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CORONADO GLOBAL RESOURCES INC. Governance Information 2026

Apr 22, 2026

64707_rns_2026-04-22_316fd716-16f5-4327-863c-8e6e934a0e46.pdf

Governance Information

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Coronado STEEL STARTS HERE

ASX Announcement

23 April 2026

Appendix 4G and Corporate Governance Statement

Coronado Global Resources Inc. (ASX: CRN) ("Coronado" or the "Company") releases its attached Appendix 4G and Corporate Governance Statement in accordance with ASX Listing Rules 4.7.3, 4.7.4 and 4.10.3.

This announcement was authorised for release by the Board of Directors of Coronado Global Resources Inc.

For further information, please contact:

Investors

Chantelle Essa
Investor Relations
P: +61 477 949 261
E: [email protected]
E: [email protected]

Media

Helen McCombie
Sodali & Co
P: +61 411 756 248
E: [email protected]

Coronado Global Resources Inc.
ARBN: 628 199 468
Level 33, Central Plaza One, 345 Queen Street
Brisbane QLD 4000
T: +61 7 3031 7777 | F: +61 7 3229 7402
www.coronadoglobal.com


Rules 4.7.3 and 4.10.3

Appendix 4G

Key to Disclosures

Corporate Governance Council Principles and Recommendations

Name of entity

CORONADO GLOBAL RESOURCES INC

ABN/ARBN

628 199 468

Financial year ended:

31 December 2025

Our corporate governance statement¹ for the period above can be found at:²

☐ These pages of our annual report:

☑ This URL on our website: https://coronadoglobal.com/sustainability/social/governance/

The Corporate Governance Statement is accurate and up to date as at 22 April 2026 and has been approved by the board of directors of the Company.

The annexure includes a key to where our corporate governance disclosures can be located.³

Date: 23 April 2026

Name of authorised officer authorising lodgement:

Susan Casey, Group Company Secretary

¹ "Corporate governance statement" is defined in Listing Rule 19.12 to mean the statement referred to in Listing Rule 4.10.3 which discloses the extent to which an entity has followed the recommendations set by the ASX Corporate Governance Council during a particular reporting period.

Listing Rule 4.10.3 requires an entity that is included in the official list as an ASX Listing to include in its annual report either a corporate governance statement that meets the requirements of that rule or the URL of the page on its website where such a statement is located. The corporate governance statement must disclose the extent to which the entity has followed the recommendations set by the ASX Corporate Governance Council during the reporting period. If the entity has not followed a recommendation for any part of the reporting period, its corporate governance statement must separately identify that recommendation and the period during which it was not followed and state its reasons for not following the recommendation and what (if any) alternative governance practices it adopted in lieu of the recommendation during that period.

Under Listing Rule 4.7.4, if an entity chooses to include its corporate governance statement on its website rather than in its annual report, it must lodge a copy of the corporate governance statement with ASX at the same time as it lodges its annual report with ASX. The corporate governance statement must be current as at the effective date specified in that statement for the purposes of Listing Rule 4.10.3.

Under Listing Rule 4.7.3, an entity must also lodge with ASX a completed Appendix 4G at the same time as it lodges its annual report with ASX. The Appendix 4G serves a dual purpose. It acts as a key designed to assist readers to locate the governance disclosures made by a listed entity under Listing Rule 4.10.3 and under the ASX Corporate Governance Council's recommendations. It also acts as a verification tool for listed entities to confirm that they have met the disclosure requirements of Listing Rule 4.10.3.

The Appendix 4G is not a substitute for, and is not to be confused with, the entity's corporate governance statement. They serve different purposes and an entity must produce each of them separately.

² Tick whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where your corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.

³ Throughout this form, where you are given two or more options to select, you can, if you wish, delete any option which is not applicable and just retain the option that is applicable. If you select an option that includes “OR” at the end of the selection and you delete the other options, you can also, if you wish, delete the “OR” at the end of the selection.

See notes 4 and 5 below for further instructions on how to complete this form.

ASX Listing Rules Appendix 4G (current at 17/7/2020)


Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation Where a box below is ticked,4 we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement: Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
1.1 A listed entity should have and disclose a board charter setting out:
(a) the respective roles and responsibilities of its board and management; and
(b) those matters expressly reserved to the board and those delegated to management.
and we have disclosed a copy of our board charter at:
https://coronadoglobal.com/sustainability/social/governance/ ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
1.2 A listed entity should:
(a) undertake appropriate checks before appointing a director or senior executive or putting someone forward for election as a director; and
(b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director. ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
1.3 A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment. ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
1.4 The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board. ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable

ASX Listing Rules Appendix 4G (current at 17/7/2020)

4 Tick the box in this column only if you have followed the relevant recommendation in full for the whole of the period above. Where the recommendation has a disclosure obligation attached, you must insert the location where that disclosure has been made, where indicated by the line with “insert location” underneath. If the disclosure in question has been made in your corporate governance statement, you need only insert “our corporate governance statement”. If the disclosure has been made in your annual report, you should insert the page number(s) of your annual report (eg “pages 10-12 of our annual report”). If the disclosure has been made on your website, you should insert the URL of the web page where the disclosure has been made or can be accessed (eg “www.entityname.com.au/corporate governance/charters/”).

5 If you have followed all of the Council’s recommendations in full for the whole of the period above, you can, if you wish, delete this column from the form and re-format it.


Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation Where a box below is ticked,4 we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement: Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
1.5 A listed entity should: (a) have and disclose a diversity policy; (b) through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and (c) disclose in relation to each reporting period: (1) the measurable objectives set for that period to achieve gender diversity; (2) the entity's progress towards achieving those objectives; and (3) either: (A) the respective proportions of men and women on the board, in senior executive positions and across the whole workforce (including how the entity has defined "senior executive" for these purposes); or (B) if the entity is a "relevant employer" under the Workplace Gender Equality Act, the entity's most recent "Gender Equality Indicators", as defined in and published under that Act. If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period. ☑ set out in our Corporate Governance Statement, Principle 1, Recommendation 1.5, noting that as at the commencement of the reporting period we were included in the S&P / ASX 300 Index, but that effective 22 September 2025, we were removed from the S&P / ASX 300 Index. However, throughout the reporting period 42.9% of our Board directors were female. We have disclosed a copy of our diversity policy at: https://coronadoglobal.com/sustainability/social/governance/; and we have disclosed the information referred to in paragraph (c) (3)(B) at: Principle 1, Recommendation 1.5 Corporate Governance Statement and at: https://coronadoglobal.com/sustainability/social/governance/reports/ OR ☐ we are an externally managed entity and this recommendation is therefore not applicable


Corporate Governance Council recommendation Where a box below is ticked,^{4} we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement: Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:^{5}
2.4
A majority of the board of a listed entity should be independent directors.
and we have disclosed that for the reporting period the majority of the board members were independent directors at:
Principle 2, Recommendations 2.3, 2.4 and 2.5 Corporate Governance Statement ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
2.5
The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity. ☑ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
and we have disclosed that, from 1 April 2026, our chair is an independent director; but during the reporting period and until 31 March 2026 , our current Interim CEO who is not an independent director was our executive chair at:
Principle 2, Recommendations 2.3, 2.4 and 2.5 Corporate Governance Statement
2.6
A listed entity should have a program for inducting new directors and for periodically reviewing whether there is a need for existing directors to undertake professional development to maintain the skills and knowledge needed to perform their role as directors effectively. ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
PRINCIPLE 3 – INSTITUTE A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1
A listed entity should articulate and disclose its values.
and we have disclosed our values at:
Principle 3, Recommendation 3.1 and the Culture and values section of the Company’s website at https://coronadoglobal.com/about-us/culture-values/ ☐ set out in our Corporate Governance Statement
3.2
A listed entity should:
(a) have and disclose a code of conduct for its directors, senior executives and employees; and
(b) ensure that the board or a committee of the board is informed of any material breaches of that code.
and we have disclosed our code of conduct at:
https://coronadoglobal.com/sustainability/social/governance/ ☐ set out in our Corporate Governance Statement

ASX Listing Rules Appendix 4G (current at 17/7/2020)
Page 6

ASX Listing Rules Appendix 4G (current at 17/7/2020)
Page 11

Coronado STEEL STARTS HERE

CORPORATE GOVERNANCE STATEMENT

2025

COMPLIANCE WITH ASX CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS

Corporate governance is the foundation of, and is essential to, building a sustainable business. As expected by our security holders, customers, employees and other stakeholders, we manage our business in a transparent, fair and ethical manner and in compliance with all local laws and regulations.

This Corporate Governance Statement (the Statement) sets out Coronado Global Resources Inc.'s (the Company) compliance with the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations, 4th edition published on 27 February 2019 (ASX Principles & Recommendations) for the 2025 reporting period (the Reporting Period). The Company is incorporated in Delaware and subject to the provisions of Delaware General Corporation Law. The Company complies with the recommendations in the ASX Principles & Recommendations unless otherwise stated in this Statement; and has established processes to maintain ongoing compliance with those recommendations. We note that the ASX Principles & Recommendations are not mandatory but set out recommended corporate governance practices.

This Statement and related corporate governance policies and charters are available from the Governance section of the Company's website.

This Statement is current to 22 April 2026 and has been approved by the board of directors of the Company (the Board).

PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT

Recommendation 1.1 – Roles and responsibilities of the Board and Management

The Company's Board Charter and Corporate Governance Guidelines (the Board Charter) details the role, responsibilities and composition of the Board. The Board's role includes:

  • overseeing and appraising the Company's strategies, policies and procedures to protect and optimise performance, building sustainable value for security holders;
  • reviewing management performance against the Company's objectives within a framework of prudent and effective controls that enable risk to be assessed and managed;
  • setting, reviewing and monitoring compliance with the Company's values and governance framework (including establishing and observing high ethical standards; and
  • ensuring that security holders are informed of the Company's performance and major developments affecting its state of affairs.

Subject to the provisions of the Delaware General Corporation Law and the Company's Certificate of Incorporation and Bylaws, the day-to-day operation of the Company is conducted by, or under the supervision of, the Chief Executive Officer (CEO).

The Board Charter sets out responsibilities and functions specifically reserved for the Board or which may be delegated to one of its Committees, as well as those delegated to management, including the following:

  • annual review of the Board Authorities delegated to the CEO Policy (Delegations of Authority Policy); and
  • approving corporate objectives for the CEO to work towards, and jointly with the CEO, developing the duties and responsibilities of the CEO.

The Board Charter is included in the Governance section of the Company's website.

CORPORATE GOVERNANCE STATEMENT

2025

Board Committees and Membership

The Board may from time to time delegate specific functions to a committee convened in accordance with their respective charters as approved by the Board. The following standing Board Committees (the Committees) are in operation:

  • Audit, Governance and Risk Committee;
  • Compensation and Nominating Committee; and
  • Health, Safety, Environment and Community Committee;

and the membership of those Committees as at 31 December 2025 was as set out below:

Committee Membership Meetings held during 2025
Audit, Governance and Risk Committee Gregory Pritchard (Chair), Philip Christensen, Jan Wilson 5^{1}
Compensation and Nominating Committee Aimee Allen (Chair), Laura Tyson, Gregory Pritchard 3^{2}
Health, Safety, Environment and Community Committee Philip Christensen (Chair), Gregory Pritchard, Laura Tyson, Aimee Allen 4^{3}

Following the appointment of Gregory Pritchard as Chair of the Board, effective 1 April 2026, in order to ensure alignment with the respective charters of the Committees, the membership of the Committees is, as at the date of this Statement as set out below:

Committee Membership
Audit, Governance and Risk Committee Jan Wilson (Chair), Philip Christensen, Gregory Pritchard
Compensation and Nominating Committee Aimee Allen (Chair), Laura Tyson, Jan Wilson
Health, Safety, Environment and Community Committee Philip Christensen (Chair), Gregory Pritchard, Laura Tyson, Aimee Allen

In addition to the members of the Committees, any Director who is not a member of a Committee, may attend committee meetings (but shall not have voting powers at such meetings).

Recommendation 1.2 – Information regarding the Appointment and Re-election of Directors

The Company has a Compensation and Nominating Committee. The Compensation and Nominating Committee Charter details the requirements for background checks for any candidate nominated for a position as a director on the Board. Subject to the provisions of the Delaware General Corporation Law and the Company's Certificate of Incorporation and Bylaws⁴, Board appointment offers must be made by the Chair only after consulting with all Directors and recommendations from the Compensation and Nominating Committee being circulated to all Directors. A copy of the

CORPORATE GOVERNANCE STATEMENT. 2025

2025

Compensation and Nominating Committee Charter is included in the Governance section of the Company's website. The Company's Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 as lodged with the United States Securities and Exchange Commission (the SEC) on 22 April 2026 (US EDT) and released to the ASX on 23 April 2026 (AEST) (the Proxy Statement) provides security holders with further detailed information in relation to each Director appointed to the Company's Board from time to time, in addition to information available from the Company's periodic disclosures to the SEC and the ASX and from the Company's website.

Recommendation 1.3 – Written agreements for Appointment of Directors and Senior Executives

Under the Compensation and Nominating Committee Charter, all new Board appointments must be confirmed by letter in the standard format as approved by the Board or Committee from time to time.

The senior executives comprising the Executive team (the Executive team) have written employment agreements detailing their role, responsibilities, and other key terms of their engagement.

Recommendation 1.4 – Company Secretary

In accordance with the Board Charter, the Company Secretary is accountable directly to the Board on all matters to do with the proper functioning of the Board. All Directors are able to communicate directly with the Company Secretary and vice versa.

The appointment and removal of the Company Secretary is a matter for consideration by the Board.

Recommendation 1.5 – Diversity

The Company has an Inclusion and Diversity Policy detailing the following key principles that underpin the Company's approach to diversity and inclusion as follows:

  • Diversity and inclusion are essential parts of the Company's values. Our culture embraces diversity, welcomes all individuals, and promotes inclusive practices;
  • The Company's recruitment, selection and promotion practices actively encourage diversity and aim to broaden the field of potential candidates for all positions;
  • All Company policies, procedures and practices are assessed to ensure that specific barriers to diversity are removed;
  • Leadership review and succession planning programs are structured and implemented to improve diversity by upskilling, building awareness on the benefits of embracing an inclusive culture and developing all of our people to best prepare them for career success; and
  • Remuneration levels and benefit availability are continuously monitored to ensure that any gender bias is immediately addressed, and strategies implemented to ensure future bias does not occur.

Under this policy, the Compensation and Nominating Committee is responsible for assessing performance against these principles and a review is planned to be undertaken at least every two years; however it may be revised, changed or amended at any time by the Board. We have disclosed a copy of our Inclusion and Diversity Policy in the Governance section of our website.

As at 31 December 2025:

  • 42.9% of our Board of Directors members were female.
  • in the United States, approximately 8.5% of Senior Managers were female, increased from 5.9% in 2024
  • in Australia, over 29.5% of employees at a General Manager, Senior Manager and Senior Professional level were female, reduced from 31.2% in 2024.
  • In Australia the number of Aboriginal and Torres Strait Islander employees was 3.5%, consistent with the 2024 percentage.
  • 6.4% of our global workforce was female, increased from 6.0% in the prior year.
  • 54.8% of all employees were between the ages of 30 and 50 years old, and the number of employees under 30 decreased from 16.2% in 2024 to 15.8%.

The Company discloses an annual report in respect of its Australian workforce pursuant to the Workplace Gender Equality Act 2012 (Cth) on our website in the Reports section.

CORPORATE GOVERNANCE STATEMENT 2025

2025

Throughout 2025, a number of initiatives were undertaken to increase female participation rates not only in our workforce but also in senior management positions in Australia, however we have chosen not to set specific targets or measurable objectives. Notwithstanding, we continue to strive to increase the number of females throughout our business, but with our focus remaining on ensuring a fully inclusive culture so that improvements in our diversity statistics can be more sustainable and self-perpetuating.

We note that at the commencement of the Reporting Period the Company was included in the S&P / ASX 300 Index, but that effective 22 September 2025, it was removed from the S&P / ASX 300 Index. However, as noted above, throughout the Reporting Period 42.9% of our Board of Directors were female; and as at the date of this Statement 50% of our Board of Directors are female.

The Board will continue to review the Inclusion and Diversity Policy and its expectations each reporting period to ensure the focus on the Company's inclusion and diversity aspirations and objectives remain appropriate for the Company's business.

Recommendation 1.6 – Board, Committee and Director Evaluations

In accordance with the Board Charter, the Board is responsible for: (i) together with the Compensation and Nominating Committee, reviewing the overall skills and experience represented by Directors to ensure that the composition and mix remains appropriate to deliver the Company's strategy; and (ii) for evaluating, at least annually, the performance of the Board, its Committees and individual Directors.

In 2025, the Board conducted a self-assessment against its Board Skills Matrix (see Recommendation 2.2), which also functioned as a Board evaluation process. As part of completing the self-assessment, Directors were requested to assess the relevant skills based on a rating scale of 1-3 as follows:

1. General Awareness General Awareness but limited experience, still learning foundational concepts
2. Direct Experience Hands-on experience, can handle tasks independently.
3. High Competency Significant knowledge and experience; high proficiency in the area

At a high-level Board members generally self-assessed as follows:

  • Direct experience or better in relation to Business, Finance and Risk; Leadership & Governance skills; and Safety;
  • Gaps were identified in the Technical, Operations skills space (Engineering, Project Delivery/Exploration);
  • Lower scoring in Sustainability & Stakeholder Management; in the areas of Policy Analysis, Investor Relations, Media Relations and Research

The Board did not consider that these results demonstrated any concerning gaps in the composition and mix of the Board, but that it remains appropriate to deliver the Company's strategy. Overall, Directors self-assessed as being strong in Safety, Accounting, Risk Management, Mergers and Acquisitions – which aligns to the skills required to support both the current and long-term issues and strategies the Company is experiencing; and will continue to experience and that are important to the performance of the Board. There are a number of skills, for example, where it is considered reasonable for the Board to rely on the Company's Executive team for its direct experience - such as Corporate Law, Project Delivery, Investor relations, Media relations, Remuneration, Marketing. In addition, the Company does not currently have any near-term exposures or concerns in the area of Research, Exploration, Volunteer / Not-for-Profit. The Board has determined that the performance of the Board, its' Committees and individual Directors would be enhanced by providing the Directors with appropriate briefing sessions during 2026 addressing subject matter relevant to the Board Skills that attracted lower scoring in the self-assessment.

In accordance with their relevant charters, each of the Committees of the Board conduct an annual review of the membership requirements, responsibilities, functions or otherwise of the Committee. In advance of release of this Statement, each of the Committees has determined that the relevant Committee is functioning effectively and in accordance with their relevant charters. In relation to the Board and composition of its Committees, the Chair confirmed the optimal composition of the Board and each Board Committee as set out on page 2 of this Statement.

The Board continues to evaluate the effectiveness of the Board and its Committees, including assessing the number of Board meetings that is appropriate having regard to the Company's business and strategic objectives, and assessing its requirements of management for meetings of the Board and its Committees.

The Board will continue to undertake these evaluations of the performance of the Board, its' Committees and individual Directors to ensure that these remain appropriate having regard to the Company's business and strategic plans and

CORPORATE GOVERNANCE STATEMENT 2025

2025

subject to the provisions of the Delaware General Corporation Law and the Company's Certificate of Incorporation and Bylaws.

Recommendation 1.7 – Senior Executive Evaluations

On an annual basis, the performance of the Company's Executive team is reviewed with performance indicators relevant to their specific role in addition to financial performance, safety and environmental performance and strategic leadership. The performance of the Executive team during the Reporting Period has been assessed in accordance with this process. Further information in relation to the review and compensation of the Executive team is set out in the Proxy Statement.

PRINCIPLE 2 – STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE

Recommendation 2.1 – Compensation and Nominating Committee

During the Reporting Period, the Company's Compensation and Nominating Committee comprised Laura Tyson; and independent directors Gregory Pritchard and Aimee Allen, who is Chair⁵. A copy of the Compensation and Nominating Committee Charter is included in the Governance section of the Company's website. As noted on page 2 of this Statement, following the appointment of Gregory Pritchard as Chair of the Board, effective 1 April 2026, as at the date of this Statement, Jan Wilson has replaced Gregory Pritchard as a member of the Committee.

During the Reporting Period, the Compensation and Nominating Committee held meetings on three occasions which were attended by all members of the committee. In addition to formal meetings held, the Compensation and Nominating Committee conducted further business by unanimous written approval of all members in three instances.

Recommendation 2.2 – Board Skills Matrix

The Board is comprised of Directors with diverse backgrounds, business experience, skills and attributes.

As at 31 December 2025, the Board consisted of 7 Directors, comprising:

  • 4 independent Non-Executive Directors;
  • the Executive Chair;
  • the Managing Director and Chief Executive Officer; and
  • 1 non-independent Non-Executive Director.

As at the date of this Statement, following the resignation of Douglas Thompson, the Company's Managing Director and Chief Executive Officer, effective 31 March 2026, the Board consisted of 6 Directors, comprising:

  • 3 independent Non-Executive Directors;
  • the Independent Chair;
  • the Interim Chief Executive Officer; and
  • 1 non-independent Non-Executive Director.

Each Director resides in either Australia or the United States (other than Jan Wilson, who resides in Canada), the two jurisdictions in which the Company owns and operates coal mines. The Board Skills Matrix in the table below (continuing on page 6) sets out the skills and experience of Directors sought in four key areas; and that the Company seeks to continue to achieve in its members:

Leadership & Governance Sustainability & Stakeholder Management
Leadership Research
Public Listed Company experience Investor relations
Corporate Governance Media relations
Strategy Policy analysis
Corporate Law Remuneration
Economics Volunteer / Not-for-Profit

CORPORATE GOVERNANCE STATEMENT. 2025

Technical, Operations and Safety Business, Finance & Risk
Coal mining industry experience Accounting
Engineering (mining, civil) Audit
Environmental management Finance
Project delivery Risk management
Exploration Mergers and Acquisitions
Safety management Marketing

The Board, together with the Compensation and Nominating Committee, is responsible for reviewing the overall skills and experience represented by Directors to ensure that the composition and mix remains appropriate to deliver the Company's strategy. As noted earlier in this Statement (see Recommendation 1.6), this mix of skills and experience is considered by the Board appropriate having regard to the Company's business and strategic direction.

The names of the Directors, the period of office held by each Director, and details of their qualifications, skills, experience and expertise are set out in the Proxy Statement.

Recommendations 2.3, 2.4 and 2.5 – Independent Directors

As at 31 December 2025, the Board comprised a mix of independent and non-independent Non-Executive Directors together with two Executive directors as outlined below:

Director Independent Non-Executive Appointment Date
Garold (Gerry) Spindler (Executive Chair) No No 21 September 2018
(last elected on 4 June 2025)
Douglas G. Thompson (Managing Director & Chief Executive Officer) No No 25 May 2023
(last elected 4 June 2025)
Philip Christensen Yes Yes 21 September 2018
(last elected on 4 June 2025)
Gregory Pritchard Yes Yes 21 September 2018
(last elected on 4 June 2025)
Laura Tyson No Yes 13 August 2018
(last elected on 4 June 2025)
Jan Wilson Yes Yes 1 September 2023
(last elected 4 June 2025)
Aimme Allen Yes Yes 1 September 2023
(last elected 4 June 2025)

Effective 31 March 2026, Douglas Thompson resigned as Managing Director & Chief Executive Officer. Following Mr Thompson's resignation, the Board appointed the then Executive Chair, Gerry Spindler as Interim Chief Executive Officer, effective 1 April 2026. Mr. Spindler continues to serve on the Board as a Director but not as Chair. In connection with the appointment of Mr. Spindler as Interim Chief Executive Officer, the Board appointed Gregory Pritchard, who is an independent Director as Chair of the Board effective 1 April 2026 replacing Mr. Spindler.

For all of the 2025 Reporting Period, the majority of members of the Board were independent Directors. The Board regularly assesses its composition to ensure that it continues to comprise Directors with the necessary broad range of skills, expertise and experience from a diverse range of backgrounds. The Board periodically assesses the independence of each Director in accordance with guidelines for assessing independence set out in the Board Charter and having regard to information relevant to this assessment as disclosed by each non-Executive director to the Board from time to time. The Board considers the composition of independent and non-independent directors to be appropriate

having regard to the strategic direction of the Company's business and composition of the Company's security holders. Further information in relation to the Board composition is set out in the Proxy Statement.

Recommendation 2.6 – Induction program and professional development opportunities for Directors

The Company's Compensation and Nominating Committee is responsible for ensuring that processes are in place to support Director induction and ongoing education and regularly review the effectiveness of these processes. From time to time, ongoing education of the Board may include inviting directors to hear from external consultants and industry professionals on matters that may assist the Board. The induction program includes the provision of relevant background and historical information, individual meetings with all other directors, a clear overview of Board processes and governance, training on required systems, a thorough overview of each operating site, and one-on-one meetings with all members of the Executive team.

PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY

Recommendation 3.1 – Company Values

The Company strives to embed a culture where our core values of collaboration, accountability, respect, and excellence (CARE) are demonstrated in everything that we do. Our values drive our culture. They guide our decision-making and set the standard for our teams, with safety as a core principle:

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For further information in relation to the Company CARE values, please refer to our Culture and values section of the Company's website.

Recommendations 3.2, 3.3 and 3.4 – Code of Conduct, Whistleblowing Policy and Anticorruption Policy

The Company has a Code of Business Conduct and Ethics, a Whistleblowing Policy and an Anticorruption Policy which applies to all workers, including Directors and Officers of the Company. The Code of Business Conduct and Ethics, the Whistleblowing Policy and the Anticorruption Policy, together with additional policies, provide a framework for ethical and responsible management and performance (including the Securities Dealing Policy) and are included in the Governance section of the Company's website.

Under the Whistleblowing Policy, an independent Reporting Line, the Coronado Global Resources Reporting Line, operated by a reputable third party, is available to all individuals to report on potential or actual misconduct; and such reports may be made anonymously. The service is contactable by telephone, email, post and through a secure website.

CORPORATE GOVERNANCE STATEMENT: 2025

The existence and availability of the Reporting Line is promoted by posters across work areas and identifies the ability to report theft, bribery or corruption, victimization or harassment, conflicts of interest and fraud or financial mismanagement. Any reports received by the Reporting Line are assessed and, where appropriate, an investigation is undertaken in accordance with the Whistleblowing Policy. The Audit, Governance and Risk Committee receives reports from the Internal Audit Function on the oversight and the management of the Reporting Line and any investigation outcomes. Material breaches of the Code of Business Conduct and Ethics, Whistleblowing Policy and Anticorruption Policy would be reported to both the Audit, Governance and Risk Committee; and the Board.

PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS

Recommendation 4.1 – Audit, Governance and Risk Committee

The Company is committed to transparent auditing and reporting of the Company's financial performance. The members of the Audit, Governance and Risk Committee, including the Chair, are all independent non-executive directors and have qualifications, experience and substantial financial literacy to enable them to carry out their duties.

During the Reporting Period, the chair of this Committee was Gregory Pritchard who is an independent director and who was also not the chair of the Board. Following the appointment of Mr. Pritchard as Chair of the Board, effective 1 April 2026, Jan Wilson was appointed Chair of this committee. Mr. Pritchard and Ms. Wilson each qualify as an 'audit committee financial expert' under the rules of the SEC. A more detailed summary of the qualifications and experience of the members of the committee is contained in the Proxy Statement. A copy of the Audit, Governance and Risk Committee Charter is included in the Governance section of the Company's website.

During the Reporting Period, the Audit, Governance and Risk Committee held meetings on 5 occasions. Other than one meeting that Mr. Pritchard was unable to attend, the meetings were attended by all appointed members of the committee. In addition to formal meetings held, the Audit, Governance and Risk Committee conducted further business by unanimous written approval of all members in one instance.

Recommendation 4.2 – CEO and CFO Declarations

Before it approves the Company's financial statements for each financial reporting period, the Board receives from its CEO and CFO, a declaration that, in their opinion:

  • the Company's financial records have been properly maintained in accordance with appropriate accounting standards and principles;
  • the Company's financial reports are compliant with disclosure requirements for filing with the ASX (in Australia) and the SEC (in the U.S.);
  • the financial statements fairly present, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods relevant;
  • the Company's risk management and internal compliance and disclosure control systems are operating efficiently and effectively in all material respects, in relation to financial reporting risks.

Recommendation 4.3 – Verification of Periodic Corporate Reports

The Company is subject to periodic reporting requirements to the ASX and SEC in accordance with the disclosure requirements under U.S Law, the ASX Listing Rules and the Corporations Act 2001 (Cth). The Board is committed to providing clear, concise and effective disclosure to its security holders and other stakeholders in its corporate reports.

If the Company's auditor has not been required to review a periodic corporate report, the appropriate member of the Executive team conducts an internal review and verification exercise to ensure that such reports are materially accurate and provide investors with appropriate information to make informed investment decisions. Material statements in these documents are verified by the Executive team and other senior personnel within the business in accordance with the Disclosure Policy, prior to any Disclosure Committee and/or Board approval for release to the ASX and the SEC.

PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE

Recommendations 5.1, 5.2 and 5.3 – Disclosure Policy and Market Announcements

The Company has a Disclosure Policy and procedures in place so that information is reported to the SEC and the ASX in accordance with the disclosure requirements under U.S Law, the ASX Listing Rules and the Corporations Act 2001 (Cth). The Board reviews the Company's compliance with its continuous disclosure obligations at each of its meetings. The Company Secretary is responsible for coordinating disclosure of information to the SEC, ASX, the Australian Securities and Investments Commission and security holders. A copy of the Disclosure Policy is included in the Governance section of the Company's website.

For the purposes of continuous disclosure under the ASX Listing Rules in Australia, the Disclosure Policy requires that if management becomes aware of any potentially material information, the information must be reported immediately to a member of the Disclosure Committee. A similar obligation also arises where a non-employee director becomes aware of potentially material information in their capacity as a Director of the Company.

The Disclosure Committee comprises the CEO, the CFO and the Chief Legal Officer. The Disclosure Committee is responsible for determining whether information is material and requires disclosure under the continuous disclosure requirements. Where a disclosure is required to be made to the ASX and/or the SEC, the Group Company Secretary is responsible for all communication with the SEC and the ASX and lodgement of documents and announcements.

Separately, the Company has an SEC Disclosure Committee comprising a broader group of key management personnel with a focus on financial reporting. This Committee meets at least quarterly to review the Company's disclosures and to review compliance with SEC and accounting rules and regulations.

The Company has a process in place whereby the Board receives copies of all material announcements to the ASX and SEC promptly after they have been made. The Company releases copies of new and substantive investor or analyst presentation materials to the ASX (and if necessary, to the SEC) ahead of the presentation.

PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS

Recommendation 6.1 – Information for Investors on Website

The Board recognises the importance of ensuring that security holders are kept informed of all major developments affecting the Company.

The Company's website provides stakeholders with a range of information about the Company, including its operations, community involvement, announcements to the ASX and SEC, share price, annual reports to security holders, and upcoming key events.

Major announcements, such as the half year and full year financial results and the annual general meeting, are webcast live and/or recorded and available promptly on the Company's website.

The Company's website is available at https://coronadoglobal.com/. In particular, as outlined in this Statement, detailed information regarding the Company's corporate governance policies and procedures can be found at the Governance section of the Company's website.

Recommendation 6.2 – Investor Relations

Following the release of half year and full year financial results announcements or as otherwise required, the Company conducts investor briefings in a variety of formats including via audio webcast, teleconference calls and investor roadshows with institutional investor groups and investment analysts. These events provide an opportunity for investors and other financial market participants to gain a greater understanding of the Company's business, governance and financial performance and to express their views on any matters of concern or interest to them.

The Company's Disclosure Policy sets out the procedures and guidelines relating to continuous disclosure and the communication of information to investors. This information is communicated to security holders through SEC and ASX announcements, the Company's website, periodic reports, emails and other means where appropriate.

Investor relations enquiries can be directed by telephone on +61 7 3031 7777 and by email to [email protected]. These details are also displayed on the Company's website at Investor contacts.

Recommendation 6.3 – Facilitating and Encouraging participation at security holder meetings

The Company encourages its security holders and its CDI holders to attend its annual general meetings, either in person or remotely, including via electronic means (such as live webcasts and virtual meetings). Security holders may appoint a proxy to vote ahead of the meeting without having to attend. Security holders are encouraged to submit questions in advance of the annual general meeting. A CDI holder may attend the annual general meeting as a guest and submit questions in advance of the annual general meeting.

Recommendation 6.4 – Resolutions at security holder meetings

Subject to the provisions of the Delaware General Corporation Law and the Company's Certificate of Incorporation and Bylaws, all resolutions at annual general meetings of security holders are decided by a poll.

Recommendation 6.5 – Facilitating Electronic Communications

Security holders (including CDI holders) have the option to receive communications electronically by registering online with the Company's share registry manager, Computershare. Security holders may also send communications electronically to Computershare.

PRINCIPLE 7 – RECOGNISE AND MANAGE RISK

The Company recognises that risk is a part of doing business and that effective risk management is fundamental to achieving the Company's strategic and operational objectives.

Under the supervision of the Board, management is responsible for identifying and managing risks.

The Board is responsible for ensuring that a comprehensive system of risk oversight and management is present and internal controls are effective. In particular, the Board ensures that the principal strategic, operational, financial reporting and compliance risks are identified, and that systems are in place to manage and report on these risks.

The Board, together with management, constantly seeks to identify, monitor and mitigate risk. Internal controls are monitored and wherever possible, improved.

The Board is also assisted by the Audit, Governance and Risk Committee, comprised of three independent directors, to oversee the Company's financial reporting risks by reviewing the major risks affecting each business segment and developing and recommending to the Board strategies to mitigate the risk. The Health, Safety, Environment and Community Committee, comprised of three independent directors and one non-independent director, also assists the Board to oversee and minimise health, safety, environmental and community risks. The Compensation and Nominating Committee, comprised of two independent directors; and one non-independent director, assists the Board to oversee and minimise compensation and skills' risks. All of these committees are chaired by an independent Director and have at least three members, a majority of whom are independent Directors. The Charters which set out the specific responsibilities of these Committees in this area are available in the Governance section of the Company's website.

Recommendation 7.1 – Risk Committee

The Audit, Governance and Risk Committee is responsible for overseeing and advising the Board on risk related matters. Please refer to the statements above under Recommendation 4.1 – Audit, Governance and Risk Committee in respect of the composition, conduct and attendance of members of the Audit, Governance and Risk Committee during the Reporting Period.

Recommendation 7.2 – Risk management framework and annual risk review

Under the supervision of the Board, management is responsible for identifying and managing risks identified by the Executive and conducts this risk management through the operation and implementation of its framework of company policies and practices that enable the Board and management to appropriately assess, manage and mitigate risks that arise in the Company's business. The Company has a risk management policy and an integrated risk management framework. The Company's risk is viewed and managed on a group-wide basis and risk issues across the Group are identified, analysed and assessed in a consistent manner. In 2025, the Company reviewed its risk management framework to satisfy itself that it continues to be sound and that the group is operating with due regard to the risk appetite set by the Board, in consultation with the Audit, Governance and Risk Committee. A group strategic risk register sets out those risks with the potential to impact the achievement of the Company's strategic objectives. The risk management framework and all strategic risks are annually reviewed by the Audit, Governance and Risk Committee; and the Board

from time to time, as is necessary and appropriate, having regard to the Company's business and strategic direction and emerging risks.

Recommendation 7.3 - Internal Audit Function

The Internal Audit Function is governed by a Board approved Internal Audit Charter. On an annual basis an Internal Audit plan is endorsed by the Audit, Governance and Risk Committee; and approved by the Board for implementation.

The Company's Internal Audit Function is managed by the Vice President, Assurance and Risk. Execution of the annual Internal Audit plan is performed using a co-source model whereby the internal audits are led by the Vice President, Assurance and Risk and, where appropriate, performed by external third party service providers. Progress against the Internal Audit plan is monitored by the Audit, Governance and Risk Committee during each reporting period.

Recommendation 7.4 – Environmental and social risks

The Company regularly monitors and manages its exposure to all risks including economic, environmental, social and sustainability risks. The Company has made detailed disclosure of the material risk factors facing our business including environmental and social risks on pages 37 to 64 of the Form 10-K Annual Report for the period ending 31 December 2025, as lodged with the SEC and disclosed to the ASX on 4 March 2026.

PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY

Recommendation 8.1 – Remuneration Committee

Details regarding the membership and composition of the Compensation and Nominating Committee, including a link to a copy of its Charter is included under Recommendation 2.1 – Compensation and Nominating Committee.

Recommendation 8.2 – Remuneration of Non-Executive Directors and Executive Directors and Senior Executives

A detailed summary of the Company's Executive team and Board remuneration policies and practices is set out in the Company's Proxy Statement.

Recommendation 8.3 – Policy on Hedging under Equity Based Remuneration Schemes

The Company maintains a hedging policy, as part of our Securities Dealing Policy, a copy of which is available at the Governance section on the Company's website, that applies to our non-employee directors, executives, officers, employees, contractors and consultants. Under our policy, hedging includes entering into any arrangements that operate to limit the economic risk associated with holding our securities. We prohibit the practice of hedging any of our securities acquired under any employee, executive or director equity plan operated by us prior to vesting. Under our policy, our securities must never be hedged while they are subject to a holding lock or restriction on dealing under the terms of an employee, executive or director equity plan operated by us.

ADDITIONAL RECOMMENDATIONS THAT APPLY ONLY IN CERTAIN CASES

Recommendation 9.1 – Use of languages other than English

Although the Company is established outside Australia, the Recommendation is not relevant to the Company, as all Directors speak English.

Recommendation 9.2 – Security holder meetings

As the Company is established outside Australia, the Company ensures that its security holder meetings are held at a reasonable time and place to facilitate participation by all security holders and, where possible, uses available technology to facilitate such participation.

Recommendation 9.3 – Auditors attend the Company’s AGM

As the Company is established outside Australia, the Company’s external Auditor attends the Company’s annual general meeting and is available to answer questions from security holders about:

  • the conduct of the audit;
  • the preparation and content of the Auditor’s Report;
  • the accounting policies adopted by the Company in its preparation of the financial statements; and
  • the independence of the Auditor in relation to the conduct of the audit.