Solitario Resources XPL

Solitario Resources reports net loss of $2.33 million

Form
10-Q
Filed
Importance
Notable
  1. Net loss: $2.33 million for the three months ended Sep 30, 2026
  2. Diluted EPS: -$0.02 for the three months ended Sep 30, 2026
  3. Cash and equivalents: $223,000 at Sep 30, 2026

Written from the 10-Q on EDGAR. AI can make mistakes. Check the filing.

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What changed

9 changes since the June 2026 10-Q

Compared with the 10-Q 0001654954-26-007347, filed Aug 6, 2026.

  1. Changed Financial statements

    Cash down 56% from Jun 30

    $223K, was $509K.

    From the filings

    Before

    $509K

    Now

    $223K
  2. Changed Financial statements

    Net income down 27% from Jun 30

    −$2.3M, was −$1.8M.

    From the filings

    Before

    −$1.8M

    Now

    −$2.3M
  3. Changed MD&A

    Our net exploration expense increased to $2,070,000 during the three months ended September 30, 2026…

    Adds "$2,070,000"; drops "$1,508,000".

    From the filings

    Before

    Our net exploration expense increased to $1,508,000 during the three months ended June 30, 2026 compared to exploration expense of $671,000 during the three months ended June 30, 2025 primarily as a result of (i) an increase in exploration expense at our Golden Crest project to $1,404,000 during the three months ended June 30, 2026 compared to $635,000 during the three months ended June 30, 2025 as a result of earlier commencement of drilling at the Golden Crest project during the second quarter of 2026, compared to the drilling in the second quarter of 2025; (ii) an increase in exploration expense at our Lik project in Alaska during the three months ended June 30, 2026 of $25,000 compared to exploration expenditures of $19,000 during the three months ended June 30, 2025; (iii) an increase in exploration expense at our Cat Creek project to $28,000 during the three months ended June 30, 2026 compared with $10,000 during the same period of 2025 and (iv) an increase in exploration expense at our Bright Angel project to $44,000 during the three months ended June 30, 2026, with no exploration expenses during the same period of 2025. Drilling commenced in May 2026 at our Golden Crest project which resulted in approximately $1,140,000 in drilling expenditures in the three months ended June 30, 2026 compared to $347,000 in drilling expenditures in the three months ended June 30, 2025 as drilling did not commence until June in the three months ended June 30, 2025. We have budgeted approximately $5,673,000 for the full-year exploration expenditure for 2026, which includes approximately $2,217,000 for drilling at the Golden Crest Project. We expect our full-year exploration expenditure for 2026 to be higher than our full-year exploration expenditure for 2025.

    Now

    Our net exploration expense increased to $2,070,000 during the three months ended September 30, 2026 compared to exploration expense of $1,645,000 during the three months ended September 30, 2025 primarily as a result of (i), the initiation of a drilling program at our Cat Creek project with total exploration costs of $918,000 during the three months ended September 30, 2026, compared to our exploration activity at the Cat Creek project of reconnaissance work during the three months ended September 30, 2025 totaling $9,000; and (ii) an increase in exploration expense at our Bright Angel project in Colorado to $104,000 during the three months ended September 30, 2026 compared to $6,000 during the three months ended September 30, 2025. Partially offsetting these increases in exploration expense were (i) decreased exploration expense at our Golden Crest project to $971,000 during the three months ended September 30, 2026 compared to $1,522,000 during the three months ended September 30, 2025 as a result of fewer holes being drilled during the 2026 period compared to the same period of 2025; and (ii) a reduction in expenditures at our Lik project in Alaska to $72,000 during the three months ended September 30, 2026 compared to $102,000 during the three months ended September 30, 2025. We have budgeted approximately $5,673,000 for the full-year exploration expenditure for 2026, which includes an aggregate of approximately $2,217,000 for drilling at the Golden Crest and Cat Creek projects. We expect our full-year exploration expenditure for 2026 to be higher than our full-year exploration expenditure for 2025.
  4. Changed MD&A

    We recorded a realized and unrealized gain on marketable equity securities of $29,000 during the three…

    Adds "$29,000"; drops "$56,000".

    From the filings

    Before

    We recorded a realized and unrealized gain on marketable equity securities of $56,000 during the three months ended June 30, 2026 compared to a realized and unrealized gain on marketable equity securities of $201,000 during the three months ended June 30, 2026. The realized and unrealized gains and losses are detailed below.

    Now

    We recorded a realized and unrealized gain on marketable equity securities of $29,000 during the three months ended September 30, 2026 compared to a realized and unrealized gain on marketable equity securities of $80,000 during the three months ended September 30, 2025. During the three months ended September 30, 2025 we realized a gain of $60,000 on the sale of certain of our holdings of Vox Royalty. The remaining changes for the three months ended September 30, 2026 and 2025 were related to changes in the fair value of our holdings of marketable equity securities. See note 3, "Marketable Equity Securities" to the condensed consolidated financial statements above.
  5. New MD&A

    During the three and nine months ended September 30, 2026 we recorded income tax expense of $54,000 included…

    New paragraph in MD&A.

    From the filings

    Now

    During the three and nine months ended September 30, 2026 we recorded income tax expense of $54,000 included in general and administrative expense and recorded current income taxes payable included in accounts payable of $54,000 related to our sales of our Vox Royalty stock discussed above during 2025 and 2026. See Note 8, "Income Taxes" to the condensed consolidated financial statements- above.
  6. Changed MD&A

    Our net exploration expense increased to $3,760,000 during the nine months ended September 30, 2026 compared…

    Adds "$3,760,000"; drops "$1,690,000".

    From the filings

    Before

    Our net exploration expense increased to $1,690,000 during the six months ended June 30, 2026 compared to $910,000 during the six months ended June 30, 2025. The primary reasons for the increase were (i) exploration expenditures at our Golden Crest project increased to $1,553,000 during the six months ended June 30, 2026 compared to $851,000 during the six months ended June 30, 2025 as our drilling program in 2026 started earlier in the six months ended June 30, 2026, with drilling and related expenditures of approximately $1,140,000 through June 30, 2026 compared with $347,000 through June 30, 2025; (ii) an increase in our exploration expenditures at our Cat Creek project to $29,000 during the six months ended June 30, 2026 compared to $15,000 during the six months ended June 30, 2025 and (iii) expenditures at our Bright Angel project of $64,000 during the six months ended June 30, 2026, with no similar amount during the six months ended June 30, 2025. We anticipate a significant increase in exploration expenditures at our Cat Creek project in the second half of 2026 primarily due to planned drilling on the project, as discussed above.

    Now

    Our net exploration expense increased to $3,760,000 during the nine months ended September 30, 2026 compared to $2,555,000 during the nine months ended September 30, 2025. The primary reasons for the increase were (i) an increase in exploration expenditures at our Golden Crest Project to $2,524,000 during the nine months ended September 30, 2026 compared to $2,373,000 during the nine months ended September 30, 2025, primarily because of an increased number of drill holes completed during 2026 compared to 2025; (ii) an increase in expenditures at our Cat Creek Project to $947,000 during the nine months ended September 30, 2026 when we completed drilling two holes during 2026 compared to $24,000 during the nine months ended September 30, 2025, which was not drilled in 2025; and (iii) an increase in the permitting and exploration activities at our Bright Angel project to $168,000 during the nine months ended September 30, 2026 compared to $6,000 of limited exploration activities at Bright Angel during the nine months ended September 30, 2025. Partially offsetting these increases in exploration expenditures were (i) a decrease in our exploration expenditures at our Lik Project in Alaska to $102,000 during the nine months ended September 30, 2026 compared to $132,000 during the nine months ended September 30, 2025. Although we do not expect significant additional exploration expenditures at Golden Crest and Cat Creek during the fourth quarter of 2026 as our drilling programs at both Golden Crest and Cat Creek ended shortly before the end of September 2026, pending the receipt of drilling permits at the Bright Angel project, we may have additional exploration expenditures through the remainder of 2026.
  7. Changed MD&A

    During the nine months ended September 30, 2026 we recorded a realized gain of $175,000 and unrealized loss…

    Adds "nine"; drops "six".

    From the filings

    Before

    During the six months ended June 30, 2026 Solitario recorded a realized gain of $175,000 and unrealized loss on marketable equity securities of $117,000 netting to a realized and unrealized gain of $58,000 compared to a realized gain of $1,351,000 and unrealized loss of $765,000 netting to a realized and unrealized gain on marketable equity securities of $586,000 during the six months ended June 30, 2025. These are detailed below.

    Now

    During the nine months ended September 30, 2026 we recorded a realized gain of $175,000 and unrealized loss on marketable equity securities of $88,000 netting to a realized and unrealized gain of $87,000 compared to a realized gain of $1,411,000 and unrealized loss of $745,000 netting to a realized and unrealized gain on marketable equity securities of $666,000 during the nine months ended September 30, 2025. Our realized gain on marketable equity securities of $175,000 during the nine months ended September 30, 2026 was from the sale of 44,300 shares of Vox Royalty shares for net proceeds of $270,000. The realized and unrealized gains and losses during the nine months ended September 30, 2025 are detailed below.
  8. New MD&A

    During the nine months ended September 30, 2025 we sold our holdings of 100,000 shares of Kinross common…

    New paragraph in MD&A.

    From the filings

    Now

    During the nine months ended September 30, 2025 we sold our holdings of 100,000 shares of Kinross common stock for gross proceeds of $1,401,000, which was netted by the settlement of $403,000 to close out our $10.00 Kinross covered call covering all 100,000 shares of Kinross previously held by us, 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 3, "Marketable Equity Securities" and Note 7 "Derivative Instruments" to the condensed consolidated financial statements, above. Also, during the three and nine months ended September 30, 2025, Solitario sold 30,000 shares and 64,055 shares, respectively, of its Vox Royalty common shares for proceeds of $124,000 and $230,000, respectively, and recorded a gain on sale of $60,000 and $92,000, respectively, on the date of sale.
  9. New MD&A

    During the nine months ended September 30, 2026, we received $723,000 from the net sale of our short-term…

    New paragraph in MD&A.

    From the filings

    Now

    During the nine months ended September 30, 2026, we received $723,000 from the net sale of our short-term investments, consisting of increases from the proceeds sales of common stock under our ATM Program and certain private placements of our common stock, discussed in Note 11 "Shareholders" Equity' to the condensed consolidated financial statements above, less our use of funds for operation activities. This compares with our use of cash of $3,050,000 for net purchases of short-term investments during the nine months ended September 30, 2025, when our ATM sales and private placements exceeded our use of cash for exploration and operating activities.
Show the redline

Section by section. Added words and removed words against the earlier filing.

Cover page 9 changes

3 unchanged paragraphs

For the quarterly period ended June September 30, 2026

5 unchanged paragraphs

(I.R.S. Employer Identification No.)

(State or other jurisdiction of incorporation or organization)

incorporation or organization)

5 unchanged paragraphs

Name of Each Exchange on Which Registered

1 unchanged paragraph

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ NO ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ NO ☐

6 unchanged paragraphs

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒

There were 94,684,463 94,820,213 shares of $0.01 par value common stock outstanding as of August 06, November 5, 2026.

1 unchanged paragraph

Financial statements 58 changes

18 unchanged paragraphs

Preferred stock, $ 0.01 par value, authorized 10,000,000 shares (none issued and outstanding at June September 30, 2026 and December 31, 2025)

Common stock, $ 0.01 par value, authorized 200,000,000 shares ( 94,684,463 94,820,213 and 90,901,324 shares, respectively, issued and outstanding at June September 30, 2026 and December 31, 2025)

21 unchanged paragraphs

Realized and unrealized gain on marketable equity securities ( 58 87 )

1 unchanged paragraph

Increase in reclamation liability

6 unchanged paragraphs

Sale (purchase) of short-term investments, net

Purchase of mineral property

2 unchanged paragraphs

Net cash provided (used) by investing activities

1 unchanged paragraph

Issuance of common stock ATM Program – net of issuing costs

Issuance of common stock private Placement placements – net of issuing costs

14 unchanged paragraphs

The accompanying interim condensed consolidated financial statements of Solitario for the three and six nine months ended June September 30, 2026 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 statement 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, 2026.

These consolidated condensed consolidated 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, 2025 filed with the SEC on March 5, 2026 (the "2025 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.

3 unchanged paragraphs

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 tensions 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 2025 Annual Report and generally identified under the heading "Forward-Looking Statements."

1 unchanged paragraph

Cash equivalents include investments in highly liquid money-market securities with original maturities of three months or less when purchased. As of June September 30, 2026, $ 50,000 37,000 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.

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 September 30, 2026 Solitario's money market funds of $ 8,500,000 6,850,000 are included in short-term investments.

1 unchanged paragraph

The calculation of basic and diluted earnings (loss) per share is based on the weighted average number of shares of outstanding common stock during the three and six nine months ended June September 30, 2026 and 2025. Potentially dilutive shares related to outstanding common stock options of 5,425,000 5,065,000 and 5,565,000 , respectively, for the three and six nine months ended June September 30, 2026 and outstanding common stock options of 4,570,000 and 4,320,000 and 5,348,500 , respectively, for the three and six nine months ended June September 30, 2025 were excluded from the calculation of diluted loss per share because the effects were anti-dilutive.

7 unchanged paragraphs

Solitario's mineral properties at June September 30, 2026 and December 31, 2025 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.

The following items comprised comprise exploration expense:

5 unchanged paragraphs

As of June September 30, 2026 and December 31, 2025, 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 and Bright Angel projects project of staking claims and mapping, soil and rock sampling, and assaying have not created any material environmental or other disturbances.

Solitario is also has been involved in certain remediation matters concerning its drilling programs since 2024 through June September 30, 2026 regarding remediation at its Golden Crest project. and Cat Creek projects. Generally, the bulk of remediation at the Golden Crest project and Cat Creek projects associated with its Solitario's drilling programs is currently, and has been, carried out concurrently with drilling activities, with only ongoing contouring and reseeding of drill sites remaining as of June September 30, 2026. Solitario has recorded a reclamation liability of $ 30,000 and $ 20,000 , respectively, in asset retirement and reclamation liabilities at both June September 30, 2026 and December 31, 2025 related to the drilling on its Golden Crest project. and Cat Creek projects.

2 unchanged paragraphs

At June September 30, 2026 and December 31, 2025, Solitario owned the following marketable equity securities:

8 unchanged paragraphs

Gross proceeds from the sale of marketable equity securities sold ( 211 124 )

2 unchanged paragraphs

* Certain amounts in the three months ended June 30, 2025 may not add due to rounding.

1 unchanged paragraph

Unrealized (loss) gain on marketable equity securities

2 unchanged paragraphs

There were no sales of marketable equity securities during the three and six months ended June September 30, 2026. During the nine months ended September 30, 2026, Solitario sold 34,300 and 44,300 shares respectively, of its holdings of Vox Royalty Corp ("Vox Royalty") common stock for gross proceeds of $ 211,000 and $ 270,000 , respectively, and recorded a gain on sale of $ 138,000 and $ 175,000 . respectively.

During the three and six nine months ended June September 30, 2025, Solitario sold its holdings of 100,000 shares of Kinross Gold Corp ("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 nine months ended June September 30, 2025, Solitario sold 34,055 30,000 shares and 64,055 shares, respectively, of its Vox Royalty common shares for proceeds of $ 106,000 124,000 and $ 230,000 , respectively, and recorded a gain on sale of $ 32,000 60,000 and $ 92,000 , respectively, on the date of sale.

Solitario leased one facility, its Wheat Ridge, Colorado office, that had a term of more than one year (the "WR Lease"). The WR Lease was classified as an operating lease which terminated on February 28, 2026. There is no remaining lease asset or lease liability related to the WR Lease at June September 30, 2026. At December 31, 2025, the right-of-use office lease asset for the WR Lease was classified as other long-term assets and the related liability as current operating lease liabilities in the condensed consolidated balance sheet. The amortization of right-of-use lease asset expense was recognized over the lease term, with variable lease payments recognized in the period those payments were incurred.

During the three and six nine months ended June September 30, 2026 cash lease payments of $nil and $ 7,000 , respectively, were made on the WR Lease. During the three and six nine months ended June September 30, 2025, cash lease payments of $ 11,000 12,000 and $ 22,000 34,000 , respectively, were made on the WR Lease. During the three and six nine months ended June September 30, 2026, and 2025, Solitario recognized $nil and $ 7,000 , 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 nine months ended June September 30, 2025, Solitario recognized $ 10,000 and $ 20,000 30,000 , respectively, of non-cash amortization of right of use lease asset expense for the WR Lease included in general and administrative expense. These cash payments, less imputed interest for each period, reduced the related liability on the WR Lease. The discount rate within the WR Lease was not determinable and Solitario applied a discount rate of 7 % based upon Solitario's estimate of its cost of capital to determine the asset and liability upon the extension of the WR lease during 2023.

5 unchanged paragraphs

During the three and six nine months ended June September 30, 2026 and 2025, 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 September 30, 2026:

6 unchanged paragraphs

From time-to-time Solitario sold covered call options against its prior holdings of shares of common stock of Kinross Gold Corp. ("Kinross") that were included in its 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 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.

Solitario has no derivative instruments outstanding at June September 30, 2026 and December 31, 2025. In August 2024, Solitario sold covered calls against its holdings of Kinross for net proceeds of $ 39,000 . During the three and six nine months ended June September 30, 2025, Solitario recorded a loss on derivative instruments of $ 130,000 and $ 336,000 , respectively related to its Kinross calls. Solitario settled its Kinross calls in May 2025, upon the sale of its holdings of Kinross.

1 unchanged paragraph

During the three and six months ended June 30, 2026 and 2025, Solitario recorded no deferred tax expense.

During the three and nine months ended September 30, 2026 Solitario recorded income tax expense of $ 54,000 included in general and administrative expense and recorded current income taxes payable included in accounts payable of $ 54,000 related to its sales of Vox Royalty stock discussed above in Note 3 "Marketable Equity Securities" during 2025 and 2026. For income tax purposes, Vox Royalty, a Canadian royalty company, has been classified as a Passive Foreign Investment Corporation (PFIC). As a result of this classification, the sales of the shares of Vox Royalty resulted in a 21% PFIC tax on the realized gains of Vox Royalty sales, plus accrued interest. The tax amounts were recorded as a tax return true-up for the 2025 sales as current tax payable in 2026 and a current tax payable in 2026 for the 2026 sales.

At both June September 30, 2026 and December 31, 2025, a valuation allowance has been was 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 nine months ended September 30, 2026 and 2025, Solitario recorded no deferred tax expense.

1 unchanged paragraph

At June September 30, 2026 and December 31, 2025, Solitario has recorded an asset retirement and reclamation liability obligation of $ 145,000 155,000 , related to its Lik, project and Golden Crest project. and Cat Creek projects. See Note 2 "Mineral Properties," above.

2 unchanged paragraphs

There were options outstanding under the 2013 Plan to acquire 1,825,000 1,655,000 and 1,965,000 shares, respectively, of Solitario common stock at June September 30, 2026 and December 31, 2025. All of these the options were vested and exercisable outstanding at June September 30, 2026 were vested and December 31, 2025, exercisable, with an exercise prices between price of $ 0.60 and $ 0.69 per share. As of June September 30, 2026, the outstanding stock options under the 2013 Plan have an no intrinsic value of $ 274,000 and a weighted average life of 1.19 0.94 years. No options were exercised during the three and six months ended June September 30, 2026. During the nine months ended September 30, 2026, options for 90,000 shares, granted under the 2013 Plan, were exercised with exercise prices between $ 0.67 and $ 0.69 for net proceeds of $ 61,000 and had an intrinsic value of $ 13,000 on the date of exercise. In addition, during the three and six nine months ended June September 30, 2026, options granted under the 2013 Plan for 50,000 shares expired unexercised. During the three and nine months ended June September 30, 2025, 2026, options granted under the 2013 Plan for 250,000 170,000 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 0.60 were forfeited. No options under the date of exercise. 2013 Plan were exercised during the six three months ended June September 30, 2025. During the nine months ended September 30, 2025, options previously 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.

1 unchanged paragraph

As of both June September 30, 2026 and December 31, 2025, there were options outstanding under the 2023 Plan to acquire 3,410,000 and 3,600,000 shares, respectively, of Solitario common stock. Of these, as of June September 30, 2026 and December 31, 2025, there were options that are vested and exercisable to acquire 1,900,000 1,787,500 and 1,412,500 shares, respectively, of Solitario common stock, with exercise prices between $ 0.51 and $ 0.85 per share. As of June September 30, 2026, the outstanding stock options under the 2023 Plan have an intrinsic value of $ 204,000 4,000 and a weighted average life of 3.59 3.36 years. During the three and six nine months ended June September 30, 2026 and 2025, Solitario did not grant any awards under the 2023 Plan and no options were exercised or expired under the 2023 Plan. During the three and nine months ended September 30, 2026 options for 190,000 shares were forfeited with exercise prices between $ 0.63 and $ 0.85 per share.

1 unchanged paragraph

During the three and six nine months ended June September 30, 2026, Solitario recorded stock-based compensation expense of $ 100,000 94,000 and $ 167,000 261,000 , respectively, included in general and administrative expense. During the three and six nine months ended June September 30, 2025, Solitario recorded stock-based compensation expense of $ 125,000 113,000 and $ 251,000 364,000 , respectively, included in general and administrative expense. At June September 30, 2026, the total unrecognized stock-based compensation expense related to non-vested options was $ 581,000 470,000 and is expected to be recognized over a period of 21 20 months.

1 unchanged paragraph

Shareholders' Equity for the three and six nine months ended June September 30, 2026:

(in thousands, except Share amounts)

2 unchanged paragraphs

Issuance of shares- ATM Program

3 unchanged paragraphs

Issuance of shares- private placement placements

Issuance of shares – ATM Program

1 unchanged paragraph

Stock-based compensation expense

Issuance of shares- private placement

Balance at September 30, 2026

Shareholders' Equity for the three and six nine months ended June September 30, 2025:

(in thousands, except Share amounts)

6 unchanged paragraphs

Issuance of shares – ATM Program

2 unchanged paragraphs

Stock-based compensation expense

Issuance of shares – ATM Program

Issuance of shares – Private Placements

Balance at September 30, 2025

1 unchanged paragraph

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 September 30, 2026, Solitario did not sell any shares under the ATM program. During the nine months ended September 30, 2026 Solitario sold 1,747,519 and 3,387,944 shares respectively, of Solitario common stock under the ATM program at an average price of $ 0.83 and $ 0.78 , respectively, per share for net proceeds of $ 1,446,000 and $ 2,647,000 after commissions and other expenses. During the three and six nine months ended June September 30, 2025, Solitario sold an aggregate of 147,067 572,013 shares and 719,080 shares, respectively, of common stock under the ATM Agreement at an average price of $ 0.67 0.76 per share and $ 0.75 per share, respectively, for net proceeds of $ 94,000 418,000 and $ 512,000 , respectively, after commissions and sale expenses.

On May 13, September 2, 2026, Solitario closed on a private placement of 305,195 135,750 shares of Solitario common stock, pursuant to a Stock Purchase Agreement (the "SPA") with Newmont Overseas Exploration Ltd. ("Newmont"), for at a price of $ 0.77 0.86 per share for net proceeds of $ 228,000 103,000 after certain legal and regulatory expenses of $ 7,000 14,000 .

On May 13, 2026, Solitario closed on a private placement of 305,195 shares of Solitario common stock, pursuant to the SPA with Newmont, for a price of $ 0.77 per share for net proceeds of $ 228,000 after certain legal and regulatory expenses of $ 7,000 .

1 unchanged paragraph

In June 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 expenses of $ 69,000 . The sale of the Shares was made through a subscription agreement between Solitario and a single third-party investor.

MD&A 47 changes

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 June September 30, 2026 are not necessarily indicative of what may be expected in future periods. Unless otherwise indicated, all references to dollars are to U.S. dollars.

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Our current geographic focus for the evaluation of potential mineral property assets is in North and South America; however, we have conducted property evaluations for potential acquisition in other parts of the world. At June September 30, 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. From time-to-time, we also conduct potential acquisition evaluations in other countries locations in South and North America.

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As of June September 30, 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. 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 advanced mineral exploration projects or other related assets at potentially attractive terms.

The extent to which our business, including our exploration and other activities and the market for our securities, may be impacted by public health threats, rising geopolitical tension, tensions, general economic uncertainty and market volatility will depend on future developments, which are highly uncertain and cannot be predicted at this time. Please see Part I, Item 1A, "Risk Factors," in our 2025 Annual Report.

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Comparison of the three months ended June September 30, 2026 to the three months ended June September 30, 2025

We had a net loss of $1,830,000 $2,328,000 or $0.02 per basic and diluted share for the three months ended June September 30, 2026 compared to a net loss of $943,000 $1,870,000 or $0.01 $0.02 per basic and diluted share for the three months ended June September 30, 2025. As explained in more detail below, the primary reasons for the increase in our net loss in the three months ended June September 30, 2026 compared to the net loss during the three months ended June September 30, 2025 were (i) an increase in exploration expense to $1,508,000 $2,070,000 during the three months ended June September 30, 2026 compared to exploration expense of $671,000 $1,645,000 during the three months ended June September 30, 2025;(ii) an increase 2025; (ii) a decrease in general interest and administrative expense dividend income to $451,000 $66,000 during the three months ended June September 30, 2026 compared to general interest and administrative expense dividend income of $388,000 $82,000 during the three months ended June September 30, 2025; and (iii) a decrease reduction in the realized and unrealized gain on marketable equity securities to $56,000 $29,000 during the three months ended June September 30, 2026 compared to a realized and unrealized gain on marketable equity securities of $201,000 $80,000 during the three months ended June September 30, 2025. Partially offsetting these increases in our net loss compared to the prior year period were (i) an increase a decrease in interest general and dividend income administrative expense to $77,000 $352,000 during the three months ended June September 30, 2026 compared to interest general and dividend income administrative expense of $52,000 $379,000 during the three months ended June September 30, 2025; and (ii) no loss on derivative instruments a decrease in depreciation to $1,000 during the three months ended June September 30, 2026 compared to a loss on derivative instruments depreciation expense of $130,000 $8,000 during the three months ended June September 30, 2025. Each of the major components of these items is discussed in more detail below.

Our net exploration expense increased to $1,508,000 $2,070,000 during the three months ended June September 30, 2026 compared to exploration expense of $671,000 $1,645,000 during the three months ended June September 30, 2025 primarily as a result of (i), an increase in exploration expense the initiation of a drilling program at our Golden Crest Cat Creek project to $1,404,000 with total exploration costs of $918,000 during the three months ended June September 30, 2026, compared to $635,000 our exploration activity at the Cat Creek project of reconnaissance work during the three months ended June September 30, 2025 as a result of earlier commencement of drilling at the Golden Crest project during the second quarter of 2026, compared to the drilling in the second quarter of 2025; totaling $9,000; and (ii) an increase in exploration expense at our Lik Bright Angel project in Alaska Colorado to $104,000 during the three months ended June September 30, 2026 of $25,000 compared to exploration expenditures of $19,000 $6,000 during the three months ended June September 30, 2025. (iii) an increase Partially offsetting these increases in exploration expense were (i) decreased exploration expense at our Cat Creek Golden Crest project to $28,000 $971,000 during the three months ended June September 30, 2026 compared with $10,000 during the same period of 2025 and (iv) an increase in exploration expense at our Bright Angel project to $44,000 $1,522,000 during the three months ended June September 30, 2026, with no exploration expenses 2025 as a result of fewer holes being drilled during the 2026 period compared to the same period of 2025; Drilling commenced and (ii) a reduction in May 2026 expenditures at our Golden Crest Lik project which resulted in approximately $1,140,000 in drilling expenditures in Alaska to $72,000 during the three months ended June September 30, 2026 compared to $347,000 in drilling expenditures in the three months ended June 30, 2025 as drilling did not commence until June in $102,000 during the three months ended June September 30, 2025. We have budgeted approximately $5,673,000 for the full-year exploration expenditure for 2026, which includes an aggregate of approximately $2,217,000 for drilling at the Golden Crest Project. and Cat Creek projects. We expect our full-year exploration expenditure for 2026 to be higher than our full-year exploration expenditure for 2025.

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We recorded a realized and unrealized gain on marketable equity securities of $56,000 during the three months ended June 30, 2026 compared to a realized and unrealized gain on marketable equity securities of $201,000 during the three months ended June 30, 2026. The realized and unrealized gains and losses are detailed below.

We recorded a non-cash unrealized loss on marketable equity securities of $82,000 during the three months ended June 30, 2026 compared to an unrealized loss on marketable equity securities of $1,150,000 during the three months ended June 30, 2025. The non-cash unrealized loss on marketable equity securities of $82,000 during the three months ended June 30, 2026 was as a result of (i) a decrease in the fair value of 5,700 shares of Vox Royalty common stock of $3,000 based on quoted market prices, and (ii) the transfer of $138,000 of prior unrealized gain to realized gain on the sale of 34,300 shares of Vox Royalty common stock. These decreases were partially offset by (i) an increase in the fair value of our 7,750,000 shares of Vendetta Mining Corp. ("Vendetta") common stock of $27,000 during the three months ended June 30, 2026 based on quoted market prices and (ii) an unrealized increase of $32,000 in the value of the 34,300 shares of Vox Royalty sold during the three months ended June 30, 2026.

The non-cash unrealized loss during the three months ended June 30, 2025 of $1,150,000 was related to (i) the transfer $915,000 of unrealized gain on our holdings of Kinross common stock to realized gain upon the sale of shares of Kinross during the three months ended June 30, 2025; (ii) the transfer of $32,000 of unrealized gain on our holdings of Vox Royalty common stock upon the sale of the shares of Vox Royalty during the three months ended June 30, 2025; and (iii) a decrease of $264,000 in the value of the holdings of our Kinross shares during the three months ended June 30, 2025 to the date of sale of the shares. Partially offsetting this non-cash unrealized loss on marketable equity securities during the three months ended June 30, 2025 was (i) an increase of $6,000 on our Vox Royalty common shares sold during the three months ended June 30, 2025 to the date of sale; (ii) an increase of $31,000 in the value of our holdings of Vendetta common stock during the three months ended June 30, 2025; and (iii) an increase of $24,000 in the value of our remaining holdings of Vox Royalty common stock during the three months ended June 30, 2025.

During the three months ended June 30, 2026 we recorded a realized gain on sale of $138,000 from the sale of 34,300 shares of Vox Royalty common stock compared to the three months ended June 30, 2025 when we recorded a realized gain of $1,319,000 from the sale of 100,000 shares of Kinross common stock and a realized gain of $32,000 from the sale of 34,055 shares of Vox Royalty common stock.

During the three months ended June 30, 2025, we recorded a non-cash loss on derivative instruments of $130,000 with no comparable income or loss during the three months ended June 30, 2026, as we no longer held Kinross calls. The Kinross calls were settled upon the sale of our holdings of Kinross common stock, discussed above. See Note 7, "Derivative Instruments," above for a discussion of our Kinross calls.

Our net exploration expense increased to $1,690,000 during the six months ended June 30, 2026 compared to $910,000 during the six months ended June 30, 2025. The primary reasons for the increase were (i) exploration expenditures at our Golden Crest project increased to $1,553,000 during the six months ended June 30, 2026 compared to $851,000 during the six months ended June 30, 2025 as our drilling program in 2026 started earlier in the six months ended June 30, 2026, with drilling and related expenditures of approximately $1,140,000 through June 30, 2026 compared with $347,000 through June 30, 2025; (ii) an increase in our exploration expenditures at our Cat Creek project to $29,000 during the six months ended June 30, 2026 compared to $15,000 during the six months ended June 30, 2025 and (iii) expenditures at our Bright Angel project of $64,000 during the six months ended June 30, 2026, with no similar amount during the six months ended June 30, 2025. We anticipate a significant increase in exploration expenditures at our Cat Creek project in the second half of 2026 primarily due to planned drilling on the project, as discussed above.

We recorded an unrealized loss on marketable equity securities of $117,000 during the six months ended June 30, 2026 primarily as a result of (i) an unrealized loss on the transfer of prior unrealized gain on the sale of 44,300 shares of Vox Royalty upon their sale of $175,000 and (ii) an unrealized loss during the six months ended June 30, 2026 of $2,000 on our holdings of 7,750,000 shares of Vendetta common stock. These losses were partially offset by (i) an increase in the value of our 5,700 shares of Vox Royalty of $17,000, and (ii) an unrealized gain of $43,000 on our holdings of 44,300 shares of Vox Royalty share through the date of their sale during the six months ended June 30, 2026.

The unrealized loss on marketable equity securities of $765,000 during the six months ended June 30, 2025 was primarily related to (i) the transfer of $915,000 of unrealized gain, as an unrealized loss, on our holdings of Kinross common stock to realized gain upon the sale of shares of Kinross during the three months ended June 30, 2025; and (ii) the transfer of $33,000 of unrealized gain, as an unrealized loss, on our holdings of Vox Royalty common stock upon the sale of the shares of Vox Royalty during the three months ended June 30, 2025. These unrealized losses on marketable equity securities were partially offset by (i) an increase in the value of our holdings of Kinross through the date of sale of $71,000; (ii) an increase in the value of our holdings of Vendetta common stock of $4,000 based on quoted market prices; and (iii) an increase in the value of our Vox Royalty common stock sold of $6,000 through the date of sale for the Vox Royalty shares sold and an increase in the value of remaining holdings of Vox Royalty common stock for the six months ended June 30, 2025 of $102,000.

Our realized gain on marketable equity securities of $175,000 during the six months ended June 30, 2026 was from the sale of 44,300 shares of Vox Royalty shares for net proceeds of $270,000. The realized gain of $1,351,000 during the six months ended June 30, 2025 was from (i) $915,000 transferred from unrealized gain upon the sale of 100,000 shares of Kinross, (ii) $33,000 transferred from unrealized gain upon the sale of Vox Royalty shares and (iii) the recognition of the proceeds of $403,000 for the settlement of the Kinross calls upon the sale of the Kinross shares.

General and administrative costs, excluding stock option compensation costs, discussed below, were $351,000 $258,000 during the three months ended June September 30, 2026 compared to $263,000 $266,000 during the three months ended June September 30, 2025. The major components of our general and administrative costs were (i) salaries and benefit expense of $185,000 $60,000 during the three months ended June September 30, 2026 compared to salary and benefit costs of $79,000 during the three months ended June September 30, 2025; as a result of salary increases and bonuses paid in 2026; (ii) legal and accounting expenditures of $54,000 $47,000 in the three months ended June September 30, 2026 compared to $61,000 $55,000 in the three months ended June September 30, 2025; (iii) office rent and other expenses of $39,000 $44,000 during the three months ended June September 30, 2026 compared to $17,000 $36,000 during the three months ended June September 30, 2025; and (iv) current income tax expense of $54,000 during the three months ended September 30, 2026, with no similar amount during the three months ended September 30, 2025; and (v) travel and shareholder relation costs of $73,000 $53,000 during the three months ended June September 30, 2026 compared to $106,000 $96,000 during the three months ended June September 30, 2025. We anticipate the full-year general and administrative costs will be comparable for 2026 and 2025.

We recorded $100,000 $94,000 of stock option compensation expense for the amortization of unvested grant date fair value with a credit to additional paid-in-capital during the three months ended June September 30, 2026 compared to $125,000 $113,000 of stock option compensation expense during the three months ended June September 30, 2025. These non-cash charges related to the expense for vesting on stock options outstanding during the three months ended June September 30, 2026 and 2025. The primary reason for the decrease in stock option compensation expense during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 was as a result of certain options from prior years becoming fully vested or forfeited in prior periods with no grant date fair value amortized on those option during the three months ended June 30, 2026 compared to 2025. The remaining expense related to the amortization of grant date fair values of outstanding unvested options for the three months ended June September 30, 2026 and 2025 was comparable. See Note 10, "Employee Stock Compensation Plans," above, for additional information on our stock option expense.

We recorded a realized and unrealized gain on marketable equity securities of $29,000 during the three months ended September 30, 2026 compared to a realized and unrealized gain on marketable equity securities of $80,000 during the three months ended September 30, 2025. During the three months ended September 30, 2025 we realized a gain of $60,000 on the sale of certain of our holdings of Vox Royalty. The remaining changes for the three months ended September 30, 2026 and 2025 were related to changes in the fair value of our holdings of marketable equity securities. See note 3, "Marketable Equity Securities" to the condensed consolidated financial statements above.

We recorded interest and dividend income of $77,000 $66,000 during the three months ended June September 30, 2026 compared to interest income of $52,000 $82,000 during the three months ended June September 30, 2025. This increase decrease was primarily due to an increase a decrease in our funds held in our money market account during the three months ended June September 30, 2026 compared to the funds held in our money market account during the three months ended June September 30, 2025.

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 six nine months ended June September 30, 2026 and 2025, we recorded no property impairments.

During the three and nine months ended September 30, 2026 we recorded income tax expense of $54,000 included in general and administrative expense and recorded current income taxes payable included in accounts payable of $54,000 related to our sales of our Vox Royalty stock discussed above during 2025 and 2026. See Note 8, "Income Taxes" to the condensed consolidated financial statements- above.

We recorded no deferred income tax expense or benefit during the three and six nine months ended June September 30, 2026 or 2025 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 any currently payable or deferred income taxes during the remainder of 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 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.

Comparison of the six nine months ended June September 30, 2026 to the six nine months ended June September 30, 2025

We had a net loss of $2,324,000 $4,652,000 or $0.03 $0.05 per basic and diluted share for the six nine months ended June September 30, 2026 compared to a net loss of $1,454,000 $3,324,000 or $0.02 $0.04 per basic and diluted share for the six nine months ended June September 30, 2025. As explained in more detail below, the primary reasons for the increase in our net loss were (i) an increase in exploration expense to $1,690,000 $3,760,000 during the six nine months ended June September 30, 2026 compared to exploration expense of $910,000 $2,555,000 during the six nine months ended June September 30, 2025; and (ii) a decrease in the realized and unrealized gain on sale of marketable equity securities to $58,000 $87,000 during the six nine months ended June September 30, 2026 compared with to a realized and unrealized gain on marketable equity securities of $586,000 $666,000 during the six nine months ended June September 30, 2025. Partially offsetting these increases in our the net loss during the six nine months ended June September 30, 2026 compared to the net loss during the six nine months ended June September 30, 2025 were (i) a decrease in general and administrative expense to $827,000 $1,179,000 during the six nine months ended June September 30, 2026 compared to general and administrative expense of $878,000 $1,257,000 during the six nine months ended June September 30, 2025; (ii) no loss on derivative instruments during the six nine months ended June September 30, 2026 compared to a loss on derivative instruments of $336,000 during the six nine months ended June September 30, 2025; and (iii) an increase in interest and dividend income to $142,000 $208,000 during the six nine months ended June September 30, 2026 compared to interest and dividend income of $98,000 during the six months ended June 30, 2025 and (iv) a decrease in depreciation to $7,000 during the six months ended June 30, 2026 compared to depreciation expense of $14,000 $180,000 during the six nine months ended June September 30, 2025. The significant changes for these items are discussed in more detail below.

Our net exploration expense increased to $3,760,000 during the nine months ended September 30, 2026 compared to $2,555,000 during the nine months ended September 30, 2025. The primary reasons for the increase were (i) an increase in exploration expenditures at our Golden Crest Project to $2,524,000 during the nine months ended September 30, 2026 compared to $2,373,000 during the nine months ended September 30, 2025, primarily because of an increased number of drill holes completed during 2026 compared to 2025; (ii) an increase in expenditures at our Cat Creek Project to $947,000 during the nine months ended September 30, 2026 when we completed drilling two holes during 2026 compared to $24,000 during the nine months ended September 30, 2025, which was not drilled in 2025; and (iii) an increase in the permitting and exploration activities at our Bright Angel project to $168,000 during the nine months ended September 30, 2026 compared to $6,000 of limited exploration activities at Bright Angel during the nine months ended September 30, 2025. Partially offsetting these increases in exploration expenditures were (i) a decrease in our exploration expenditures at our Lik Project in Alaska to $102,000 during the nine months ended September 30, 2026 compared to $132,000 during the nine months ended September 30, 2025. Although we do not expect significant additional exploration expenditures at Golden Crest and Cat Creek during the fourth quarter of 2026 as our drilling programs at both Golden Crest and Cat Creek ended shortly before the end of September 2026, pending the receipt of drilling permits at the Bright Angel project, we may have additional exploration expenditures through the remainder of 2026.

General and administrative costs, excluding stock option compensation costs discussed below, were $660,000 $918,000 during the six nine months ended June September 30, 2026 compared to $627,000 $893,000 during the six nine months ended June September 30, 2025. The major components of the costs were (i) salary and benefit expense of $318,000 during the six nine months ended June September 30, 2026 of $258,000 compared to salary and benefit expense of $197,000 $275,000 during the six nine months ended June September 30, 2025; (ii) legal and accounting expenditures of $121,000 $168,000 during the six nine months ended June September 30, 2026, compared to $114,000 $170,000 during the six nine months ended June September 30, 2025; (iii) office and other costs of $67,000 $165,000, including $54,000 of current income tax expense, discussed above, during the six nine months ended June September 30, 2026 compared to $46,000 office and other costs of $96,000 during the six nine months ended June September 30, 2025; and (iv) travel and shareholder relation costs of $214,000 $267,000 during the six nine months ended June September 30, 2026 compared to $270,000 $352,000 during the six nine months ended June September 30, 2025.

During the six nine months ended June September 30, 2026 and 2025, Solitario recorded $167,000 $261,000 and $251,000, $364,000, respectively, of stock option expense for the amortization of unvested grant date fair value with a credit to additional paid-in capital. The decrease during the six nine months ended June September 30, 2026 was primarily related to a fewer prior grants of options granted being fully amortized during 2025 compared to 2024, discussed above. 2026, with no new stock option grants during 2026.

During the six nine months ended June September 30, 2026 Solitario we recorded a realized gain of $175,000 and unrealized loss on marketable equity securities of $117,000 $88,000 netting to a realized and unrealized gain of $58,000 $87,000 compared to a realized gain of $1,351,000 $1,411,000 and unrealized loss of $765,000 $745,000 netting to a realized and unrealized gain on marketable equity securities of $586,000 $666,000 during the six nine months ended June September 30, 2025. These Our realized gain on marketable equity securities of $175,000 during the nine months ended September 30, 2026 was from the sale of 44,300 shares of Vox Royalty shares for net proceeds of $270,000. The realized and unrealized gains and losses during the nine months ended September 30, 2025 are detailed below.

During the nine months ended September 30, 2025 we sold our holdings of 100,000 shares of Kinross common stock for gross proceeds of $1,401,000, which was netted by the settlement of $403,000 to close out our $10.00 Kinross covered call covering all 100,000 shares of Kinross previously held by us, 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 3, "Marketable Equity Securities" and Note 7 "Derivative Instruments" to the condensed consolidated financial statements, above. Also, during the three and nine months ended September 30, 2025, Solitario sold 30,000 shares and 64,055 shares, respectively, of its Vox Royalty common shares for proceeds of $124,000 and $230,000, respectively, and recorded a gain on sale of $60,000 and $92,000, respectively, on the date of sale.

We recorded interest and dividend income of $142,000 $208,000 during the six nine months ended June September 30, 2026 compared to interest and dividend income of $98,000 $180,000 during the six nine months ended June September 30, 2025. The increase in interest income was primarily related to an increase in our average outstanding balance of money market holdings during the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025. We anticipate interest income will decrease during the remainder of 2026, as a result of the use of funds in the money market account to fund our exploration and general and administrative expenditures. See "Liquidity and Capital Resources" below for further discussion of our cash and short-term investment balances.

During the six nine months ended June September 30, 2025, we recorded a non-cash loss on derivative instruments of $336,000 related to the Kinross calls held during the six nine months ended June September 30, 2025 as a result of the increase in the underlying value of our holdings of Kinross common stock, discussed above. These calls were settled during the six nine months ended June September 30, 2025 upon the sale of our holdings of Kinross, with no similar loss or gain on derivative instruments during the six nine months ended June September 30, 2026.

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As of June September 30, 2026, we have $9,009,000 $7,073,000 in cash and short-term investments. Our short-term investments are comprised of $8,500,000 $6,850,000 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. We intend to utilize a portion of our cash and short-term investments in our exploration activities and the potential acquisition of mineral assets over the next several years.

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Our marketable equity securities are carried at fair value, which is based upon market quotes of the underlying securities. At June September 30, 2026, we owned 7,750,000 shares of Vendetta Mining Corp. common stock and 5,700 shares of Vox Royalty common stock. At June September 30, 2026, the Vendetta Mining Corp. shares are recorded at their fair value of $55,000, $82,000, and the Vox Royalty shares are recorded at their fair value of $27,000. $29,000. During the six nine months ended June September 30, 2026 we sold 44,300 shares of our Vox Royalty common stock for proceeds of $270,000 and recorded a realized gain on sale of $175,000. We sold our 100,000 shares of Kinross during the six nine months ended June September 30, 2025 for net proceeds of $998,000, after settlement of our outstanding Kinross call, and recorded a realized gain on sale of $915,000, and we sold 34,055 64,055 shares of Vox Royalty shares for net proceeds of $106,000 $230,000 and recorded a realized gain on sale of $33,000. $92,000. 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.

We had working capital of $8,584,000 $6,464,000 at June September 30, 2026 compared to working capital of $7,795,000 at December 31, 2025. Our working capital at June September 30, 2026 consists primarily of our cash and cash equivalents, our short-term investments discussed above, our investment in marketable equity securities of $82,000, $111,000, and other current assets of $143,000, $61,000 less our accounts payable of $650,000. $781,000. The increase decrease in our working capital from December 31, 2025 is primarily the result of use of cash for our exploration activities, discussed above, which was partially offset by our receipt of cash proceeds from sales of our common stock under the ATM Program and in a the private placement placements that we completed in May during the nine months ended September 30, 2026. As of June September 30, 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.

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During the six months ended June 30, 2026, we used $927,000 for net purchases of short-term investments, compared to the use of cash of $4,300,000 for net purchases of short-term investments during the six months ended June 30, 2025. The increase during 2025 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 of June September 30, 2026, there were options outstanding from the 2013 Plan to acquire an aggregate of 1,825,000 1,655,000 shares of Solitario common stock, all with an exercise price of $0.60 per share. As of 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 $0.60 and $0.69 per share. As of both June September 30, 2026 and December 31, 2025 there were options outstanding under the 2023 Plan to acquire 3,410,000 and 3,600,000 shares, respectively, 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 and six nine months ended June September 30, 2026 or and 2025. No options were exercised during the three months ended September 30, 2026 and six 2025. During the nine months ended June September 30, 2026, options for 90,000 shares of Solitario common stock were exercised under the 2013 Plan with exercise prices between $0.69 and $0.67 per share for proceeds of $61,000. During the three and six nine months ended June September 30, 2025, options for 250,000 and 1,028,500 shares respectively, of Solitario common stock were exercised under the 2013 Plan with an exercise price of $0.20 per share for proceeds of $50,000 and $206,000. respectively. During the three and nine months ended September 30, 2026 options for 360,000 shares of Solitario common stock, with exercise prices of $0.85 and $0.60 were forfeited. We do not anticipate the exercise of options to be a significant source of capital during the remainder of 2026.

Net cash used in operations during the six nine months ended June September 30, 2026 increased to $1,848,000 $3,887,000 compared to $1,401,000 $3,064,000 of net cash used in operations for the six nine months ended June September 30, 2025 primarily as a result of (i) an increase in exploration expenses to $1,690,000 $3,760,000 during the six nine months ended June September 30, 2026 compared to exploration expenses of $910,000 $2,555,000 during the six nine months ended June September 30, 2025. Partially offsetting this increase in the use of cash were (i) a decrease in general and administrative expense during the six nine months ended June September 30, 2026 to $827,000 $1,179,000 compared to $878,000 $1,257,000 during the six nine months ended June September 30, 2025; (ii) an increase in interest and dividend income to $142,000 $208,000 during the six nine months ended June September 30, 2026 compared to interest income of $98,000 during the six months ended June 30, 2025; (iii) a reduction in the use of cash for prepaid expenses and other current assets to $82,000 for the six months ended June 30, 2026 compared to the use of cash dividend income of $163,000 for prepaid expenses and other current assets $180,000 during the six nine months ended June September 30, 2025; and (iv) (iii) a provision of cash from an increase in accounts payable and other current liabilities during the six nine months ended June September 30, 2026 of $435,000 $566,000 compared to a provision of cash for an increase in accounts payable and other current liabilities of $181,000 $176,000 during the six nine months ended June September 30, 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 and Cat Creek project projects as well as our Bright Angel and Lik projects and reconnaissance exploration. See "Results of Operations" above for further explanation of some of these variances.

During the nine months ended September 30, 2026, we received $723,000 from the net sale of our short-term investments, consisting of increases from the proceeds sales of common stock under our ATM Program and certain private placements of our common stock, discussed in Note 11 "Shareholders" Equity' to the condensed consolidated financial statements above, less our use of funds for operation activities. This compares with our use of cash of $3,050,000 for net purchases of short-term investments during the nine months ended September 30, 2025, when our ATM sales and private placements exceeded our use of cash for exploration and operating activities.

We will continue to liquidate a portion of our short-term investments as needed to fund our operations exploration and operating activities and any potential mineral property acquisitions during the remainder of 2026, although 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 six nine months ended June September 30, 2026, we received $2,647,000 in net proceeds from the issuance of common stock under the ATM Program, and we received $228,000 $331,000 from a private placement by placements of common stock to Newmont. We also received $61,000 from the exercise of stock options during the six nine months ended June September 30, 2026. During the six nine months ended June September 30, 2025, we received $94,000 $512,000 in net proceeds from the issuance of common stock under the ATM Program, and we received $4,411,000 $4,464,000 from the issuance of common stock from private placements. We also received $206,000 from the exercise of stock options during the six nine months ended June September 30, 2025. See Note 11, "Shareholders' Equity", above.

6 unchanged paragraphs

As of June September 30, 2026 and December 31, 2025, we had no off-balance sheet obligations.

1 unchanged paragraph

We are not involved in any development activities, nor do we have any contractual obligations related to any potential development activities as of June September 30, 2026. As of June September 30, 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.

1 unchanged paragraph

We did not record any mineral property write-downs during the three and six nine months ended June September 30, 2026 and 2025.

2 unchanged paragraphs

Solitario's valuation of mineral properties is a critical accounting estimate. We review and evaluate our mineral properties for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Significant negative industry or economic trends, adverse social or political developments, geologic results, geo-technical difficulties, or other disruptions to our business are a few examples of events that we monitor, as they could indicate that the carrying value of the mineral properties may not be recoverable. 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 and six nine months ended June September 30, 2026.

1 unchanged paragraph

As of June September 30, 2026, and for the three and six nine months ended June September 30, 2026, we have no related party transactions or balances.

13 unchanged paragraphs

The T he 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:

5 unchanged paragraphs

Controls and procedures 2 changes

1 unchanged paragraph

As required by Rule 13a-15 under the 1934 Act, as of June September 30, 2026, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer (our principal executive officer) and our Chief Financial Officer (our principal financial officer). Based upon and as of the date of that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June September 30, 2026.

2 unchanged paragraphs

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the 1934 Act) during the quarter ended June September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Risk factors 1 change

As of June September 30, 2026, there were no material changes to the Risk Factors associated with our business disclosed in Part I, Item 1A of our 2025 Annual Report.

Unregistered sales of stock 1 change

1 unchanged paragraph

On May 13, September 2, 2026, Solitario closed on a private placement of 305,195 135,750 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 $0.77 $0.86 per share for net proceeds of $228,000 $103,000 after certain legal and regulatory expenses of $7,000. $14,000. The Company relied on the exemptions from registration set forth in Section 4(a)(2) under the Securities Act of 1933, as amended, and Rule 506(b) promulgated thereunder for the offer and sale of the Newmont Shares. In connection with such offers and sales the Company: (i) did not engage in any public advertising or general solicitation in connection with the offering; offerings; (ii) reasonably believed that Newmont was sophisticated and an "accredited investor" and understood the risks of acquiring shares of Company Solitario common stock; and (iii) believed that Newmont acquired the shares for investment purposes.

Other information 1 change

During the quarter ended June September 30, 2026, none of the Company's directors or officers adopted, modified, or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as those terms are defined in Item 408 of Regulation S-K.

Exhibits 1 change

8 unchanged paragraphs

The following condensed consolidated financial statements, formatted in XBRL: (i) Condensed Consolidated Balance Sheets as of June September 30, 2026 and December 31, 2025, (ii) Condensed Consolidated Statements of Operations for the three and six nine months ended June September 30, 2026 and 2025, (iii) Condensed Consolidated Statements of Cash Flows for the six nine months ended June September 30, 2026 and 2025; and (iv) Notes to the Condensed Consolidated Financial Statements, tagged as blocks of text

1 unchanged paragraph

Unchanged: Market risk, Legal proceedings, Defaults on senior securities, Mine Safety Disclosures

Compared by code from the two filings' text and XBRL. Not advice.

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