SOLITARIO RESOURCES CORP. 10-Q

Item 1. Financial Statements SOLITARIO RESOURCES CORP. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (in thousands of U.S. dollars) June 30, December 31, 2025 2024 Assets Current assets: Cash and cash equivalents $ 195 $ 81 Short-term investments 8,823 4,523 Investments in marketable equity securities, at fair value 401 1,322 Prepaid expenses and other 229 66 Total current assets 9,648 5,992 Mineral properties 16,701 16,701 Restricted cash – mineral property reclamation bonds 230 230 Other assets 84 117 Total assets $ 26,663 $ 23,040 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ 461 $ 258 Kinross call option liability - 67 Operating lease liability 29 43 Total current liabilities 490 368 Long-term liabilities: Asset retirement obligation and reclamation liabilities 145 145 Operating lease liability – long-term - 7 Total long-term liabilities 145 152 Commitments and contingencies (Note 9) Shareholders’ equity: Preferred stock, $ 0.01 par value, authorized 10,000,000 shares (none issued and outstanding at June 30, 2025 and December 31, 2024) - - Common stock, $ 0.01 par value, authorized 200,000,000 shares ( 89,956,840 and 81,638,418 shares, respectively, issued and outstanding at June 30, 2025 and December 31, 2024) 900 816 Additional paid-in capital 89,592 84,714 Accumulated deficit ( 64,464 ) ( 63,010 ) Total shareholders’ equity 26,028 22,520 Total liabilities and shareholders’ equity $ 26,663 $ 23,040 See Notes to Unaudited Condensed Consolidated Financial Statements 3 Table of Contents SOLITARIO RESOURCES CORP. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands of U.S. dollars, except per share amounts) Three months ended June 30 Six months ended June 30 2025 2024 2025 2024 Operating expense: Exploration expense $ 671 $ 487 $ 910 $ 841 Depreciation 7 6 14 13 General and administrative 388 656 878 1,128 Total operating expense 1,066 1,149 1,802 1,982 Other income (loss) Interest and dividend income 52 106 98 201 Loss on derivative instruments ( 130 ) ( 21 ) ( 336 ) ( 21 ) Realized and unrealized gain on sale of marketable equity securities 201 302 586 310 Total other income (loss) 123 387 348 490 Net loss $ ( 943 ) $ ( 762 ) $ ( 1,454 ) $ ( 1,492 ) Loss per common share: Basic and diluted $ ( 0.01 ) $ ( 0.01 ) $ ( 0.02 ) $ ( 0.02 ) Weighted average shares outstanding: Basic and diluted 84,116 81,113 82,908 80,368 See Notes to Unaudited Condensed Consolidated Financial Statements 4 Table of Contents SOLITARIO RESOURCES CORP. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands of U.S. dollars) Six months ended June 30, 2025 2024 Operating activities: Net loss $ ( 1,454 ) $ ( 1,492 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation 14 13 Amortization of right of use lease asset 20 21 Stock-based compensation expense 251 415 Realized and unrealized gain on sale of marketable equity securities ( 586 ) ( 310 ) Loss on derivative instruments 336 21 Changes in operating assets and liabilities: Prepaid expenses and other ( 163 ) ( 364 ) Accounts payable and other current liabilities 181 126 Net cash used in operating activities ( 1,401 ) ( 1,570 ) Investing activities: (Purchase) sale of short-term investments, net ( 4,300 ) 388 Purchase of mineral property - ( 55 ) Purchase of other assets - ( 12 ) Cash from sale of marketable equity securities 1,507 54 Cash paid for settlement of derivative instruments ( 403 ) - Sale of derivative instruments - 39 Net cash (used) provided by investing activities ( 3,196 ) 414 Financing activities: Issuance of common stock – net of issuing costs 4,505 1,218 Issuance of common stock upon exercise of stock options 206 14 Net cash provided by financing activities 4,711 1,232 Net increase in cash and cash equivalents and restricted cash 114 76 Cash, cash equivalents and restricted cash, beginning of period 311 200 Cash, cash equivalents and restricted cash, end of period $ 425 $ 276 See Notes to Unaudited Condensed Consolidated Financial Statements 5 Table of Contents SOLITARIO RESOURCES CORP. NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Business and Significant Accounting Policies Business and company formation Solitario Resources Corp. (“Solitario,” or the “Company”) is an exploration stage company as defined by rules issued by the United States Securities and Exchange Commission (“SEC”). Solitario was incorporated in the state of Colorado on November 15, 1984 as a wholly-owned subsidiary of Crown Resources Corporation. In July 1994, Solitario became a publicly traded company on the Toronto Stock Exchange through its initial public offering. Solitario has been actively involved in mineral exploration since 1993. Solitario’s primary business is to acquire exploration mineral properties or royalties and/or discover economic deposits on its mineral properties and advance these deposits, either on its own or through joint ventures, up to the development stage. At or prior to development, Solitario would likely attempt to sell its mineral properties, pursue their development either independently or through a joint venture with a partner that has expertise in mining operations, or create a royalty with a third party that would continue to advance the property. Solitario has never developed a property. Solitario is primarily focused on the acquisition and exploration of precious metal, zinc and other base metal exploration mineral properties. In addition to focusing on its mineral exploration properties and the evaluation of mineral properties for acquisition, Solitario from time-to-time also evaluates potential strategic transactions for the acquisition of new precious and base metal properties and assets with exploration potential or business combinations that Solitario determines to be favorable. Solitario has recorded revenue in the past from the sale of mineral properties, including the sale of certain mineral royalties. Revenues and / or proceeds from the sale or joint venture of properties or assets, although potentially significant when they occur, have not been a consistent annual source of cash and would only occur in the future, if at all, on an infrequent basis. Solitario currently considers its carried interest in the Florida Canyon zinc project in Peru (the “Florida Canyon Project”), its interest in the Lik zinc project in Alaska (the “Lik Project”), and its Golden Crest project in South Dakota (the “Golden Crest Project”) to be its core mineral property assets. 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 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. In addition, Solitario has an 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 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, 2025 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 of the interim results as presented. Interim results are not necessarily indicative of results which may be achieved in the future or for the full year ending December 31, 2025. 6 Table of Contents These consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto which are included in Solitario’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 12, 2025 (the “2024 Annual Report”). The accounting policies set forth in those annual financial statements are the same as the accounting policies utilized in the preparation of these condensed consolidated financial statements, except as modified for appropriate interim financial statement presentation. Adopted accounting pronouncements Solitario has adopted Accounting Standards Update (“ASU”) 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement , issued by the financial Accounting Standards Board (“FASB”) in August 2023, which clarifies the business combination accounting for joint venture formations. The amendments in the ASU seek to reduce diversity in practice that has resulted from a lack of authoritative guidance regarding the accounting for the formation of joint ventures in separate financial statements. The amendments also seek to clarify the initial measurement of joint venture net assets, including businesses contributed to a joint venture. The guidance is applicable to all entities involved in the formation of a joint venture. The amendments are effective for all joint venture formations with a formation date on or after January 1, 2025. The adoption of ASU No. 2023-05 did not have a material impact on Solitario’s consolidated financial position or results of operations and statement disclosures. The FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures in December 2023 which amended income tax disclosure requirements for the effective tax rate reconciliation and income taxes paid. The amendments in ASU 2023-09 are effective for public business entities for fiscal years beginning after December 15, 2025 and may be applied prospectively for interim reporting periods. Solitario has adopted as of the first quarter of 2025 ASU No. 2023-09, which had no impact on its consolidated financial position or results of operations and statement disclosures. Recently issued accounting pronouncements The FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”)in November 2024, which requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. Under ASU 2024-03, entities will be required to disaggregate information, in tabular format, about specific natural expense categories underlying certain income statement expense line items that are considered ‘relevant’, such as purchases of inventory, employee compensation, depreciation, and intangible asset amortization. Additionally, ASU 2024-03 requires the disclosure of selling expenses, along with how an entity defines such expenses. For public entities, the provisions within ASU 2024-03 (as further clarified through ASU No. 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) ) are effective for the first annual reporting period beginning after December 15, 2026, and for interim reporting periods within annual reporting periods beginning after December 15, 2027. The provisions within ASU 2024-03 are required to be applied prospectively; however, they may be applied retrospectively for all comparative periods following the effective date. Solitario is currently assessing the impact the adoption of ASU 2024-03 will have on its consolidated financial position or results of operations and statement disclosures. Risks and uncertainties Solitario is subject to various risks and uncertainties that are specific to the nature of its business and the exploration of its mineral properties. Solitario also faces various macro-economic risks and uncertainties, such as risks related to health epidemics, pandemics, and other outbreaks or resurgences of communicable diseases, the occurrence of natural disasters, rising geopolitical tension and instability, acts of war or terrorism, global economic uncertainty, inflationary pressures, interest rate volatility, and volatility and disruption in national and international financial markets. These risks and uncertainties could significantly disrupt Solitario’s operations and may materially and adversely affect its business and financial condition. Certain of these risks and uncertainties are discussed under the heading “Risk Factors” in Item 1A of our 2024 Annual Report and generally identified under the heading “Forward-Looking Statements.” Financial reporting The condensed consolidated financial statements include the accounts of Solitario and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles and are expressed in US dollars. 7 Table of Contents Cash equivalents Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased. As of June 30, 2025, $ 149,000 of Solitario’s cash is held in brokerage accounts and foreign banks, which are not covered under the Federal Deposit Insurance Corporation rules for the United States. Money market funds Solitario invests in money market funds that seek to maintain a stable net asset value. These funds invest in high-quality, short-term, diversified money market instruments, short-term treasury bills, federal agency securities, certificates of deposits, and commercial paper. Solitario includes its money market funds in short-term investments. Solitario believes the redemption value of these funds is likely to be the fair value, which is represented by the net asset value. Redemption is permitted daily without written notice. At June 30, 2025 Solitario’s money market funds of $ 8,823,000 are included in short-term investments. Segment reporting Solitario operates as a single operating segment in accordance with FASB ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures .All financial information is presented on a consolidated basis and reviewed by Solitario’s Chief Executive Officer as the Chief Operating Decision Maker (“CODM”). The CODM uses consolidated net loss, as presented in the condensed consolidated statement of operations, to assess segment performance and allocate resources. The measure of segment assets is reported on the balance sheet as total consolidated assets. 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, 2025 and 2024. Potentially dilutive shares related to outstanding common stock options of 4,570,000 and 4,320,000 , respectively, for the three and six months ended June 30, 2025, and outstanding common stock options of 5,903,500 and 3,778,500 , respectively, for the three and six months ended June 30, 2024 were excluded from the calculation of diluted loss per share because the effects were anti-dilutive. 2. Mineral Properties The following table details Solitario’s capitalized mineral properties: (in thousands) June 30, December 31, 2025 2024 Exploration Lik Project (Alaska – US) $ 15,611 $ 15,611 Golden Crest Project (South Dakota – US) 1,078 1,078 Cat Creek Project (Colorado – US) 12 12 Total exploration mineral properties $ 16,701 $ 16,701 Solitario’s mineral properties at June 30, 2025 and December 31, 2024 consist of use rights related to its exploration properties. The amounts capitalized as mineral properties include initial concession and lease or option acquisition costs. None of Solitario’s exploration properties have production (are operating) or have established proven or probable reserves. Solitario’s mineral properties represent interests in properties that Solitario believes have exploration and development potential. Exploration expense 8 Table of Contents The following items comprised exploration expense: (in thousands) Three months ended June 30, Six months ended June 30, 2025 2024 2025 2024 Geologic and field expenses $ 620 $ 394 $ 782 $ 651 Administrative 51 93 128 190 Total exploration costs $ 671 $ 487 $ 910 $ 841 Asset Retirement Obligation and Reclamation Liabilities Solitario recorded an asset retirement obligation of $ 125,000 upon the acquisition of the Lik Project 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 Solitario and its joint venture partner, Teck, and is supported by a permitting bond required by the State of Alaska, for which Solitario has retained 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 of 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. As of June 30, 2025 and December 31, 2024, Solitario has no reclamation liability at its Florida Canyon Project as Nexa is responsible for the costs at the Florida Canyon Project, including reclamation, if any. In addition, the activities to date at Solitario’s Cat Creek Project of staking claims and mapping, soil and rock sampling, and assaying have not created any material environmental or other disturbances. Solitario is also involved in certain matters concerning its 2025 and 2024 drilling programs remediation at its Golden Crest Project. Generally, the bulk of remediation at the Golden Crest Project associated with its 2025 and 2024 drilling programs are carried out concurrently with drilling activities, with only ongoing contouring and reseeding of drill sites remaining as of June 30, 2025 related to the 2024 drilling program. As the 2025 drilling program was initiated in June 2025, there have not been any material on-going (non-concurrent) reclamation liabilities related to the 2025 drilling program as of June 30, 2025. At June 30, 2025 and December 31, 2024, Solitario has a reclamation liability of $ 20,000 , included in asset retirement and reclamation liabilities related to the Golden Crest Project. 3. Marketable Equity Securities Solitario’s investments in marketable equity securities are carried at fair value, which is based upon quoted prices of the securities owned. The cost of marketable equity securities sold is determined by the specific identification method. Changes in fair value are recorded in the condensed consolidated statement of operations. At June 30, 2025 and December 31, 2024, Solitario owned the following marketable equity securities: June 30, 2025 December 31, 2024 shares Fair value (000’s) shares Fair value (000’s) Kinross Gold Corp. - $ - 100,000 $ 927 Vendetta Mining Corp. 7,750,000 85 7,750,000 81 Vox Royalty Corp. 100,000 316 134,055 314 Total $ 401 $ 1,322 9 Table of Contents The following tables summarize Solitario’s marketable equity securities and adjustments to fair value: (in thousands) June 30, 2025 December 31, 2024 Marketable equity securities at cost $ 1,284 $ 1,440 Cumulative unrealized loss on marketable equity securities ( 883 ) ( 118 ) Marketable equity securities at fair value $ 401 $ 1,322 The following table represents changes in marketable equity securities: (in thousands) Three months ended June 30, Six months ended June 30, 2025 2024 2025 2024 Cost of marketable equity securities sold $ 156 $ - $ 156 $ - Realized gain on marketable equity securities sold 1,351 54 1,351 54 Gross proceeds from the sale of marketable equity securities sold ( 1,507 ) ( 54 ) ( 1,507 ) ( 54 ) Net gain on marketable equity securities 202 302 586 310 Change in marketable equity securities at fair value $ 1,305 $ 248 $ 921 $ 256 The following table represents the realized and unrealized (loss) gain on marketable equity securities: (in thousands) Three months ended June 30, Six months ended June 30, 2025 2024 2025 2024 Unrealized gain (loss) on marketable equity securities $ ( 1,150 ) $ 248 $ ( 765 ) $ 256 Realized gain on marketable equity securities sold 1,351 54 1,351 54 Net gain on marketable equity securities * $ 202 $ 302 $ 586 $ 310 * Certain amounts in the three months ended June 30, 2025 may not add due to rounding. During the three and six months ended June 30, 2025, Solitario sold its 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 its $ 10 .00 Kinross covered call covering all 100,000 shares of Kinross previously held by Solitario, which had a May 16, 2025 settlement date, resulting in net proceeds of $ 998,000 , after fees and commissions. Solitario recorded a gain on sale of $ 1,319,000 on the date of sale. See also Note 7 “Derivative Instruments” below. Also, during the three and six months ended June 30, 2025, Solitario sold 34,055 of its Vox Royalty shares for proceeds of $ 106,000 and recorded a gain on sale of $ 32,000 on the date of sale. During the three and six months ended June 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. 4. Leases Solitario leases one facility, its Wheat Ridge, Colorado office, that has a term of more than one year (the “WR Lease”). The WR Lease is classified as an operating lease and has a remaining term of 8 months at June 30, 2025, with no renewal option. At June 30, 2025 and December 31, 2024, 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, 2025, 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, 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, 2025, 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 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. 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. 10 Table of Contents The maturities of Solitario’s lease liability for its WR Lease are as follows at June 30, 2025: Future lease payments (in thousands) Remaining payments 2025 $ 23 Remaining payments 2026 7 Total lease payments 30 Less amount of payments representing interest ( 1 ) Present value of lease payments $ 29 5 Other Assets Other assets consisted of the following items: (in thousands) June 30, December 31, 2025 2024 Furniture and fixtures, net of accumulated depreciation $ 53 $ 66 Right of use office lease asset 27 47 Exploration bonds and other assets 4 4 Total other assets $ 84 $ 117 6. Fair Value of Financial Instruments During the three and six months ended June 30, 2025 and 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, 2025: (in thousands) Level 1 Level 2 Level 3 Total Assets Short-term investments $ 8,823 $ - $ - $ 8,823 Marketable equity securities $ 401 $ - $ - $ 401 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 December 31, 2024: (in thousands) Level 1 Level 2 Level 3 Total Assets Short-term investments $ 4,523 $ - $ - $ 4,523 Marketable equity securities $ 1,322 $ - $ - $ 1,322 Liabilities Kinross calls $ 67 $ - $ - $ 67 7. Derivative Instruments From time-to-time Solitario sold covered call options against its holdings of shares of common stock of Kinross Gold Corp. (“Kinross”) included in marketable equity securities. The business purpose of selling covered calls was to provide additional income on a limited portion of shares of Kinross that Solitario may have elected to 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. In August 2024, Solitario sold covered calls against its holdings of Kinross for net proceeds of $ 39,000 . In May 2025, During the three and six months ended June 30, 2025, Solitario recorded a loss on derivative instruments of $ 130,000 and $ 336,000 , respectively. Solitario settled the covered calls against its holdings of Kinross upon the sale of all of its shares of Kinross for gross proceeds of $ 1,401,000 which was netted against the settlement of the Kinross calls of $ 403,000 for net cash proceeds of $ 998,000 after fees and commissions. 11 Table of Contents 8. Income Taxes Solitario accounts for income taxes in accordance with ASC 740 Income Taxes . Under ASC 740, income taxes are provided for the tax effects of transactions reported in the condensed consolidated financial statements and consist of taxes currently due plus deferred taxes related to certain income and expenses recognized in different periods for financial and income tax reporting purposes. Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses and tax credits that are available to offset future taxable income and income taxes, respectively. 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, 2025 and December 31, 2024, 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, 2025 and 2024, Solitario recorded no deferred tax expense. 9. Commitments and contingencies At June 30, 2025 and December 31, 2024, Solitario has recorded an asset retirement and reclamation liability obligation of $ 145,000 , related to its Lik Project and Golden Crest Project. 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, 2025 of $ 30,000 through February 2026. 10. Employee Stock Compensation Plans 2013 Plan: On June 18, 2013, Solitario’s shareholders approved the 2013 Solitario Exploration & Royalty Corp. Omnibus Stock and Incentive Plan, as amended (the “2013 Plan”), which expired in April 2023. Under the terms of the 2013 Plan, a total of 5,750,000 shares of Solitario common stock were reserved for awards to directors, officers, employees and consultants. 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. 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. As of June 30, 2025 and December 31, 2024, there were options outstanding under the 2013 Plan to acquire 2,145,000 and 3,173,500 shares, respectively, of Solitario common stock. Of these, as of June 30, 2025 and December 31, 2024, there were a total of vested options exercisable to acquire 1,643,750 and 2,672,250 shares, respectively, of Solitario common stock, with exercise prices between $ 0.20 and $ 0.67 per share. As of June 30, 2025, the outstanding stock options under the 2013 Plan have an intrinsic value of $ 100,000 and a weighted average life of 2.10 years. During the three months ended June 30, 2025, options granted under the 2013 Plan for 250,000 shares were exercised with an exercise price of $ 0.20 per share for proceeds of $ 50,000 and had an intrinsic value of $ 104,000 on the date of exercise. During the six months ended June 30, 2025, options granted under the 2013 Plan for 1,028,500 shares were exercised with an exercise price of $ 0.20 per share for proceeds of $ 206,000 and had an intrinsic value of $ 437,000 on the date of exercise. 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 and 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. 12 Table of Contents 2023 Plan: On June 20, 2023, Solitario’s shareholders approved the 2023 Solitario Stock and Incentive Plan (the “2023 Plan”). Under the terms of the 2023 Plan, a total of 5,000,000 shares of Solitario common stock are reserved for awards to directors, officers, employees and consultants. Awards may take the form of stock options, stock appreciation rights, restricted stock and restricted stock units. 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, 2025 and December 31, 2024, there were options outstanding under the 2023 Plan to acquire 2,175,000 and 2,175,000 shares, respectively, of Solitario common stock. Of these, as of June 30, 2025 and December 31, 2024, there were options that are vested and exercisable to acquire 1,087,500 and 556,250 , shares, respectively, of Solitario common stock, with exercise prices between $ 0.51 and $ 0.85 per share. As of June 30, 2025, the outstanding stock options under the 2023 Plan have an intrinsic value of $ 7,000 and a weighted average life of 3.92 years. During the three and six months ended June 30, 2025 Solitario did not grant any awards under the 2023 Plan. During the three and six months ended June 30, 2024, 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, 2025 and 2024, no options were exercised under the 2023 Plan. Stock-based compensation expense During the three and six months ended June 30, 2025, Solitario recorded stock-based compensation expense of $ 125,000 and $ 251,000 , respectively, included in general and administrative 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. At June 30, 2025, the total unrecognized stock-based compensation expense related to non-vested options was $ 589,000 and is expected to be recognized over a period of 21 months. 11. Shareholders’ Equity Shareholders’ Equity for the three and six months ended June 30, 2025: (in thousands, except Share amounts) Common Common Additional Total Stock Stock Paid-in Accumulated Shareholders’ Shares Amount Capital Deficit Equity Balance at December 31, 2024 81,638,418 $ 816 $ 84,714 $ ( 63,010 ) $ 22,520 Stock-based compensation expense - - 126 - 126 Issuance of shares- option exercises 778,500 8 148 - 156 Net loss - - - ( 511 ) ( 511 ) Balance at March 31, 2025 82,416,918 $ 824 $ 84,988 $ ( 63,521 ) $ 22,291 Stock-based compensation expense - - 125 - 125 Issuance of shares- option exercises 250,000 3 47 - 50 Issuance of shares – ATM 147,067 1 93 - 94 Issuance of shares – Private Placement 7,142,855 72 4,339 - 4,411 Net loss - - - ( 943 ) ( 943 ) Balance at June 30, 2025 89,956,840 $ 900 $ 89,592 $ ( 64,464 ) $ 26,028 13 Table of Contents Shareholders’ Equity for the three and six months ended June 30, 2024: (in thousands, except Share amounts) Common Common Additional Total Stock Stock Paid-in Accumulated Shareholders’ Shares Amount Capital Deficit Equity Balance at December 31, 2023 79,586,358 $ 796 $ 82,796 $ ( 57,642 ) $ 25,950 Stock-based compensation expense - - 59 - 59 Issuance of shares- option exercises 50,000 - 14 - 14 Net loss - - - ( 730 ) ( 730 ) Balance at March 31, 2024 79,636,358 $ 796 $ 82,869 $ ( 58,372 ) $ 25,293 Stock-based compensation expense - - 356 - 356 Issuance of shares for cash - ATM 1,802,060 18 1,200 - 1,218 Net loss - - - ( 762 ) ( 762 ) Balance at June 30, 2024 81,438,418 $ 814 $ 84,425 $ ( 59,134 ) $ 26,105 Private Placements On June 18, 2025, Solitario closed on a private placement of 1,587,300 shares of Solitario common stock (the “Newmont Shares”), pursuant to a Stock Purchase Agreement (the “SPA”) with Newmont Overseas Exploration Ltd. (“Newmont”), for a price of $ 0.63 per share for net proceeds of $ 980,000 after certain legal and regulatory offering costs of $ 20,000 . In connection with the sale of the Newmont Shares, Solitario and Newmont amended and restated the Investor Rights Agreement between the parties that was entered into in 2023, to reflect Newmont’s purchase of these additional Solitario shares. The amended and restated Investor Rights Agreement served to amend certain terms of the Investor Rights Agreement, including to provide Newmont a right of first refusal with respect to certain transactions, such as a sale or joint venture, involving the Golden Crest Properties (whereas the agreement previously granted Newmont a right of first offer with respect to those prospective transactions). On June 18, 2025, Solitario closed on a private placement of 5,555,555 shares of its common stock (the “Shares”) at a price of $ 0.63 per share for net proceeds of $ 3,431,000 after certain legal and regulatory offering costs of $ 69,000 . The sale of the Shares was made through a subscription agreement between Solitario and a single third-party investor. No officers, directors or other affiliates of Solitario participated in the private placement. The investor in the private placement was provided certain registration rights with respect to the Shares they purchased. Solitario did not engage an underwriter or placement agent for the private placement, and therefore there were no underwriter discounts or commissions or placement agent fees. At the Market Offering Agreement On December 19, 2023, Solitario entered into an amendment to its at-the-market offering agreement that was originally entered into in 2021 (the “ATM Agreement”) with H. C. Wainwright & Co., LLC (“Wainwright”), under which Solitario may, from time to time, issue and sell shares of Solitario’s common stock through Wainwright as sales manager in an at-the-market offering under a prospectus supplement for aggregate sales proceeds of up to $ 10 .0 million (the “ATM Program”). The common stock is distributed at the market prices prevailing at the time of sale. As a result, prices of the common stock sold under the ATM Program may vary between purchasers and during the period of distribution. 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, 2025, Solitario sold an aggregate of 147,067 shares of common stock under the ATM Agreement at an average price of $ 0.67 per share for net proceeds of $ 94,000 , after commissions and sale expenses. 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. 12. Subsequent Events Subsequent to June 30, 2025, Solitario sold an aggregate of 236,230 shares of common stock under the ATM Agreement at an average price of $ 0.72 per share for net proceeds of $ 164,000 , after commissions and sale expenses. 14 Table of Contents