Grafton Resources Inc. — Share Issue/Capital Change 2021

Nov 25, 2021

SCHEDULE “A”

INCENTIVE STOCK OPTION AGREEMENT

Prisma Capital Inc. (the “Company” ) hereby grants the undersigned (the “Optionee” ) incentive stock options to purchase common shares of the Company (the “Options” ) in accordance with the Company’s stock option plan, as amended from time to time (the “Plan” ), according to the following terms. The Optionee acknowledges that the grant of Options is subject to (a) the Plan; (b) the regulations and provisions of the British Columbia Securities Commission, the Ontario Securities Commission and any other applicable provincial securities commission; and (c) the approval of the Canadian Securities Exchange or other stock exchange, as applicable.

Name of Optionee:

Address: Telephone Number: Email Address: Position with the Company: Number of Options: Exercise Price: Date of Grant: Expiry Date: Vesting Schedule: All of the Options shall vest immediately, unless otherwise described in the table below. Period % of Shares Vested

IN WITNESS WHEREOF, the Company and Optionee have caused this Agreement to be duly executed as of the date first written above.

PRISMA CAPITAL INC.

Per:

Authorized Signatory

OPTIONEE

SCHEDULE “B”

PRISMA CAPITAL INC.

EXERCISE NOTICE

The undersigned hereby subscribes for __________ common shares of Prisma Capital Inc. (the “Company” ) at a price of _____ per share for a total amount of $_____________ (the “Exercise Price” ) pursuant to the provisions of the Incentive Stock Option Agreement entered into between the undersigned and the Company dated _____________, 20.

Date

Signature

Name

Address

Telephone Number

Email Address