Announcement PDF Castle Minerals Limited Annual Report 2026 Corporate Directory 1 ABN 83 116 095 802 Directors Andrew Grove – Non-Executive Chairman Steven Zaninovich – Managing Director Matthew Horgan - Non-Executive Director Company Secretary Jade Styants Principal Place of Business & Registered Office Suite 9, 11 Ventnor Avenue WEST PERTH WA 6005 Phone: (08) 9322 7018 Postal Address PO Box 437 WEST PERTH WA 6872 Share Register Automic Pty Ltd Level 5, 191 St Georges Terrace PERTH WA 6000 Phone (within Australia): 1300 288 664 Phone (outside Australia): +61 2 9698 5414 Auditors BDO Audit Pty Ltd Level 9, Mia Yellagonga Tower 2 5 Spring Street PERTH WA 6000 Website www.castleminerals.com Email enquiries@castleminerals.com Stock Exchange Listing Castle Minerals Limited shares are listed on the Australian Securities Exchange (ASX code: CDT) Contents 2 Directors' Report 3 Auditor’s Independence Declaration 16 Consolidated Statement of Profit or Loss and Other Comprehensive Income 17 Consolidated Statement of Financial Position 18 Consolidated Statement of Changes in Equity 19 Consolidated Statement of Cash Flows 20 Notes to the Consolidated Financial Statements 21 Consolidated Entity Disclosure Statement 39 Directors' Declaration 40 Independent Audit Report 41 Schedule of Mining Tenements 46 Mineral Resources and Ore Reserves Statement 49 ASX Additional Information 51 Directors’ Report 3 Your directors submit their report on the consolidated entity (referred to hereafter as the Group) consisting of Castle Minerals Limited (the Company) and the entities it controlled at the end of, or during, the year ended 30 June 2026. DIRECTORS The names and details of the Group’s directors in office during the financial year and until the date of this report are as follows. Directors were in office for the entire year unless otherwise stated.  Andrew Grove – Non-Executive Chairman (appointed 13 November 2025)  Steven Zaninovich – Managing Director (appointed as a Non-Executive Director on 13 October 2025, and thereafter appointed as Managing Director on 3 March 2026)  Matthew Horgan - Non-Executive Director  Mohammed Niaré – Non-Executive Director (appointed 13 October 2025, retired 3 March 2026)  Stephen Stone - Executive Chairman (retired 13 October 2025)  Brian Thomas – Non-Executive Director (retired 13 October 2025) Where applicable, all current and former directorships held in listed public companies over the last three years have been detailed below. Andrew Grove - Non-Executive Chairman Mr Grove is a qualified geologist with over 35+ years’ corporate, management, technical and finance experience, including extensive experience across West Africa. He was most recently Managing Director & CEO of Aura Energy, stewarding progress at the Tiris Uranium Project in Mauritania, previously served as Managing Director & CEO of Chesser Resources where he led the advancement of the Diamba Sud Gold Project in Senegal through to a successful corporate transaction, and also served as Group General Manager Business Development and Investor Relations at Perseus Mining focusing on developing opportunities in Ghana, Côte d’Ivoire and throughout Africa. Earlier in his career he was a Division Director in Macquarie Bank’s in mining finance and risk management divisions for 14 years and has held numerous technical roles. Mr Grove holds BEng (Minerals Exploration & Mining Geology) from the WA School of Mines, a Master degree in Mineral Economics from Macquarie University and is a Member of the Australian Institute of Geoscientists. Mr Grove was previously a Non-Executive Director of Zenith Minerals (ASX:ZNC), Managing Director & CEO of Aura Energy Limited (ASX:AEE, AIM:AURA) and MD & CEO of Chesser Resources Limited (ASX:CHZ, successfully taken over by Fortuna Silver Mines, TSX:FVI). Steven Zaninovich – Managing Director Mr Zaninovich is a qualified civil engineer and mining executive with more than 30 years’ experience in the development, construction, commissioning and operation of mining projects, with a particular focus on gold and lithium across West Africa and Australia. He has extensive experience in Ghana, Côte d’Ivoire, Burkina Faso and Mali and has held senior executive and project leadership roles spanning project development, feasibility studies, operational readiness, construction and mine operations. His career includes senior roles with Teranga Gold Corporation and Gryphon Minerals, where he was Vice President of Major Projects and Chief Operating Officer respectively, as well as Project Director with Lycopodium Minerals. Mr Zaninovich was Project Director for Newmont’s Akyem Gold Project in Ghana, a major greenfield development, and subsequently led the development of the Banfora Gold Project in Burkina Faso with Gryphon Minerals and Teranga Gold. He has also been closely involved in the development, construction and commissioning of the Bald Hill Lithium Project in Western Australia and, more recently, the Bougouni Lithium Project in Mali, which progressed both into production. Mr Zaninovich brings extensive West African operating experience, strong project execution capabilities and established regional relationships to Castle, supporting the Company’s strategy of advancing its gold portfolio in Côte d’Ivoire and Western Australia. Mr Zaninovich is currently a Non-Executive Director of Aurum Resources Limited (ASX: AUE). He was previously a Non-Executive Director of Mako Gold Ltd (ASX:MKG) prior to its takeover by Aurum in January 2025, Sarama Resources (TSX-V:SWA) and Bellavista Resources Limited (ASX: BVR), and previously served as Director of Operations of Kodal Minerals plc (AIM:KOD). Directors’ Report 4 Mr Zaninovich holds a Bachelor of Engineering (Civil) and is a member of the Australasian Institute of Mining and Metallurgy (AusIMM). Matthew Horgan - Non-Executive Director Matt is a mining executive who has worked across a variety of functional areas including technical (chemical engineering), marketing, commercial, investor relations, project development, and corporate development/M&A. In particular, he has recent and direct experience in the technical and commercial project development of African domiciled mineral assets. Prior to joining Bannerman Energy Limited (ASX: BMN) as Vice President of Corporate Development, Matt held the role of Head of Corporate Development and Investor Relations at ASX-listed Tanzanian rare earths developer, Peak Rare Earths (ASX: PEK). Prior to that, he was a Senior Associate at leading boutique investment bank, Azure Capital. Matt’s early career spanned approximately 10 years with global aluminium major, Alcoa (NYSE: AA). There he held various roles including Manager, Global Corporate Development and Business Development and Commercial and Marketing Specialist. Matt holds a Bachelor of Chemical Engineering (First Class Honours) from Canterbury University and a Master of Business Administration from the University of Western Australia. He is also a Graduate of the Australian Institute of Company Directors. Mr Horgan has not held any public company directorships in the last three years. COMPANY SECRETARY Jade Styants – Company Secretary Ms Styants is a highly experienced corporate governance and finance professional with more than 25 years advising Australian and international listed and private companies across diverse industry sectors. Ms Styants is a Fellow Chartered Secretary and Chartered Accountant and brings considerable expertise in corporate governance, financial management, capital markets and regulatory compliance. Her experience spans IPOs, mergers and acquisitions, capital raisings, cross-border transactions and ongoing ASX reporting obligations. Interests in the shares and options of the Company and related bodies corporate As at the date of this report, the interests of the directors in securities of the Company were: Director Ordinary Shares Options Performance Rights Andrew Grove 500,000 - 1,000,000 Steven Zaninovich 2,146,667 2,000,000 4,733,333 Matthew Horgan 1,157,777 300,925 1,000,000 PRINCIPAL ACTIVITIES During the year the Group carried out exploration on its mineral licences with the objective of identifying economic deposits of gold, graphite and other minerals. There was no significant change in the nature of the Group’s activities during the year. DIVIDENDS No dividends were paid, declared or recommended during the financial year. REVIEW OF OPERATIONS The 2026 financial year marked a significant transition for Castle Minerals, with the Company progressing from a predominantly West African exploration portfolio to a focused gold explorer with complementary assets in Côte d’Ivoire and Western Australia. CÔTE D’IVOIRE Castle advanced its Côte d’Ivoire strategy in October 2025 by securing the right to earn up to a 90% interest in seven permits covering approximately 1,842km² along the Côte d’Ivoire - Ghana border. The Ebony permit was granted during the year and a regional soil sampling program was commenced to identify primary gold mineralisation and define targets for follow-up Directors’ Report 5 exploration. In May 2026, Castle entered into an agreement to acquire a 90% interest in the Nielle Gold Project in northern Côte d’Ivoire, establishing Nielle as the Company’s flagship project. Nielle comprises approximately 212km² of prospective tenure within the Senoufo Greenstone Belt and hosts a demonstrated high-grade gold system extending over a broader 4.5km mineralised corridor. Castle acquired the complete historical exploration dataset for Nielle, representing more than US$3 million of previous exploration expenditure, including 40 RC holes, approximately 12,000m of air core drilling, 542 auger holes, geological mapping and geochemical sampling. The information is being used to accelerate geological interpretation, target generation and planning for follow-up drilling (refer to ASX Announcement on 24 September 2026 titled ‘Multiple New Drill-Ready Gold Targets Identified at Nielle’). WESTERN AUSTRALIA Castle retained 100% ownership of the Polelle and Wanganui Gold Projects in the Meekatharra district following expiry of the previously granted option to Great Boulder Resources. Historical drilling at Wanganui has demonstrated high-grade gold mineralisation, including 3m at 18.66g/t Au from 62m (refer to ASX Announcement on 19 August 2020 titled ‘Drilling Confirms High-Grade Primary Gold Below Shallow Pits at Wanganui’). In March 2026, Castle agreed to acquire, and subsequently completed the acquisition of, 100% of Meekasan Pty Ltd. The acquisition added 68km² of contiguous prospective greenstone tenure and consolidated approximately 184km² landholding at the Meeka South Gold Project. The expanded position contains more than 30km of prospective greenstone strike and multiple undrilled geochemical and geophysical targets. GHANA Exploration during the year continued at the Kpali and Kandia Gold Projects, with auger programs undertaken to refine and prioritise targets. At Bundi, assays from RC drilling that was physically completed in the previous reporting period, confirmed continuity of mineralisation, including 18m at 1.22g/t Au and 7m at 3.26g/t Au (refer to ASX Announcement on 3 July 2025 titled ‘Strong Gold Hits at Bundi Prospect, Ghana’), while drilling at Kandia extended mineralisation to approximately 150m depth. Follow-up auger programs were undertaken across Kandia, Kpali and other Ghanaian licences (refer to ASX Announcement on 10 July 2025 titled ‘Kandia is Emerging as a Cohesive, Multi‑Deposit Gold Corridor’). The Company also commenced portfolio optimisation initiatives during the year, with a focus on concentrating exploration and capital on its priority gold opportunities in Côte d’Ivoire and Western Australia. During the period the Company entered into an indicative non-binding terms sheet with a privately held international exploration company (“Purchaser”) for the proposed divestment of its wholly owned Ghanaian subsidiary, Carlie Mining Limited. After the reporting period, following four months of due diligence, the Purchaser on 31 July 2026 decided to withdraw from the non-binding terms sheet. The Company has since received expressions of interest from other parties and will continue to assess these opportunities as it seeks to realise value from the Ghana portfolio. Overall, the year positioned Castle with two substantial exploration platforms in the Côte d’Ivoire and Western Australian gold provinces, underpinned by an expanded portfolio of high-priority targets and a clear focus on advancing Nielle and the Meeka South Gold Project. FINANCIAL REVIEW The Group incurred an operating loss after income tax for the year ended 30 June 2026 of $3,226,410 (2025: $3,670,604). Included in this amount is exploration expenditure which is expensed for the Company’s Ghana projects in line with the Company’s accounting policies of $1,313,745 (2025: $2,569,405) and share based payments expenses of $688,948 (2025: $88,588). During the year, the Group raised $3,030,000 (before costs) from the issue of 50,500,000 fully paid ordinary shares. Funds were primarily used to progress exploration at the Company’s projects in Ghana, Cote d’Ivoire and Australia and to fund acquisition during the year as well as providing flexibility to respond to new opportunities. The Group’s cash balance as at 30 June 2026 was $1,615,791 (2025: $2,499,615). Directors’ Report 6 Operating Results for the Year Summarised operating results are as follows: 30 June 2026 30 June 2025 Other Income Results Other Income Results Consolidated Group other income and loss 13,174 (3,226,410) 21,352 (3,670,604) Basic loss per share (cents) - (2.02) - (5.5) RISK MANAGEMENT The board is responsible for ensuring that risks, and opportunities, are identified on a timely basis and that activities are aligned with the risks and opportunities identified by the board. The Company believes that it is crucial for all board members to be a part of this process, and as such the board has not established a separate risk management committee. The board has several mechanisms in place to ensure that management's objectives and activities are aligned with the risks identified by the board. These include the following:  board approval of a strategic plan, which encompasses strategy statements designed to meet stakeholders needs and manage business risk; and  implementation of board approved operating plans and budgets and board monitoring of progress against these budgets. The Company is committed to the effective management of risk to reduce uncertainty in the Company’s business outcomes and to protect and enhance shareholder value. There are various risks that could have a material impact on the achievement of the Company’s strategic objectives and future prospects. The key risks affecting the Company and its future performance include but are not limited to: Risks associated with the Company  Exploration and development risk  Liquidity and future capital requirements  Regulatory risk  Government policy risk  Failure to satisfy expenditure commitments and licence conditions  Estimates of mineral resources  Reliance on personnel and operating costs  Contractual risk  Title and grant risk  Sovereign risk Risks relating to the mining industry generally  Operating risk  Environmental risks  Landowners and access risk  Native title claims and aboriginal heritage  Competition risk  Climate change  Occupational health and safety  Insurance  Unforeseen expenses General risks  General economic climate  Changes in commodity prices  Exchange rate risk Directors’ Report 7  Government and legal risk  Litigation risks  Force majeure  Taxes and royalties  Unforeseen risk Further details on the above risks can be found in the prospectus the Company lodged with ASIC and the ASX dated 22 April 2025. CORPORATE GOVERNANCE The board are committed to achieving and demonstrating the high standard of corporate governance. The Corporate Governance Statement for the Group was approved by the board on 29 September 2026 and can be viewed on the Company’s website at www.castleminerals.com. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS Other than as disclosed in this Annual Report no significant changes in the state of affairs of the Group occurred during the financial year. EVENTS AFTER THE REPORTING DATE On 28 August 2026, the Company announced that it had secured $4.0 million (before expenses) through a placement of 53,333,334 fully paid ordinary shares at $0.075 per share, strongly supported by existing sophisticated and professional investors. Tranche 1 comprising 38,200,000 shares to raise $2.865 million was issued on 7 September 2026 under the Company’s ASX Listing Rule 7.1 and 7.1A placement capacities, with the balance subject to shareholder approval. The funds will be used to settle the acquisition of the Nielle Gold Project in Côte d’Ivoire, undertake initial exploration and drilling at Nielle, continue exploration across the Company’s Meekatharra portfolio and for general working capital and corporate purposes. No other matters or circumstances have arisen since the end of the financial year which significantly altered or may significantly alter the operations of the Company, the results of those operations or the state of affairs of the Company in financial years subsequent to 30 June 2026. LIKELY DEVELOPMENTS AND EXPECTED RESULTS The Group expects to maintain the present status and level of operations and hence there are no likely developments in the Group's operations. ENVIRONMENTAL REGULATION AND PERFORMANCE The Group is subject to environmental regulation in respect to its exploration activities. The Group aims to ensure the appropriate standard of environmental care is achieved, and in doing so, that it is aware of and in compliance with all environmental legislation. The directors of the Group are not aware of any breach of environmental legislation for the year under review. The directors have considered the National Greenhouse and Energy Reporting Act 2007 (the NGER Act) which introduces a single national reporting framework for the reporting and dissemination of information about greenhouse gas emissions, greenhouse gas projects, and energy use and production of corporations. At the current stage of development, the directors have determined that the NGER Act will have no effect on the Group for the current, nor subsequent, financial year. The directors will reassess this position as and when the need arises. Directors’ Report 8 REMUNERATION REPORT (AUDITED) The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001. Principles used to determine the nature and amount of remuneration Remuneration policy The remuneration policy of the Company has been designed to align director and executive interests with shareholder and business objectives by providing a fixed remuneration component and offering specific short term and long-term incentives designed to encourage improved performance. The board of the Company believes the remuneration policy to be appropriate and effective in its ability to attract and retain qualified and experienced directors to run and manage the Group. The remuneration policy, setting the terms and conditions for the board members, executive directors and other senior executives, was developed by the board. All executives receive a base salary and superannuation. The board reviews executive packages annually by reference to the Group’s performance, executive performance and comparable information from industry sectors and other listed companies in similar industries. The board may exercise discretion in relation to approving incentives, bonuses and options. The policy is designed to attract and retain high calibre of executives and reward them for performance that results in long term growth in shareholder wealth. Executives are also entitled to participate in the employee share and option arrangements, from time to time. The executive directors and executives who receive a salary from the Company also receive a superannuation guarantee contribution required by the government, which was 12% for the 2026 financial year, and do not receive any other retirement benefits. Some individuals, however, may choose to sacrifice part of their salary to increase payments towards superannuation. All remuneration paid to directors and executives is valued at the cost to the Group and expensed. Options are valued using the Black Scholes option pricing model. The board policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment and responsibilities. The board determines payments to the non-executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting (currently $200,000). Fees for non-executive directors are not linked to the performance of the Group. However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company and are able to participate in the employee option issues. Elements of remuneration Fixed remuneration Executive fixed remuneration is competitively structured and comprises the fixed component of the remuneration package. The fixed component includes cash and superannuation to comprise the employee’s total employee cost. Fixed remuneration is designed to reward the Executive for the scope of their role, their skills, experiences and qualifications, together with their individual performance. Short term incentives (STI) The Company implemented a short-term incentive plan during the 2020 financial year in respect to the Managing Director. The Managing Director will have the opportunity to earn a discretionary annual incentive award, delivered in the form of cash. The STI is reviewed on a quarterly basis by the Board, who is responsible for determining whether a bonus amount is paid (including making no payment) based on the achievement of strategic and or business objectives. For the years ended 30 June 2026 and 30 June 2025 the Board made a decision to forgo the award of any cash bonuses or equity incentives giving regard to the Company’s cash balance and the current market conditions. Directors’ Report 9 Long term incentive (LTI) The LTI offered to directors and executives forms a key part of their remuneration and assists to align their interest with the long-term interest of shareholders. The purpose of the LTI is to link remuneration to an appropriate financial performance indicator, such as share price, over a long measurable period, as determined by the Board. In this regard, options over unissued shares provide a performance linked incentive component in the remuneration package for directors and executives to motivate and reward their performance. Summary revenue, loss, loss per share, share price and KMP compensation The table below shows the gross revenue, losses and earnings per share for the last five years for the Group. 2026 2025 2024 2023 2022 $ $ $ $ $ Revenue and other income 13,174 21,352 88,095 30,418 110,688 Net loss (3,226,410) (3,670,604) (2,881,373) (5,618,253) (2,157,453) Loss per share (cents)1 (2.02) (5.5) (5.1) (15.3) (7.2) Share price at year end (cents)1 7.1 7.1 12 33 66 Total KMP compensation 203,014 415,835 628,204 839,433 446,728 1 Prior period restated for 1:30 consolidation completed on 14 April 2025. Use of remuneration consultants The Group did not employ the services of any remuneration consultants during the financial years ended 30 June 2026 or 30 June 2025. Service agreements The following service agreements were in place during the year: Andrew Grove – Non-Executive Chairman  Term of agreement – The agreement commenced on 13 November 2025 and is ongoing (subject to the provisions of the Corporations Act 2001)  Remuneration – Nil remuneration was paid from the date of appointment through to 30 June 2026 with performance rights in lieu of director fees issued during the period. Effective 1 July 2026, remuneration is $60,000 per annum (inclusive of statutory superannuation) payable monthly Steven Zaninovich – Managing Director  Term of agreement – An executive consultancy agreement was entered into with Zivvo Pty Ltd as trustee for the Stella Trust which is effective 3 March 2026 upon Steven Zaninovich being appointed as Managing Director. The consultancy agreement is ongoing unless terminated by either party by providing 6 months written notice. Mr Zaninovich will also be entitled to a change of control payment equal to 12 months base remuneration.  Remuneration - $275,000 per annum payable monthly Matthew Horgan – Non-Executive Director  Term of agreement – The agreement commenced on 12 June 2024 and is ongoing (subject to the provisions of the Corporations Act 2001). A deed of variation was entered into on 9 July 2026 and is ongoing (subject to the provisions of the Corporations Act 2001)  Remuneration - $40,000 per annum plus statutory superannuation payable monthly based on the provision of services for 2-3 days per month with additional fees of $1,000 per day for additional days worked. Effective 1 July 2026 remuneration of $50,000 per annum (inclusive of statutory superannuation) payable monthly. Directors’ Report 10 Details of remuneration The remuneration report details the remuneration arrangements for those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any director (whether executive or otherwise) of the Company. The key management personnel (KMP) of the Company are the directors during the year being:  Andrew Grove – Non-Executive Chairman (appointed 13 November 2025)  Steven Zaninovich – Managing Director (as a Non-Executive Director on 13 October 2025, and thereafter appointed as Managing Director on 3 March 2026)  Matthew Horgan - Non-Executive Director  Mohammed Niaré – Non-Executive Director (appointed 13 October 2025) (retired 3 March 2026)  Stephen Stone - Executive Chairman (retired 13 October 2025)  Brian Thomas – Non-Executive Director (retired 13 October 2025) Details of the remuneration of KMP during the current financial year are: Director Short- term – Salary and Consulting Fees Post- Employment – Annual and long service leave Post- Employment – Superannuation Share-based payments – Options and Performance Rights Total Performance related % Andrew Grove3 - - - 9,055 9,055 100% Steven Zaninovich 90,188 - - 34,856 125,044 28% Matthew Horgan2 8,929 - 1,071 12,747 22,747 56% Mohammed Niaré - - - 31,867 31,867 100% Stephen Stone - 16,188 2,465 - 18,6531 0% Brian Thomas 11,302 - 1,356 - 12,658 0% Total 110,419 16,188 4,892 88,525 220,024 40% 1 Remuneration paid in cash during the year ended 30 June 2026 in respect to the salary and fees, termination payment, previously accrued bonus and superannuation payments. The table above reflects the total amount paid of $346,877 less the amount accrued in the financial year ended 30 June 2025 of $328,224. 2 Nil remuneration was paid from the 1 October 2025 through to 30 June 2026 with performance rights in lieu of director fees issued during the period. 3 Nil remuneration was paid from the 13 November 2025 (being the date of appointment) through to 30 June 2026 with performance rights in lieu of director fees issued during the period. Details of the remuneration of KMP during the year ended 30 June 2025 are: Director Short-term - Salary Post- Employment – Annual and long service leave Post- Employment – Superannuation Share-based payments – Options and Performance Rights Total Performance related % Matthew Horgan 35,874 - 4,126 4,873 44,873 - Stephen Stone 280,706 18,224 29,294 - 328,224 - Brian Thomas 9,181 - 1,056 - 10,237 - James Guy 27,703 - 4,796 - 32,499 - Total 353,464 18,224 39,272 4,873 415,833 - Loans to key management personnel There were no loans to key management personnel during the year. Other transactions with key management personnel Mr Steven Zaninovich is entitled to receive from Mineral Holdings Limited (vendor of the acquisition of Mineralis in October 2025), as nominee, a further 1,050,000 ordinary shares and 1,800,000 unlisted options exercisable at $0.12 on the vesting of Directors’ Report 11 the conditional consideration under the Binding Term Sheet payable to Mineral Holdings Limited. SHARE-BASED COMPENSATION Options Options are issued to directors and executives as part of their remuneration from time to time. The options are not issued based on performance criteria but are issued as compensation to directors and executives to increase goal congruence between executives, directors and shareholders, to ensure they are appropriately and most effectively remunerated whilst preserving cash holdings of the Company. Performance Rights On 31 October 2025, the Company issued 4,900,000 unlisted performance rights to Directors of the Company as approved by shareholders at the Company’s GM held on 20 October 2025. On 16 December 2025, the Company issued 1,000,000 unlisted performance rights to a Director of the Company as approved by shareholders at the Company’s AGM held on 27 November 2025. The performance rights have the following vesting conditions: • 1,100,000 vest upon the 20-day VWAP of the Company’s share price being equal or greater than $0.12 and the holder continuing to hold office with the Company (unless the Board determines otherwise) (Milestone 1) • 1,550,000 vest upon the 20-day VWAP of the Company’s share price being equal or greater than $0.18 and the holder continuing to hold office with the Com