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Item 2. Management’s Discussion and Analysis

2026-05-06 compared with 2025-10-31 · 100 added, 143 removed, 84 unchanged (74% 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, 2025 and 2024, and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in Solitario’s 2025 Annual Report.

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

Solitario's financial condition and results of operations as of and through March 31, 2026 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 September 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 and the Bright Angel Project in Colorado, neither of which have been explored to the degree of any of our three core assets, identified above.

At March 31, 2026, 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 and the Bright Angel project in Colorado, neither of which have 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 project, the Cat Creek project and the Bright Angel project and through joint ventures operated by our partners in Peru at the Florida Canyon project and in Alaska at the Lik project.

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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 September 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, Cat Creek Project and Bright Angel Project;

As of March 31, 2026, 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, the Cat Creek project and the Bright Angel project;

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

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(b) Results of Operations

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

We had a net loss of $1,870,000 or $0.02 per basic and diluted share for the three months ended September 30, 2025 compared to a net loss of $2,276,000 or $0.03 per basic and diluted share for the three months ended September 30, 2024.

As explained in more detail below, the primary reasons for the decrease in our net loss in the three months ended September 30, 2025 compared to the net loss during the three months ended September 30, 2024 were (i) a decrease in exploration expense to $1,645,000 during the three months ended September 30, 2025 compared to exploration expense of $2,067,000 during the three months ended September 30, 2024;

(ii) a decrease in general and administrative expense to $379,000 during the three months ended September 30, 2025 compared to general and administrative expense of $383,000 during the three months ended September 30, 2024;

and (iii) no loss on derivative instruments during the three months ended September 30, 2025 compared to a loss on derivative instruments of $22,000 during the three months ended September 30, 2024.

Partially offsetting these decreases in net loss were (i) a decrease in interest and dividend income to $82,000 during the three months ended September 30, 2025 compared to interest and dividend income of $94,000 during the three months ended September 30, 2024;

and (ii) a reduction in the realized and unrealized gain on sale on marketable equity securities to $80,000 during the three months ended September 30, 2025 compared to a realized and unrealized gain on marketable equity securities of $110,000 during the three months ended September 30, 2024.

Comparison of the quarter ended March 31, 2026 to the quarter ended March 31, 2025

We had a net loss of $494,000 or $0.01 per basic and diluted share for the three months ended March 31, 2026 compared to a net loss of $511,000 or $0.01 per basic and diluted share for the three months ended March 31, 2025.

As explained in more detail below, the primary reasons for the decrease in the net loss in the three months ended March 31, 2026 compared to the loss in the three months ended March 31, 2025 were (i) a decrease in exploration expense to $182,000 during the three months ended March 31, 2026 compared to exploration expense of $239,000 during the three months ended March 31, 2025;

(ii) a decrease in general and administrative expense to $376,000 during the three months ended March 31, 2026 compared to general and administrative expense of $490,000 during the three months ended March 31, 2025;

(iii) no realized and unrealized loss on derivative instruments during the three months ended March 31, 2026 compared to a realized and unrealized loss on derivative instruments of $206,000 during the three months ended March 31, 2025;

and (iv) an increase in interest and dividend income to $65,000 during the three months ended March 31, 2026 compared to interest and dividend income of $46,000 during the three months ended March 31, 2025.

Partially offsetting this decrease in the net loss was a decrease in realized and unrealized gain on marketable equity securities to $2,000 during the three months ended March 31, 2026 compared to a realized and unrealized gain on marketable equity securities of $385,000 during the three months ended March 31, 2025.

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

Our net exploration expense decreased to $1,645,000 during the three months ended September 30, 2025 compared to exploration expense of $2,067,000 during the three months ended September 30, 2024 primarily as a result of (i) lower exploration expense at our Golden Crest Project to $1,522,000 during the three months ended September 30, 2025 compared to $1,957,000 during the three months ended September 30, 2024 as a result of fewer holes being drilled as well as a slightly lower cost per hole for our drilling program during the three months ended September 30, 2025 compared to the drilling program during the three months ended September 30, 2024;

and (ii) reductions in our exploration activity at our Cat Creek Project and reconnaissance work during the three months ended September 30, 2025 to $15,000 compared to exploration expense of $29,000 for those projects during the three months ended September 30, 2024.

Partially offsetting these decreases in exploration expense were (i) an increase in exploration expense at our Lik Project in Alaska to $102,000 during the three months ended September 30, 2025 compared to exploration expense of $81,000 during the three months ended September 30, 2024;

and (ii) work performed at our newly-acquired Bright Angel Project during the three months ended September 30, 2025 of $6,000 with no similar expenditures in 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 expenditure for 2025 to be comparable to our full-year exploration expenditure for 2024.

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

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Our exploration expense decreased to $182,000 during the three months ended March 31, 2026 compared to exploration expense of $239,000 during the three months ended March 31, 2025.

The decrease was primarily a result of (i) a decrease in expenses at our Golden Crest project to $149,000 during the three months ended March 31, 2026 compared to exploration expense of $216,000 during the three months ended March 31, 2025;

(ii) a decrease in our exploration expenditures at our Lik project to $5,000 during the three months ended March 31, 2026 compared to $11,000 during the three months ended March 31, 2025;

and (iii) a reduction in our exploration expenditures at our Cat Creek project to $1,000 during the three months ended March 31, 2026 compared to $5,000 during the three months ended March 31, 2025.

These reductions in costs were partially offset by the expenditures of $20,000 at our Bright Angel project during the three months ended March 31, 2026, with no expenditures for that project in the prior year period.

Our full-year 2026 total exploration and development budget is approximately $5,673,000, which reflects potential drilling programs both at the Golden Crest project during 2026 budgeted at $2,217,000 and the Cat Creek project during 2026 budgeted at $516,000 as well as a proposed limited exploration program at the Lik and Bright Angel projects.

All of the planned drilling during 2026 is dependent on receiving required permits and availability of third-party drilling contractors.

Nexa is responsible for all planned 2026 exploration expenditures at the Florida Canyon Project.

The proposed 2026 budget does not reflect any exploration costs for new projects or assets we may acquire during 2026.

Our planned exploration activities in 2026 may be modified, as necessary for any drilling programs we may undertake or other projects we may acquire.

Changes may occur to our planned 2026 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 2026 to be higher than the exploration expenditures for full-year 2025.

Exploration expense by project for the three months ended March 31, 2026 and 2025 consisted of the following:

(in thousands)

Golden Crest project

Cat Creek project

Bright Angel project

Reconnaissance

Total exploration expense

General and administrative costs, excluding stock option compensation costs, discussed below, were $266,000 during the three months ended September 30, 2025 compared to $258,000 during the three months ended September 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 September 30, 2025 compared to salary and benefit costs of $79,000 during the three months ended September 30, 2024;

(ii) legal and accounting expenditures of $55,000 in the three months ended September 30, 2025 compared to $50,000 in the three months ended September 30, 2024;

(iii) office rent and expenses of $36,000 during the three months ended September 30, 2025 compared to $34,000 during the three months ended September 30, 2024;

and (iv) travel and shareholder relation costs of $96,000 during the three months ended September 30, 2025 compared to $95,000 during the three months ended September 30, 2024.

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

We recorded $113,000 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 September 30, 2025 compared to $125,000 of stock option compensation expense during the three months ended September 30, 2024.

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

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

General and administrative costs, excluding stock option compensation costs, discussed below, were $309,000 during the three months ended March 31, 2026 compared to $364,000 during the three months ended March 31, 2025.

The major components of these costs were related to (i) salaries and benefit expense of $73,000 during the three months ended March 31, 2026 compared to salary and benefit costs of $118,000 during the three months ended March 31, 2025, as a result of a reduction in staff in 2026;

(ii) legal and professional expenditures of $67,000 during the three months ended March 31, 2026 compared to legal and professional expenditures of $54,000 during the three months ended March 31, 2025;

(iii) office rent and expenses of $28,000 during the three months ended March 31, 2026 compared to $29,000 during the three months ended March 31, 2025;

and (iv) travel and shareholder relation costs of $141,000 during the three months ended March 31, 2026 compared to $163,000 during the three months ended March 31, 2025.

We anticipate the overall full-year general and administrative costs will be comparable between 2026 and 2025.

We recorded $67,000 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, 2026 compared to $126,000 of stock option compensation expense during the three months ended March 31, 2025.

The lower costs during the three months ended March 31, 2026 related to the grant date fair value of 2,125,000 options granted during 2024 which are being amortized over three years, resulting in higher initial costs during 2025.

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, 2026 and 2025.

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

We recorded realized and unrealized gain on the sale of our marketable equity securities of $80,000 during the three months ended September 30, 2025 compared to $110,000 during the three months ended September 30, 2024.

During the three months ended September 30, 2025 we sold 30,000 shares of Vox Royalty common stock for proceeds of $124,000 and recorded a realized gain on sale of $60,000.

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

In addition, we recorded an unrealized gain on marketable equity securities of $20,000 during the three months ended September 30, 2025 related to changes in the market value of our holdings of Vox Royalty common stock of an increase of $50,000 partially offset by a reduction in market value of our holdings of Vendetta common stock of $30,000.

During the three months ended September 30, 2024 we recorded an unrealized gain on our holdings of marketable equity securities of $110,000 related to an increase in the value of our Kinross common stock of $104,000, and an increase in the value of our Vox Royalty common stock of $34,000, which were partially offset by a decrease in the value of our Vendetta common stock of $28,000 during the three months ended September 30, 2024.

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

We recorded interest and dividend income of $82,000 during the three months ended September 30, 2025 compared to interest income of $94,000 during the three months ended September 30, 2024.

This decrease was primarily due to a decrease in our funds held in our money market account during the three months ended September 30, 2025 compared to the funds held in our money market account during the three months ended September 30, 2024 as well as a lower average interest rate earned on our short-term money market account during the three months ended September 30, 2025 compared to 2024.

In addition, we did not earn any dividend income during the three months ended September 30, 2025 compared to dividend income of $3,000 during the three months ended September 30, 2024 from our holdings of Kinross common stock, which was sold in May 2025.

During the three months ended September 30, 2024, we recorded a non-cash loss on derivative instruments of $22,000 with no similar amount during the three months ended September 30, 2025.

The loss during the three months ended September 30, 2024 was related to certain Kinross calls we held during the three months ended September 30, 2024, which were settled upon the sale of our holdings of Kinross common stock.

We recorded a realized and unrealized gain on marketable equity securities of $2,000 during the three months ended March 31, 2026 compared to a realized and unrealized gain on marketable equity securities of $385,000 during the three months ended March 31, 2025 as further discussed above in Note 3 “Marketable Equity Securities” to the condensed consolidated financial statements.

The gain during the three months ended March 31, 2026 was related to a realized gain of $37,000 on the sale of 10,000 shares of Vox Royalty common stock which was partially offset by unrealized loss of $29,000 on our holdings of Vendetta common stock during the three months ended March 31, 2026 and an unrealized loss of $6,000 on our holdings of Vox Royalty common stock during the three months ended March 31, 2026.

The gain during the three months ended March 31, 2025 was primarily related to an increase of $334,000 in the value of our holdings of Kinross common stock;

and (ii) an increase of $77,000 on our holdings of Vox Royalty common stock.

These unrealized gains during the three months ended March 31, 2025 were partially offset by a $27,000 loss on our holdings of Vendetta Mining Corp.

common stock.

We recorded interest and dividend income of $65,000 during the three months ended March 31, 2026 compared to interest income of $46,000 during the three months ended March 31, 2025.

The increase in interest income is related to an increase in the balance of our short-term investments during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily as a result of ATM equity sales during the 2026 period in excess of exploration and other expenditures during the three months ended March 31, 2026.

We anticipate our interest income will be comparable during the full year of 2026 and 2025 as we plan to use our short-term investments and our cash balances during the remainder of 2026 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.

The Kinross calls were settled in the second quarter of 2025 upon the sale of our holdings of Kinross common stock.

We had no derivative instruments during the three months ended March 31, 2026.

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 and nine months ended September 30, 2025 and 2024, we recorded no property impairments.

We recorded no income tax expense or benefit during the three and nine months ended September 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.

During the three months ended March 31, 2026 and 2025, we recorded no property impairments.

At March 31, 2026 and 2025, 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, 2026 or 2025.

As a result of our exploration activities, we anticipate we will not have currently payable income taxes during 2026.

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 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 nine months ended September 30, 2025 to the nine months ended September 30, 2024

We had a net loss of $3,324,000 or $0.04 per basic and diluted share for the nine months ended September 30, 2025 compared to a net loss of $3,768,000 or $0.05 per basic and diluted share for the nine months ended September 30, 2024.

As explained in more detail below, the primary reasons for the decrease in our net loss were (i) a decrease in exploration expense to $2,555,000 during the nine months ended September 30, 2025 compared to exploration expense of $2,908,000 during the nine months ended September 30, 2024;

(ii) a decrease in general and administrative expense to $1,257,000 during the nine months ended September 30, 2025 compared to general and administrative expense of $1,511,000 during the nine months ended September 30, 2024;

and (iii) a realized and unrealized gain on sale of marketable equity securities of $666,000 during the nine months ended September 30, 2025, compared with an unrealized and realized gain on sale of marketable equity securities of $420,000 during the nine months ended September 30, 2024.

Partially offsetting these decreases in the net loss during the nine months ended September 30, 2025 compared to the net loss during the nine months ended September 30, 2024 were (i) an increase in the loss on derivative instruments to $336,000 during the nine months ended September 30, 2025 compared to a loss on derivative instruments of $43,000 during the nine months ended September 30, 2024;

and (ii) a decrease in interest and dividend income to $180,000 during the nine months ended September 30, 2025 compared to interest and dividend income of $295,000 during the nine months ended September 30, 2024.

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

Our net exploration expense decreased to $2,555,000 during the nine months ended September 30, 2025 compared to $2,908,000 during the nine months ended September 30, 2024.

The primary reasons for the decrease were (i) exploration expenditures at our Golden Crest Project decreased to $2,373,000 during the nine months ended September 30, 2025 compared to $2,742,000 during the nine months ended September 30, 2024 as our drilling program during 2025 included fewer holes and a slightly lower cost per hole compared to our drilling program during 2024.

In addition our expenses at our Golden Crest Project were lower as a result of a reduction in permitting and other activities at the Golden Crest Project during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024;

(ii) a decrease in expenditures at our Cat Creek Project during the nine months ended September 30, 2025 to $24,000 compared to the nine months ended September 30, 2024 of $32,000;

and (iii) a reduction in reconnaissance exploration expenditures to $20,000 during the nine months ended September 30, 2025 compared to reconnaissance exploration expenditures of $29,000 during the nine months ended September 30, 2024.

Partially offsetting these increases in exploration expenditures were (i) an increase in our exploration expenditures at our Lik Project in Alaska to $132,000 during the nine months ended September 30, 2025 compared to $105,000 during the nine months ended September 30, 2024;

and (ii) initial work at our newly acquired Bright Angel Project of $6,000 during the nine months ended September 30, 2025.

We do not expect significant additional exploration expenditures during the fourth quarter of 2025 as our drilling program ended shortly after the end of September 2025.

General and administrative costs, excluding stock option compensation costs discussed below, were $893,000 during the nine months ended September 30, 2025 compared to $971,000 during the nine months ended September 30, 2024.

The major components of the costs were (i) salary and benefit expense during the nine months ended September 30, 2025 of $275,000 compared to salary and benefit expense of $292,000 during the nine months ended September 30, 2024;

(ii) legal and accounting expenditures of $170,000 during the nine months ended September 30, 2025, compared to $180,000 during the nine months ended September 30, 2024;

(iii) office and other costs of $96,000 during the nine months ended September 30, 2025 compared to $104,000 during the nine months ended September 30, 2024;

and (iv) travel and shareholder relation costs of $352,000 during the nine months ended September 30, 2025 compared to $395,000 during the nine months ended September 30, 2024.

During the nine months ended September 30, 2025 and 2024, Solitario recorded $364,000 and $540,000, 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 nine months ended September 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.

We recorded a realized and unrealized gain on marketable equity securities of $666,000 during the nine months ended September 30, 2025 compared to a realized and unrealized gain on marketable equity securities of $420,000 during the nine months ended September 30, 2024.

These amounts represent a realized gain on the sale of an aggregate of $1,411,000 during the nine months ended September 30, 2025, which was comprised of (i) a realized gain on the sale of our Kinross common stock of $915,000;

(ii) a realized gain of $93,000 on the sale of our Vox Royalty common stock;

and (iii) a realized gain from the settlement of our call on Kinross stock of $403,000.

This realized gain during the nine months ended September 30, 2025 compared to a realized gain of $54,000 during the nine months ended September 30, 2024 from the sale of our Highlander Silver common stock.

In addition, we recorded an unrealized loss on marketable equity securities of $745,000 during the nine months ended September 30, 2025 compared to an unrealized gain on marketable equity securities of $366,000 during the nine months ended September 30, 2024.

The non-cash unrealized gain during the nine months ended September 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 nine months ended September 30, 2025;

and (ii) the transfer of $92,000 of unrealized gain on our holdings of Vox Royalty common stock upon the sale of the shares of Vox Royalty common stock during the nine months ended September 30, 2025.

These transfers of prior unrealized gains (as an unrealized loss) in the value of our marketable equity securities during the nine months ended September 30, 2025 along with a decrease in the value of our holdings of Vendetta common stock of $25,000 based on quoted market prices were partially offset by (i) an increase in the value of our holdings of Kinross common stock through the date of sale of $71,000;

and (ii) an increase in the value of our Vox Royalty common stock sold of $35,000 through the date of sale for the Vox Royalty shares sold:

and (iii) an increase in the value of remaining holdings of Vox Royalty common stock for the nine months ended September 30, 2025 of $181,000.

The non-cash unrealized gain during the nine months ended September 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 September 30, 2024 of $331,000 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 $129,000 based on quoted market prices;

and (iii) an increase of $22,000 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 nine months ended September 30, 2024 were partially offset by (i) a decrease in the value of our holdings of Vendetta common stock of $61,000 based on quoted market prices;

and (ii) the transfer of $54,000 of previously recorded unrealized gain to realized gain on the sale of our 100,000 Highlander common shares (as an unrealized loss) upon the sale of those shares during the nine months ended September 30, 2024.

See Note 3, Marketable Equity Securities above.

We recorded interest and dividend income of $180,000 during the nine months ended September 30, 2025 compared to interest and dividend income of $295,000 during the nine months ended September 30, 2024.

The decrease in interest income was primarily related to a decrease in our average outstanding balance of money market holdings during the nine months ended September 30, 2025 compared to the nine months ended September 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 second quarter of 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 common stock 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 nine months ended September 30, 2025, we recorded a non-cash loss on derivative instruments of $336,000 related to the Kinross calls, which were settled during the nine months ended September 30, 2025 upon the sale of our holdings of Kinross.

During the nine months ended September 30, 2024, we recorded a non-cash loss on derivative instruments of $43,000 related to Kinross calls as a result of an increase in the value of the underlying Kinross common stock.

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.

Cash and Short-term Investments

As of September 30, 2025, we have $7,945,000 in cash and short-term investments.

Our short-term investment is comprised of $7,573,000 invested in a money market account with a brokerage firm.

As of March 31, 2026, we have $8,442,000 in cash and short-term investments.

Our short-term investments are comprised of $8,275,000 invested in a money market account with a brokerage firm.

We anticipate we will roll over that portion of our short-term investments not used for exploration expenditures, operating costs or mineral property acquisitions as they become due during the remainder of 2026.

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

At September 30, 2025, we owned 7,750,000 shares of Vendetta common stock, and 70,000 shares of Vox Royalty common stock.

At September 30, 2025, the Vendetta shares are recorded at their fair value of $56,000, and the Vox Royalty shares are recorded at their fair value of $301,000.

We sold our holdings of 100,000 shares of Kinross common stock for net proceeds of $998,000 during the nine months ended September 30, 2025, and sold 64,055 shares of Vox Royalty common stock for net proceeds of $230,000, each discussed above.

During the nine months ended September 30, 2024 we sold all of our holdings of Highlander common stock 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.

At March 31, 2026, we owned 7,750,000 shares of Vendetta common stock and 40,000 shares of Vox common stock.

At March 31, 2026, the Vendetta shares are recorded at their fair value of $28,000, and the Vox shares are recorded at their fair value of $209,000.

During the three months ended March 31, 2026 we sold 10,000 shares of our Vox Royalty common stock for proceeds of $59,000 and recorded a realized gain on sale of $37,000.

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

We anticipate we may sell a portion of our holdings of marketable equity securities during the remainder of 2026 depending on cash needs and market conditions.

Working Capital

We had working capital of $7,885,000 at September 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 September 30, 2025 consists primarily of our cash and cash equivalents, our short-term investments, discussed above, our investment in marketable equity securities of $357,000, and prepaid expenses and other current assets of $68,000, less our accounts payable of $467,000 and other current liabilities of $18,000.

As of September 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.

We had working capital of $8,579,000 at March 31, 2026 compared to working capital of $7,795,000 at December 31, 2025.

Our working capital at March 31, 2026 consists primarily of our cash and cash equivalents, our short-term investments, discussed above, our investment in marketable equity securities of $237,000, and other current assets of $171,000, less our accounts payable of $271,000.

As of March 31, 2026, 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 September 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.

As of September 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 nine months ended September 30, 2025, options for 1,028,500 shares of Solitario common stock were exercised from the 2013 Plan with an exercise price of $0.20 per share for proceeds of $206,000.

During the nine months ended September 30, 2024, options for 250,000 shares of Solitario common stock were exercised from the 2013 Plan with an exercise price of $0.20-$0.28 per share for proceeds of $54,000.

We do not anticipate the exercise of additional options during the remainder of 2025 to be a significant source of cash, if at all.

As of both March 31, 2026 and December 31, 2025, there were options outstanding from the 2013 Plan to acquire an aggregate of 1,965,000 shares of Solitario common stock, with exercise prices between $0.69 per share and $0.60 per share.

As of both March 31, 2026 and December 31, 2025 there were options outstanding from the 2023 Plan to acquire 3,600,000 shares of Solitario common stock with exercise prices between $0.51 per share and $0.85 per share.

We did not grant any options during the three months ended March 31, 2026 or 2025.

No options were exercised during the three months ended March 31, 2026.

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

We do not anticipate the exercise of options to be a significant source of capital during the remainder of 2026.

(d) Cash Flows

Net cash used in operations during the nine months ended September 30, 2025 decreased to $3,064,000 compared to $3,350,000 of net cash used in operations for the nine months ended September 30, 2024 primarily as a result of (i) a decrease in exploration expenses to $2,555,000 during the nine months ended September 30, 2025 compared to exploration expenses of $2,908,000 during the nine months ended September 30, 2024;

(ii) a decrease in general and administrative expense during the nine months ended September 30, 2025 to $1,257,000 compared to $1,511,000 during the nine months ended September 30, 2024;

and (iii) a provision of cash from an increase in accounts payable and other current liabilities during the nine months ended September 30, 2025 of $176,000 compared to a provision of cash for an increase in accounts payable and other current liabilities of $12,000 during the nine months ended September 30, 2024.

Partially offsetting these decreases in the use of cash for operations were (i) a reduction in interest and dividend income to $180,000 during the nine months ended September 30, 2025 compared to interest income of $295,000 during the nine months ended September 30, 2024;

and (ii) a use of cash for prepaid expenses and other current assets of $2,000 for the nine months ended September 30, 2025 compared to the provision of cash of $171,000 for a reduction in prepaid expenses and other current assets during the nine months ended September 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, Lik Project, Cat Creek Project and our Bright Angel Project.

Net cash used in operations during the three months ended March 31, 2026 decreased to $473,000 compared to $598,000 of net cash used in operations for the three months ended March 31, 2025 primarily as a result of (i) the decrease in exploration expense during the three months ended March 31, 2026 to $182,000 compared to $239,000 during the three months ended March 31, 2025;

(ii) a reduction in general and administrative expenditures, excluding non-cash stock option expense, to $309,000 during the three months ended March 31, 2026 compared to general and administrative expenditures, excluding non-cash stock option expense, of $364,000 during the three months ended March 31, 2025;

(iii) an increase in interest income to $65,000 during the three months ended March 31, 2026 compared to interest income of $46,000 during the three months ended March 31, 2025;

and (iv) a reduction in the use of cash for the increase in accounts payable and other current liabilities during the three months ended March 31, 2026 of $56,000 compared to a use of cash for the decrease in accounts payable and other current liabilities of $51,000 during the three months ended March 31, 2025.

Partially offsetting this reduction in the use of cash was an increase in the use of cash of $110,000 for an increase in prepaid expenses and other current assets during the three months ended March 31, 2026, with no similar use during the three months ended March 31, 2025.

Based upon projected expenditures in our 2026 budget, we anticipate continued use of funds from operations through the remainder of 2026, primarily for exploration related to our Golden Crest project, our Lik project, our Cat Creek and Bright Angel projects and reconnaissance exploration.

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

During the nine months ended September 30, 2025, we used $3,050,000 for net purchases of short-term investments, compared to the provision of cash of $2,038,000 for net sales of short-term investments during the nine months ended September 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.

As discussed above, during the nine months ended September 30, 2025 we received $1,631,000 in proceeds from the sale of marketable equity securities less the cash paid for the settlement of our outstanding Kinross call, compared to proceeds of $54,000 from the sale of marketable equity securities during the nine months ended September 30, 2024.

During the nine months ended September 30, 2025 we acquired a mineral property of $5,000 compared to mineral property acquisitions of $55,000 during the nine months ended September 30, 2024.

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

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

During the three months ended March 31, 2026, we used $702,000 in cash, for the net purchases of short-term investments compared to $550,000 which was provided from the net sales of our short-term investments during the three months ended March 31, 2025.

In addition, we received $59,000 in proceeds from the sale of 10,000 shares of Vox Royalty common stock during the three months ended March 31, 2026.

There were no other significant provisions or use of cash from investing activities during the three months ended March 31, 2026 or 2025.

We anticipate we may sell a portion of our marketable equity securities during the remainder of 2026.

We will liquidate a portion of our short-term investments as needed to fund our operations and any potential mineral property acquisitions during the remainder of 2026.

We are not currently planning any potential mineral property acquisition or strategic corporate investment during the remainder of 2026.

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 nine months ended September 30, 2025, we received $512,000 in net proceeds from the issuance of common stock under the ATM Program, and we received $4,464,000 from the issuance of common stock issued in private placements that closed in June 2025.

See Note 11, Shareholders’ Equity, above.

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

During the nine months ended September 30, 2024, we received net cash of $1,218,000 from the issuance of common stock under the ATM program.

In addition, during the nine months ended September 30, 2024 we received $54,000 from the issuance of common stock from the exercise of stock options.

See Note 10, “Employee Stock Compensation Plans.”

During the three months ended March 31, 2026 we sold 1,640,425 shares of Solitario common stock through our ATM program at an average price of $0.76 per share for net proceeds of $1,201,000 after commissions and other expenses.

We did not issue any shares through our ATM program during the three months ended March 31, 2025.

During the three months ended March 31, 2025 we received $156,000 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.

No options were exercised during the three months ended March 31, 2026.

We anticipate we may issue additional shares through the ATM program during the remainder of 2026, depending on our cash needs and market conditions.

(e) Mineral Resources

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Mineral Reserves and Resources

We are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and applicable Canadian securities laws, and as a result we subject to reporting our mineral resources according to two different standards.

We are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and applicable Canadian securities laws, and as a result we are subject to reporting our mineral resources according to two different standards.

reporting requirements, are governed by Item 1300 of Regulation S-K (“S-K 1300”) issued by the SEC.

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(f) Off-balance sheet arrangements

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

As of March 31, 2026 and December 31, 2025, 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 September 30, 2025.

As of September 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.

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, 2026.

As of March 31, 2026, 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 2025 Annual Report.

(h) Discontinued Projects

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

We did not record any mineral property write-downs during the three months ended March 31, 2026 and 2025.

(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 September 30, 2025.

There has been no change to our assumptions, estimates or calculations during the three months ended March 31, 2026.

(j) Related Party Transactions

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

As of March 31, 2026, and for the three months ended March 31, 2026, we have no related party transactions or balances.

(k) Recent Accounting Pronouncements

No recent accounting pronouncements are applicable to Solitario at this time.

There have been no new proposed or adopted accounting pronouncements applicable to Solitario since those described in the Company’s 2025 Annual Report.

(l) Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the 1934 Act, with respect to our financial condition, results of operations, business prospects, plans, objectives, goals, strategies, future events, capital expenditures, and exploration and development efforts.

This Quarterly Report on Form 10-Q contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the 1934 Act , with respect to our financial condition, results of operations, business prospects, plans, objectives, goals, strategies, budgets, future events, capital expenditures, and exploration and development efforts.

Words such as “anticipates,” “expects,” “intends,” “forecasts,” “plans,” “believes,” “seeks,” “estimates,” “may,” “will,” and similar expressions identify forward-looking statements.

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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 our core projects such as the Lik Project and Golden Crest Project;

Our ability to realize a return on our investment in the Golden Crest, Lik, Cat Creek and Bright Angel projects;

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 and Vox Royalty;

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

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

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The impact of technological changes, system failures, or breaches of our network security as well as other cyber security risks that could subject us to increased operating costs, litigation and other liabilities:

The effects of macro-economic and geo-political conditions, including financial market volatility, inflation, interest rate volatility, fluctuations and impacts of announced tariff and trade policies, and labor and supply shortages;

The effects of macro-economic and geo-political conditions, including financial market volatility, inflation, interest rate f;ictiatopms, fluctuations and impacts of announced tariff and trade policies, and labor and supply shortages;

Our future financial condition or results of operations and our future revenues and expenses;

Our business strategy and other plans and objectives for future operations;

Risks related to natural disasters or adverse external events such as epidemics or pandemics.

Risks related to natural disasters or adverse external events.

Although we have attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended.

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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