Exhibit 99.1

ACN 617 789 732

2026

ANNUAL REPORT

for the year ended

30 June 2026

RESOLUTION MINERALS LTD

ACN: 617 789 732

This Annual Report covers Resolution Minerals Ltd (“Resolution Minerals”, “Resolution” “RML” or the “Company”). The financial report is presented in Australian currency.

The Company is a company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

Resolution Minerals Ltd

Level 21, 91 King William Street

ADELAIDE SA 5000

RESOLUTION MINERALS LTD

ACN: 617 789 732

Corporate Information

Review of Operations

The 2026 financial year was a significant period for Resolution Minerals Limited (“Resolution”, “RML, or the “Company”), during which the Company substantially advanced its U.S critical minerals strategy following the completion of the acquisition of the Horse Heaven Antimony-Tungsten-Gold-Silver Project (“Horse Heaven” or the “Project”) in Idaho, USA.

During the year, Resolution completed the acquisition of 100% of the Horse Heaven Project, commenced a Phase 1 drill program in August 2025 and a Phase 2 in May 2026, made significant gold discoveries at Golden Gate North and Golden Gate South, advanced the high-grade antimony-silver system at Antimony Ridge, acquired the Johnson Creek processing site and historical tungsten stockpiles, and commenced metallurgical programs for antimony, tungsten and gold.

The Company also progressed permitting and U.S Government engagement, with both Antimony Ridge and Golden Gate being granted FAST-41 Transparency Coverage by the U.S Federal Permitting Council. Further, Resolution was admitted as a member of the U.S Defense Industrial Base Consortium (“DIBC”).

These activities were supported by significant institutional funding secured during FY26, including a A$25.1 million placement in September 2025 and a further A$20 million institutional placement in April 2026.

Horse Heaven, emerging as a potentially significant critical metals and gold project, became the dominant operational focus of the Company during the year, with exploration, metallurgy, permitting and strategic initiatives progressed in parallel as Resolution continued to evaluate the potential of the Project as a domestic U.S source of antimony, tungsten and gold.

Horse Heaven Project, Idaho, USA.

Resolution completed the acquisition of a 100% ownership interest in the Horse Heaven Project in July 2025 following shareholder approval.

Horse Heaven is located in the historic Stibnite Mining District in central Idaho, USA, which is re-emerging a central focus of US critical metals development. Horse Heaven comprises the Golden Gate gold-tungsten system and Antimony Ridge antimony-silver-gold system, together with the Johnson Creek processing site and historical tungsten stockpiles.

The Project is located immediately adjacent to Perpetua Resources Corp’s Stibnite Gold Project and has a history of antimony and tungsten production. During FY26, Resolution undertook a substantial exploration and technical program across Horse Heaven, significantly increasing the Company’s understanding of the scale and multi-commodity potential of the Project.

The Company’s land position at Horse Heaven was also expanded during the year by approximately 600 acres via federal claim staking, and now comprises approximately 59km².

Figure 1. Horse Heaven Project location map showing the location of the Antimony Ridge antimony-silver prospect, Golden Gate gold-tungsten prospects, Johnson Creek processing infrastructure and neighbouring Stibnite Gold Project in Idaho, USA.

Golden Gate Gold-Tungsten Prospect

Golden Gate was a major focus of exploration during FY26, with drilling substantially advancing the geological understanding and scale potential of the gold-tungsten system.

Resolution commenced its maiden diamond drilling program at Horse Heaven in August 2025. Strong geological indicators from the Phase 1 drilling resulted in the implementation of a Phase 2 program in May 2026 under its existing exploration permit.

Early drilling in the Phase 2 identified visible scheelite, a tungsten-bearing mineral, within the first three diamond holes at Golden Gate South, providing initial confirmation of tungsten mineralisation within the broader system.

Golden Gate North Discovery

Assay results received from the Phase 1 drilling program subsequently confirmed broad and continuous gold mineralisation at Golden Gate North.

Significant intersections from the program included:

The drilling demonstrated broad gold mineralisation across multiple holes, with mineralisation remaining open along strike and at depth. Several holes ended in mineralisation.

The results were interpreted as being consistent with an Intrusion Related Gold System (“IRGS”) exploration model, with mineralisation associated with the regional Golden Gate shear/fault zone. It is worth noting that this IRGS model is a direct geologic analogue to the Stibnite Gold Project, a recently permitted gold-antimony project located immediately adjacent to Horse Heaven and operated by Perpetua Resources Corp.

Gold Gate South Gold Discovery

Follow-up Phase 2 drilling during the year also resulted in the discovery of gold mineralisation at Golden Gate South, approximately 1.5km along strike from Golden Gate North.

Drilling intersected broad, near-surface gold mineralisation in an area that had previously received limited modern exploration and no historic drilling. The results increased the known strike extent of gold mineralisation across Golden Gate and supported further investigation of the relationship between the Golden Gate North and South mineralised zones.¹

By the end of the March quarter, all reported holes from the 2025 drilling campaign had intersected gold mineralisation, with several ending in mineralisation, demonstrating that the system remained open at depth and in multiple directions.

Figure 2. Horse Heaven Project location map showing the Golden Gate prospect and identifying locations of completed Phase 1 drill hole locations (2025 DDH Collar) and ongoing Phase 2 drill hole locations (2026 Planned Drill Hole)

Tungsten Mineralisation

Drilling and historical data review during FY26 also strengthened the tungsten opportunity at Golden Gate.

Tungsten mineralisation was identified within the Phase 2 drilling program, including an intercept in HH-GG25-012R of 8m @ 0.14% W from 79.3m, within a broader interval of 21m @ 0.80g/t Au.

Historical records also confirmed previous tungsten mining within the Golden Gate area. The Company’s review of historical records, previous operations and modern drilling identified the potential for additional tungsten mineralisation along the Golden Gate Fault Zone.

Phase 2 Drilling Program

Following the results of the maiden drilling campaign, Resolution commenced a substantially larger Phase 2 drilling program at Golden Gate during the June quarter.

The program comprised up to 13,000 metres (45,000 feet) of diamond drilling across up to 45 holes, targeting both Golden Gate North and Golden Gate South and designed to further define the scale and extent of gold and tungsten mineralisation and support progression toward a maiden Mineral Resource Estimate.

Two diamond drill rigs were mobilised during the June quarter and drilling was underway and progressing well at the end of the financial year.

Antimony Ridge – High-Grade Antimony-Silver System

Resolution also substantially advanced the Antimony Ridge prospect during FY26 through surface exploration, geological modelling, metallurgical test work and permitting activities.

Systematic rock chip and soil sampling returned exceptional high-grade antimony, silver and gold results, including rock chip assays of up to 49.8% Sb, 1.420g/t Ag and 4.43g/t Au. Soil geochemistry identified an approximately 1,000m by 700m antimony-gold-silver anomaly.

Further sampling during the year continued to confirm high-grade antimony mineralisation, with massive stibnite samples returning grades ranging from 31.7% to 48.7% Sb, together with elevated silver and gold values.

Three-dimensional geological modelling subsequently identified more than 100 high-grade antimony-silver veins represented by approximately 30 mineralised vein swarms, fault breccias and stockworks expanding across an area of approximately 1,000m by 700m and 250m vertically.

The modelling, together with historical working, surface geochemistry and modern sampling, substantially improved the Company’s understanding of the geometry and scale of the Antimony Ridge mineralised system.

Figure 3: Antimony Ridge – High grade antimony veins and mineralisation with assays, modelled as 30 discrete mineralised vein swarms, fault breccias and stockworks, within past open pits and trenches. Veins and vein swarms are surrounded by a lower grade antimony halo of veinlets and stockwork shown in a coloured antimony-in-soil geochemical anomaly map with averaged assays. Veins, assays and soil geochemistry are draped over a 3-D shaded image. Results extend over a large area 1000m x 700m and 250m vertically.

Metallurgical Test Work and Processing Opportunities

A major component of Resolution’s FY26 activities was the commencement and advancement of metallurgical test work across the antimony, tungsten and gold mineralisation at Horse Heaven.

The Company engaged specialist laboratories and consultants including Kingston Process Metallurgy Inc., Independent Metallurgical Operations and ANSTO Minerals to evaluate potential concentration and processing pathways. Significantly, Resolution appointed Dr. Adam Roper as a full-time in-house Chief Metallurgist to lead the Company’s metallurgical programs, demonstrating Resolution’s commitment to downstream processing and a full-cycle “mining to market strategy”.

Antimony

During the June quarter, Resolution successfully produced an intermediate antimony trioxide product grading 99.38 wt% SB₂O₃ from historical stibnite material sourced from Antimony Ridge using conventional pyrometallurgical processing methods.

Follow-up flotation test work on lower-grade material subsequently achieved sulphide recoveries of up to 99.5%, demonstrating strong recovery of stibnite and providing further information for evaluation of potential future processing pathways.

Gold

Initial metallurgical test work on Golden Gate composite drill core samples returned gold recoveries of up to 95.5% from oxide material through conventional cyanide leaching and up to 88.7% from sulphide material through flotation.

Tungsten

Preliminary gravity separation test work on historical tungsten stockpile material successfully produced concentrates grading up to 52.3% WO₃, with recoveries of up to 75.5%, representing a 19-fold upgrade from the original stockpile sample grade of 1.85% WO₃.

Collectively, these programs provided Resolution with an initial metallurgical dataset across the three principal commodities being evaluated at Horse Heaven and supported further assessment of potential processing and downstream opportunities.

Johnson Creek Processing Site and Tungsten Stockpiles

During FY26, Resolution expanded its Horse Heaven strategy through the acquisition of approximately 25 acres of private land adjacent to the Project containing the historical Johnson Creek Tungsten and Antimony Mill, associated infrastructure and historical tungsten stockpiles.

The acquisition was completed in March 2026 and secured strategic processing infrastructure within the Horse Heaven area.

Sampling of historical stockpile material at Johnson Creek returned an average sample grade of 1.85% WO3, prompting metallurgical test work to assess the potential tungsten recovery and concentration. Subsequent gravity separation test work produced tungsten concentrates grading up to 52.3% WO3 with recoveries of up to 75.5%.

The Johnson Creek site and associated stockpiles provide Resolution with existing infrastructure from which the Company can continue evaluating potential processing opportunities as its broader Horse Heaven development strategy advances.

U.S Government and Strategic Engagement

Resolution materially increased its engagement with U.S Government agencies and strategic stakeholders during FY26 as the Company positioned Horse Heaven within the broader U.S focus on establishing secure domestic critical mineral supply chains.

The Company’s activities included engagement in Washington D.C, the appointment of U.S based government and strategic advisers, and engagement with stakeholders across the U.S critical minerals and defence sectors.

In April 2026, Antimony Ridge was granted FAST-41 Transparency Coverage by the U.S Federal Permitting Council.

FAST-41 provides a coordinated federal framework designed to improve transparency, predictability and coordination across the federal permitting process for qualifying infrastructure projects. For Antimony Ridge, the designation supported Resolution’s planned permitting pathway, including applications for expanded drilling and large-scale bulk sampling activities.

Subsequent to the reporting period, Resolution was also accepted as a member of the U.S Defense Industrial Base Consortium, providing the Company with access to the U.S defence-related supply-chain initiatives and potential funding and collaboration opportunities associated with domestic critical mineral supply. Additionally, Golden Gate was also awarded FAST-41 Transparency Coverage, confirming Horse Heaven’s emergence as a significant player in the US critical minerals sector.

These initiatives complemented the Company’s broader engagement with U.S Government representatives and agencies during FY26.

Corporate and Strategic Development

Resolution undertook a number of corporate initiatives during FY26 to support the accelerated advancement of Horse Heaven and increase the Company’s access to U.S capital markets.

Trading in Resolution’s shares commenced on the OTCQB market in the United States under the ticker RLMLF during the September quarter, while the Company also commenced preparations for a proposed NASDAQ dual listing.

During the March quarter, Resolution lodged a registration statement with the U.S. Securities and Exchange Commission (“SEC”) and established a Level 1 American Depositary Receipt facility as part of its U.S capital markets strategy.

The Company’s U.S operating and strategic capability was strengthened during the year through a number of senior appointments, including Craig Lindsay as CEO – U.S Operations, together with technical and strategic advisers with experience across North American mining, critical minerals and government engagement.

Resolution also appointed Tribeca Capital as corporate adviser to assist with the development of the Company’s U.S critical minerals strategy.

Funding

In September 2025, Resolution completed a heavily supported institutional placement raising A$25.1 million before costs, providing funding to accelerate exploration at Horse Heaven and support the Company’s broader U.S strategy.

This was followed by a A$2 million strategic placement to Tribeca Investment Partners in October 2025.

In April 2026, Resolution completed a further A$20 million institutional placement, cornerstoned by Tribeca Investment Partners and L1 Capital Global Opportunities Master Fund. Funds were directed toward accelerating Golden Gate drilling, metallurgical test work, permitting activities and evaluation of downstream processing opportunities across Horse Heaven.

The funding secured during FY26 enabled Resolution to advance multiple workstreams concurrently across exploration, metallurgy, permitting and strategic development.

Project Portfolio

Consistent with the Company’s focus on Horse Heaven, Resolution continued to review and rationalise its broader exploration portfolio during FY26.

In February 2026, Resolution completed the sale of its non-core 64North Project in Alaska to a wholly owned subsidiary of Northern Star Resources Limited for US$1.5 million in cash. The divestment enabled the Company to monetise a non-core asset and direct additional capital and management attention toward Horse Heaven.

Resolution continued to retain its Australian exploration portfolio during FY26, comprising interests across the Spur South and Drake East projects in New South Wales.

The Company confirms it is not aware of any new information or data that materially affects the information cross referenced in this announcement and further to “Agreement to Acquire Major US Antimony Project and Placement” on 11 June 2025, “Exceptional Rock Chip and Soil Results from Antimony Ridge” on 15 September 2025, “Exceptional Rock Chip and Soil Results Update” on 24 September 2025, “Significant Gold Discovery at Horse Heaven Project” on 28 October 2025, “Significant Gold Discoveries Continue at Golden Gate” on 3 November 2025, “Golden Gate Discovery Grows with Multiple Gold Intercepts” on 2 December 2025, “Further Ultra High Grade Antimony and Silver Results” on 14 January 2026, “New Gold Discovery at Golden Gate South” on 9 February 2026, “Gold & Significant Tungsten Mineralisation in Drilling” on 17 February 2026, “Exceptional Tungsten Grade Identified in Stockpile Material” on 26 March 2026, “Antimony Ridge Model Shows Extensive Vein Swarms” on 10 April 2026, “Antimony Trioxide Produced from Antimony Ridge” on 14 April 2026, “Tungsten Concentrates Produced from Golden Gate” on 28 April 2026, “Tungsten and Gold Drilling Underway and High Gold Recoveries” on 15 May 2026, “First 2026 Gold and Tungsten Drilling Proving Encouraging” on 21 May 2026 and “Major Gold Extension Confirmed at Golden Gate” on 24 August 2026. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original announcements.

Tenement Schedule

As at 30 June 2026

Directors’ Report

The Directors of Resolution Minerals Ltd have pleasure in submitting their report on the Group for the year ended 30 June 2026.

DIRECTORS

The names and details of Directors in office at any time during the reporting period are:

Menachem Rogatsky – Executive Director

Member of the Audit Committee

EXPERIENCE AND EXPERTISE

Mr Rogatsky is a successful New York businessman who brings a wealth of experience and international investment opportunities to the Company.

OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES

None

OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS

None

INTEREST IN SHARES

100,240,625 Ordinary Shares held directly by Mr Rogatsky.

INTEREST IN OPTIONS AND RIGHTS

36,655,079 quoted options with exercise price of $0.018 and expiry of 31 July 2028 (RMLOC).

1,000,000 quoted options with exercise price of $0.10 and expiry of 30 November 2029 (RMLOD).

22,500,000 unquoted options with an exercise price of $0.032 and expiry of 26 March 2029.

50,000,000 unvested performance rights

Aahron Zaetz – Executive Director

EXPERIENCE AND EXPERTISE

Mr Zaetz is a lawyer focusing on capital raisings, business development and strategy negotiations.

OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES

Gold Mountain Limited (ASX:GMN)

Pinnacle Minerals Limited (ASX:PIM)

OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS

None

INTEREST IN SHARES

55,125,000 Ordinary Shares held directly and by an entity in which Mr Zaetz has a beneficial interest.

INTEREST IN OPTIONS AND RIGHTS

37,890,625 quoted options with exercise price of $0.018 and expiry of 31 July 2028 (RMLOC).

1,000,000 quoted options with exercise price of $0.10 and expiry of 30 November 2029 (RMLOD).

22,500,000 unquoted Options with an exercise price of $0.032 and expiry of 26 March 2029.

55,000,000 vested performance rights

50,000,000 unvested performance rights

Syed Alsagoff – Non-executive Director

Chair of the Audit Committee

EXPERIENCE AND EXPERTISE

Mr Alsagoff has an extensive network and experience in investment and corporate strategy in Asia and globally. Further, he has over 20 years’ experience in senior operational and corporate leadership roles in diverse sectors’ operations across several countries.

OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES

Gold Mountain Limited (ASX:GMN)

OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS

None

INTEREST IN SHARES

None

INTEREST IN OPTIONS AND RIGHTS

5,000,000 vested performance rights.

Brett Lynch – Non-executive Director (appointed 17 August 2026)

EXPERIENCE AND EXPERTISE

Mr Lynch has built multibillion-dollar critical minerals operations in North America and has an outstanding track record of creating shareholder value. Since joining Resolution as a Senior Strategic Adviser in July 2025, he has played an instrumental role in shaping the Company’s U.S.-focused critical minerals strategy and shares the Board’s view of the strategic importance of the Horse Heaven assets, their scalability and importance to U.S. national security.

OTHER CURRENT DIRECTORSHIPS OF LISTED COMPANIES

Ionic Rare Earths Limited (ASX:IXR)

OTHER DIRECTORSHIPS HELD IN LISTED COMPANIES IN THE LAST THREE YEARS

Sayona Mining Ltd (ASX: SYA), since renamed as Elevra Lithium Ltd (ASX: ELV) 

INTEREST IN SHARES

2,780,000 Ordinary shares held by an entity in which Mr Lynch has a beneficial interest.

INTEREST IN OPTIONS AND RIGHTS

6,416,667 unvested performance rights.

COMPANY SECRETARY

Jarek Kopias, BCom, CPA, AGIA, ACG (CS, CGP)

Company Secretary / Chief Financial Officer (appointed 6 March 2017)

Mr Kopias is a Certified Practising Accountant and Chartered Secretary. Mr Kopias has 25 years’ industry experience in a wide range of financial and secretarial roles within the resources industry. As an accountant, Mr Kopias worked in numerous financial roles for companies, specialising in the resource sector – including 5 years at WMC Resources Limited’s (now BHP) Olympic Dam operations, 5 years at Newmont Mining Corporation - Australia’s corporate office and 5 years at oil and gas producer and explorer, Stuart Petroleum Limited (prior to its merger with Senex Energy Limited).

He is currently the Company Secretary of numerous listed ASX companies. Mr Kopias has held similar roles with other ASX entities in the past and has other business interests with numerous unlisted public and private entities.

PRINCIPAL ACTIVITIES

Resolution Minerals’ ongoing principal activities are the exploration and development of gold, antimony, tungsten and other metals globally.

OPERATING AND FINANCIAL REVIEW

The net loss of the Group for the year after providing for income tax amounted to $53,316,618 (2025: $6,033,416). The increase in loss for the year is primarily due to a significant ramp up in activity around the acquisition of the Horse Heaven Project in Idaho, USA.

Employee benefits expense has increased by $11.6 million, comprising an additional $9.9 million in performance linked share based payments to directors and employees and $1.6 million in other remuneration including short term incentives.

Share-based payments for corporate advisory services, other corporate advisory fees and legal fees have increased by $24.0 million, $4.9 million and $1.0 million respectively. This reflects the Group’s efforts in developing its critical minerals strategy, assessing various M&A opportunities, accessing the US markets through the recent Nasdaq listing and other strategic initiatives.

The Company has also focussed on raising awareness of its assets and critical minerals strategy with investors and government stakeholders with broker and investor relations increasing by $2.7 million over 2025 and marketing and public relations increasing by $3.1 million.

The risks associated with the projects disclosed below are those common to exploration activities generally. Exploration targets are conceptual in nature such that there has been insufficient exploration to define a Mineral Resource and that it is uncertain if further exploration will result in the determination of a Mineral Resource.

The main environmental and sustainability risks that Resolution Minerals currently faces arise from ground disturbance when undertaking drilling or sampling activities. The Group’s approach to exploration includes obtaining environmental, heritage and other clearances to help ensure activities are conducted only in approved areas and that associated impacts are appropriately monitored and managed.

Further technical detail on each of the prospects listed below is in the Review of Operation in the Annual Report.

Horse Heaven Project

The Horse Heaven Project, located in Idaho, hosts two highly prospective Gold-Antimony-Tungsten-Silver prospects known as the Antimony Ridge Fault Zone and the Golden Gate Fault Zone. The Antimony Ridge Fault Zone has an approximate strike length of 1.2km and hosts known gold–antimony–silver-tungsten mineralisation associated with hydrothermally altered and sheared granodiorite. The Golden Gate Fault Zone has an approximate strike length of 3.5km and hosts the Golden Gate Hill target. It hosts known disseminated gold mineralisation, like Antimony Ridge Fault Zone, associated with hydrothermally altered and sheared granodiorite. The future strategy is to advance the Horse Heaven Project through targeted fieldwork with a view to becoming a key player in the global critical minerals sector, focusing on antimony and tungsten. Project acquisition was completed on 29 July 2025, followed by the addition of a strategic private landholding in February 2026 comprising five patented mining claims (exploration assets), untested ore stockpiles and associated land, mill and camp infrastructure.

Drake / Spur South Project

Based in New South Wales these are brownfield and early-stage exploration assets targeting critical and precious metals, specifically focusing on antimony, gold, copper, and silver.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There have been no other significant changes in the state of affairs of the Group that occurred during the reporting period that have not otherwise been disclosed in this report or the financial statements.

DIVIDENDS

There were no dividends paid or declared during the reporting period or to the date of this report.

EVENTS ARISING SINCE THE END OF THE REPORTING YEAR

No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years except those noted below.

The following events occurred after the reporting date:

LIKELY DEVELOPMENTS

Likely developments in the operations of the Group and expected results of these operations in future financial years have been included in the Operating and Financial Review.

DIRECTORS’ MEETINGS

The number of Directors’ and Audit Committee meetings held during the reporting period and the number of meetings attended by each Director is as follows:

A = Attended        E = Entitled to attend

An Audit Committee was re-established in April 2026 however no meetings of the committee were held in the period to 30 June 2026. All matters prior to the committee’s establishment were addressed by the Board.

Many other matters were considered and approved by the Directors during the year by circular resolution, in accordance with the Company’s Constitution.

UNISSUED SHARES UNDER OPTION

Unissued ordinary Shares of Resolution Minerals under option at the date of this report are:

During the year, the Company issued 12,500,000 quoted options and 15,000,000 unquoted options for non key personnel and consultants as remuneration.

Subsequent to 30 June 2026, 2,410,450 RMLOC options were exercised into ordinary shares and 2,000,000 unquoted options lapsed unexercised.

These options do not entitle the holders to participate in any share issue of the Company or any other body corporate.

PERFORMANCE RIGHTS

Unissued ordinary Shares of Resolution Minerals subject to vesting and exercise of performance rights at the date of this report are:

During the year, 612,550,000 unquoted performance rights with performance based conditions were granted to advisors, consultants and employees as remuneration.

Subsequent to 30 June 2026, 285,738,750 performance rights were exercised.

These rights do not entitle the holders to participate in any share issue of the Company or any other body corporate.

REMUNERATION REPORT (AUDITED)

The Directors of Resolution Minerals Ltd present the Remuneration Report in accordance with the Corporations Act 2001 (Cth) and the Corporations Regulations 2001 (Cth).

The Remuneration Report is set out under the following main headings:

The Group’s remuneration policy has been designed to align objectives of key management personnel with objectives of shareholders and the business, by providing a fixed remuneration component and offering specific long-term incentives through the issue of options and / or performance rights. The Board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best key management personnel and Directors to run and manage the Group. The key management personnel of the Group are the Board of Directors, Company Secretary and Executive Officers.

The Board’s policy for determining the nature and amount of remuneration for its members and key management personnel of the Group is as follows:

During the reporting period, performance reviews of senior executives were not conducted. There were no remuneration consultants used by the Group during the period.

Consequences of performance on shareholder wealth

In considering the Group’s performance and benefits for shareholder wealth, the Board will have regard to a number of key performance metrics such as profitability, shareholders’ equity and the Company’s share price.

The following table shows the results of key performance indicators of the Group for the past 5 years:

Performance based remuneration

The remuneration policy has been tailored to increase goal congruence between shareholders, directors and other key management personnel. Currently, this is facilitated through the issue of options and/or performance rights to key management personnel to encourage the alignment of personal and shareholder interests. The Group believes this policy will be effective in increasing shareholder wealth.

Voting and comments made at the Company’s 2025 Annual General Meeting

Resolution Minerals received 98% “yes” votes on its remuneration report for the 2025 financial year. The Group did not receive any specific feedback at the AGM on its remuneration report.

Details of the nature and amount of each element of the remuneration of the Group’s key management personnel (KMP) are shown below:

Director and other Key Management Personnel Remuneration

Remuneration and other terms of employment for the Executive Directors and other KMP are formalised in service agreements. The major provisions of the agreements relating to remuneration are set out below:

The total executive remuneration accrued but not paid at 30 June 2026 was $313,166 (2025: $38,412) including $142,000 each in back-pay for both M Rogatsky and A Zaetz. Non-executive director fees accrued but not paid at 30 June 2026 was $5,000 (2025: $592).

Details of performance rights, options convertible to ordinary shares and ordinary shares in the Company that were granted as remuneration to each KMP during the year are set out below. All performance rights refer to a right to convert one right to one ordinary share in the Company, under the terms of the performance rights. Performance rights convertible to ordinary shares in the Company were granted as remuneration to each KMP during the year as set out below:

The issue of performance rights to directors was approved by shareholders at General Meetings held on 2 September 2025 and 17 February 2026.

Share holdings of key management personnel

The number of ordinary shares of Resolution Minerals Ltd held, directly, indirectly or beneficially, by each Director and Company Secretary, including their personally-related entities as at reporting date:

.

Option holdings of key management personnel

The number of quoted options over ordinary shares in Resolution Minerals Ltd held, directly, indirectly or beneficially, by each specified Director and Company Secretary, including their personally-related entities as at reporting date, is as follows:

Performance Rights holdings of key management personnel

Other transactions with key management personnel

Set out below are Other transactions with key management personnel during the year. Outstanding balances are unsecured.

END OF AUDITED REMUNERATION REPORT
 

ENVIRONMENTAL LEGISLATION

The Directors believe that the Group has, in all material respects, complied with all particular and significant environmental regulations relevant to its operations.

The Group’s operations are subject to various environmental regulations under the Commonwealth and State Laws of Australia and federal and state laws of Idaho, USA. The majority of its activities involve low level disturbance associated with exploration drilling programs. Approvals, licences, hearings and other regulatory requirements are performed, as required, by the Group’s management for each permit or lease in which the Group has an interest.

INDEMNITIES GIVEN AND INSURANCE PREMIUMS PAID TO AUDITORS AND OFFICERS

During the reporting year, the Company paid a premium to insure officers of the Company. The officers of the Company covered by the insurance policy include all officers.

The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of the Company, and any other payments arising from liabilities incurred by the officers in connection with such proceedings, other than where such liabilities arise out of conduct involving a wilful breach of duty by the officers or the improper use by the officers of their position or of information to gain advantage for themselves or someone else to cause detriment to the Company.

Details of the amount of the premium paid in respect of the insurance policies is not disclosed as such disclosure is prohibited under the terms of the contract.

The Company has not otherwise, during or since the end of the reporting period, except to the extent permitted by law, indemnified, or agreed to indemnify any current or former officer or auditor of the Company against a liability incurred as such by an officer or auditor.

NON-AUDIT SERVICES

During the reporting period Grant Thornton performed certain other compliance services in addition to its statutory audit duties.

The Board has considered the non-audit services provided during the reporting period by the auditor and is satisfied that the provision of those non-audit services is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001 (Cth) for the following reasons:

The non-audit services do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Group, acting as an advocate for the Group or jointly sharing risks and rewards.

Details of the amounts paid to the auditors of the Group and its related practices for audit and non-audit services provided during the reporting period are set out in note 14 to the Financial Statements.

A copy of the Auditor’s Independence Declaration as required under s307C of the Corporations Act 2001 (Cth) is included immediately following this Directors’ Report.

ROUNDING OF AMOUNTS

The Group is of a kind referred to in Corporations Instrument 2026/183, issued by the Australian Securities and Investments Commission in March 2026, relating to ‘rounding-off’. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar.

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied to the Court under section 237 of the Corporations Act 2001 (Cth) for leave to bring proceedings on behalf of the Company, or intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.

CORPORATE GOVERNANCE

The Board has adopted the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations – 4th Edition (ASX Recommendations). The Board continually monitors and reviews its existing and required policies, charters and procedures with a view to ensuring its compliance with the ASX Recommendations to the extent deemed appropriate for the size of the Company and its development status.

A summary of the Company’s ongoing corporate governance practices is set out annually in the Company’s Corporate Governance Statement and can be found on the Company’s website at www.resolutionminerals.com.

Signed in accordance with a resolution of the Directors.

Adelaide

30 September 2026

Auditor’s Independence Declaration

To the Directors of Resolution Minerals Limited

In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Resolution Minerals Limited for the year ended 30 June 2026, I declare that, to the best of my knowledge and belief, there have been:

ACN-130 913 594

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Statement of Profit or Loss and Other Comprehensive Income

For the year ended 30 June 2026

This statement should be read in conjunction with the notes to the financial statements.

Statement of Financial Position

As at 30 June 2026

This statement should be read in conjunction with the notes to the financial statements.

Statement of Changes in Equity

For the year 30 June 2026

This statement should be read in conjunction with the notes to the financial statements.

Statement of Cash Flows

For the year ended 30 June 2026

This statement should be read in conjunction with the notes to the financial statements.

Notes to the financial statements

For the year ended 30 June 2026

1. STATEMENT OF MATERIAL ACCOUNTING POLICIES

These general purpose financial statements of the Group have been prepared in accordance with the requirements of the Corporations Act 2001 (Cth), Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. Compliance with Australian Accounting Standards results in full compliance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Resolution Minerals Ltd is a listed public company, registered and domiciled in Australia. Resolution Minerals Ltd is a for profit entity for the purpose of preparing the financial statements.

The financial statements for the year ended 30 June 2026 were approved and authorised by the Board of Directors on 30 September 2026.

The Financial Report has been prepared on an accruals basis, and is based on historical costs, modified by the measurement at fair value of selected Non-current assets, financial assets and financial liabilities.

The material policies which have been adopted in the preparation of this financial report are summarised below.

a) Going concern basis of accounting

The financial statements are prepared on the going concern basis which assumes continuity of normal business activities and the realisation of assets and settlement of liabilities and commitments in the normal course of business.

During the year ended 30 June 2026 the Group recognised a loss of $53,316,618 and had net cash outflows from operating and investing activities of $28,312,331. The continuation of the company as a going concern is dependent upon its ability to generate sufficient net cash inflows from operating and financing activities and manage the level of exploration and other expenditure within available cash resources.

The directors consider that the going concern basis of accounting is appropriate, as the company has the following options:

In the event that the company is unsuccessful in implementing one or more of the funding options listed above, such circumstances would indicate that a material uncertainty exists that may cast significant doubt as to whether the company will continue as a going concern and therefore whether it will realise its assets and discharge its liabilities in the normal course of business and at the amounts stated in the financial report.

This financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the company not continue as a going concern.

b) Principles of consolidation

Subsidiaries

The Group financial statements consolidate those of the parent company and all of its subsidiary undertakings drawn up to 30 June 2026. Subsidiaries are all entities (including structured entities) over which the Group control. The Group controls an entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is fully transferred to the Group. They are deconsolidated from the date that control ceases. All subsidiaries have a reporting date of 30 June.

A list of controlled entities is contained in note 18 to the Financial Statements.

All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a Group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted, where necessary, to ensure consistency with the accounting policies adopted by the Group.

Profit or loss of subsidiaries acquired or disposed of during the reporting period are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s profit or loss and net assets that is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests.

c) Operating segments

An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. This includes start-up operations which are yet to earn revenues. Management will also consider other factors in determining operating segments such as the existence of a line manager and the level of segment information presented to the Board of Directors.

Operating segments have been identified based on the information provided to the chief operating decision makers, which given the size of the Group is the Board. The Group aggregates two or more operating segments when they have similar economic characteristics, and the segments are similar in the nature of the minerals targeted.

Operating segments that meet the quantitative criteria, as prescribed by AASB 8, are reported separately. However, an operating segment that does not meet the quantitative criteria is still reported separately where information about the segment would be useful to users of the financial statements.

The Directors have considered the requirements of AASB 8 – Operating Segments and the internal reports that are reviewed by the Board in allocating resources have determined that there are two separately identifiable segments based on the level of expenditure, namely the Group’s US based operations and Australian based operations.

d) Finance income and expense

Interest income is recognised as it accrues in profit or loss, using the effective interest rate method.

Finance expenses comprise interest charges on financial liabilities.

e) Exploration and evaluation expenditure

Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that right of tenure is current and those costs are expected to be recouped through the successful development of the area (or, alternatively by its sale) or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves and operations in relation to the area are continuing.

Accumulated costs, in relation to an abandoned area, are written off in full against profit in the period in which the decision to abandon the area is made.

f) Financial instruments

Recognition, initial measurement and derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument, and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value through profit or loss, which are measured initially at fair value. Subsequent measurement of financial assets and financial liabilities are described below.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.

Classification and subsequent measurement of financial assets

Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable).

For the purpose of subsequent measurement, financial assets are classified into the following categories upon initial recognition: