Alaska Silver Corp. — Capital/Financing Update 2024

May 16, 2024

FORM 51-102F3 MATERIAL CHANGE REPORT

ITEM 1. NAME AND ADDRESS OF ISSUER

Western Alaska Minerals Corp. (the “ Company ”) 3573 East Sunrise Drive, Suite 233 Tucson, Arizona 85718

ITEM 2. DATE OF MATERIAL CHANGE

May 8 and May 14, 2024

ITEM 3. NEWS RELEASE

Issued on April 26, 2024 and disseminated through the facilities of Accesswire and subsequently filed on System for Electronic Document Analysis and Retrieval+ (“ SEDAR+” ) (www.sedarplus.ca).

ITEM 4. SUMMARY OF MATERIAL CHANGE

The Company announced that it closed, in two tranches, its previously announced non-brokered private placement (the “ Offering ”), issuing an of aggregate 4,012,981 units of the Company (“ Units ”) at a price of $0.65 per Unit for aggregate gross proceeds of C$2,608,437.65.

ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE

The Company announced that it closed, in two tranches, its previously announced Offering, issuing an of aggregate 4,012,981 Units at a price of $0.65 per Unit for aggregate gross proceeds of C$2,608,437.65.

Each Unit is comprised of one subordinate voting share in the authorized share structure of the Company (a “ Share ”) and one Share purchase warrant (a “ Warrant ”). Each Warrant entitles the holder thereof to purchase one Share (a “ Warrant Share ”) at an exercise price of C$0.90 per Warrant Share for 36 months from the date of issuance.

The net proceeds of the Offering will be used to fund the Company’s 2024 exploration program, including step-out drilling at the LH and Warm Springs target zones that are new targets identified by the 2023-completed geophysical program, and for general corporate purposes.

In connection with the Offering, the Company issued an aggregate of 92,923 finder’s warrants (the “ Finder’s Warrants ”) and paid finder’s commissions of an aggregate of $60,399.81 to certain qualified finders. Each Finder’s Warrant is exercisable for a period of 36 months from the date of issuance into one Share of the Company at a price of C$0.90.

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Certain related parties of the Company (“ Interested Parties ”) purchased or acquired direction or control over a total of 1,153,846 Units as part of the Offering. The placement to those persons constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). Notwithstanding the foregoing, the directors of the Company have determined that the Interested Parties’ participation in the Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on the exemptions set forth in sections 5.5(a) and 5.7(1)(b) of MI 61-101. The Company did not file a material change report 21 days prior to the closing of the Offering as the details of the participation of Interested Parties had not been confirmed at that time.

All securities issued pursuant to the Offering, including the Finder’s Warrants, are subject to a hold period expiring four months and a day from the date of issuance, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

The securities being offered have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or persons in the United States, absent registration or an applicable exemption from the registration requirements. This material change report shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

ITEM 5.2 DISCLOSURE FOR RESTRUCTURING TRANSACTIONS

Not applicable.

ITEM 6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102

Not Applicable.

• ITEM 7. OMITTED INFORMATION

There are no significant facts required to be disclosed herein which have been omitted.

ITEM 8. EXECUTIVE OFFICER

Contact: Kit Marrs, President, Chief Executive Officer and Director Email: info@westernalaskaminerals.com Telephone: +1 520 200 1667

• ITEM 9. DATE OF REPORT

May 16, 2024

Forward Looking Information

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This material change report contains “forward-looking information” within the meaning of applicable Canadian securities legislation. “Forward-looking information” includes, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future. Generally, but not always, forward-looking information and statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative connation thereof. These forward-looking statements or information relate to, among other things, the intended use of proceeds from the Offering.

Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company will be able to utilize the proceeds of the Offering in the manner intended. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.

Important factors that could cause actual results to differ materially from the Company’s plans or expectations include the risk that the Company will not be able to utilize the proceeds of the Offering in the manner intended, and risks relating to market conditions and metal prices. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.