GR SILVER MINING LTD.

MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

GR Silver Mining Ltd. c/o 410 West Georgia Street, 5[th] Floor Vancouver, BC V6B 1Z3

Item 2. Date of Material Change August 13, 2024
Item 3. News Release

A news release dated August 13, 2024, disseminated through CNW Group and SEDAR+.

Item 4. Summary of Material Change

GR Silver Mining announces incentive options.

Item 5. Full Description of Material Change

See news release, a copy of which is attached hereto.

Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7. Omitted Information
Not applicable.

Item 8. Executive Officer

Eric Zaunscherb, Chair & CEO Telephone: 1.647.293.8457

Item 9. Date of Report

August 13, 2024

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August 13, 2023

GR Silver Mining Announces Incentive Options

Vancouver, BC – GR Silver Mining Ltd. (“GR Silver Mining” or the “Company”) (TSXV|GRSL, OTCQB|GRSLF, FRANKFURT|GPE) – announces that the Company has granted a total of 600,000 stock options (“Options”) to eligible persons in accordance with the Omnibus Long-Term Incentive Plan (the “Plan”) approved by the Board on August 2, 2022 and approved by shareholders at the Company’s Annual General Meeting held on September 18, 2023, and subject to the policies of the TSX Venture Exchange (the “TSXV”).

The options, with a five-year term and exercisable at a price of $0.16 per common share, shall vest as to 1/3 on the date of grant and an additional 1/3 on each of August 12, 2025 and August 12, 2026.

About GR Silver Mining Ltd .

GR Silver Mining is a Canadian-based, Mexico-focused junior mineral exploration company engaged in cost effective silver-gold resource expansion on its 100%-owned assets, located on the eastern edge of the Rosario Mining District, in the southeast of Sinaloa State, Mexico. GR Silver Mining controls 100% of the former Plomosas underground mine within the Plomosas Project, which includes the integrated San Marcial Area. In conjunction with a portfolio of early to advanced stage exploration targets, the Company holds 78 km[2] of highly prospective core concessions and an additional 270 km[2 ] of non-core concessions.

Eric Zaunscherb, Chair & CEO

For further information, please contact: Eric Zaunscherb Telephone: +1.647.293.8457 Email: [email protected]

Cautionary Statement Regarding Forward-Looking Information

This press release contains “forward-looking statements” within the meaning of applicable Canadian securities legislation and information that are based on the beliefs of management and reflect the Company’s current expectations. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. Such statements and information reflect the current view of the Company. Risks and uncertainties may cause actual results to differ materially from those contemplated in those forward-looking statements and information. By their nature, forwardlooking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.

[email protected]

GR Silver Mining Ltd. Registered office: 410 West Georgia Street, 5[th] Floor Vancouver, BC V6B 1Z3

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