock from the exercise of stock options, discussed above in Note 10, “Employee Stock Compensation Plans,” to the condensed consolidated financial statements.

During the six months ended June 30, 2025, we received $94,000 in net proceeds from the issuance of common stock under the ATM Program, and we received $4,411,000 from the issuance of common stock from private placements.

See Note 11, Shareholders’ Equity, above.

We also received $206,000 from the exercise of stock options during the six months ended June 30, 2025.

During the six months ended June 30, 2024, we received net cash of $1,218,000 from the issuance of common stock under the ATM Program, discussed above.

In addition, during the six months ended June 30, 2024 we received $14,000 from the issuance of common stock from the exercise of stock options, discussed above in Note 10, “Employee Stock Compensation Plans.”

(e) Mineral Resources

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(f) Off-balance sheet arrangements

As of March 31, 2025 and December 31, 2024, we had no off-balance sheet obligations.

As of June 30, 2025 and December 31, 2024, we had no off-balance sheet obligations.

(g) Development Activities, Exploration Activities, Environmental Compliance and Contractual Obligations

We are not involved in any development activities, nor do we have any contractual obligations related to any potential development activities as of March 31, 2025.

As of March 31, 2025, there have been no material changes to our contractual obligations for exploration activities, environmental compliance or other obligations from those disclosed in our Management’s Discussion and Analysis included in our 2024 Annual Report.

We are not involved in any development activities, nor do we have any contractual obligations related to any potential development activities as of June 30, 2025.

As of June 30, 2025, there have been no material changes to our contractual obligations for exploration activities, environmental compliance or other obligations from those disclosed in our Management’s Discussion and Analysis included in our 2024 Annual Report.

(h) Discontinued Projects

We did not record any mineral property write-downs during the three months ended March 31, 2025 and 2024.

We did not record any mineral property write-downs during the three and six months ended June 30, 2025 and 2024.

(i) Significant Accounting Policies and Critical Accounting Estimates

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In such cases, a recoverability test may be necessary to determine if an impairment charge is required.

There has been no change to our assumptions, estimates or calculations during the three months ended March 31, 2025.

There has been no change to our assumptions, estimates or calculations during the three months ended June 30, 2025.

(j) Related Party Transactions

As of March 31, 2025, and for the three months ended March 31, 2025, we have no related party transactions or balances.

As of June 30, 2025, and for the three and six months ended June 30, 2025, we have no related party transactions or balances.

(k) Recent Accounting Pronouncements

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Our estimates of future exploration, development, general and administrative and other costs;

Our ability to realize a return on our investment in the Lik Project and Golden Crest Pproject;

Our ability to realize a return on our investment in the Lik Project and Golden Crest Project;

Our ability to successfully identify and execute on transactions to acquire new mineral exploration properties and other related assets;

Our ability to secure financing in the credit or capital markets in amounts and on terms that will allow us to execute our business strategy, invest in new projects, and maintain adequate liquidity;

Our estimates of fair value of our investment in shares of Vendetta, Vox, and Kinross;

Our estimates of fair value of our investment in shares of Vendetta and Vox Royalty;

Our expectations regarding development and exploration of our properties including those subject to joint venture and shareholder agreements;

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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-Q

Item 2. Management’s Discussion and Analysis