Lux Metals Corp. — Remuneration Information 2021

Mar 12, 2021

HUNTSMAN EXPLORATION INC. (the “Company”)

Form 51-102F6V Statement of Executive Compensation For the Financial Year Ended August 31, 2020

The Company is a venture issuer and is disclosing its executive compensation in accordance with Form 51-102F6V.

The following persons are considered the “ Named Executive Officers ” or “ NEOs ” for the purposes of this disclosure:

• (a) each individual who, in respect of the Company, during any part of the most recently completed financial year, served as chief executive officer (“ CEO ”), including an individual performing functions similar to a CEO;

• (b) each individual who, in respect of the Company, during any part of the most recently completed financial year, served as chief financial officer (“ CFO ”), including an individual performing functions similar to a CFO;

• (c) in respect of the Company and its subsidiaries, the most highly compensated executive officer other than the individuals identified in paragraphs (a) and (b) at the end of the most recently completed financial year whose total compensation was more than $150,000, as determined in accordance with subsection 1.3(5) of Form 51-102F6V, for that financial year;

• (d) each individual who would be a Named Executive Officer under paragraph (c) but for the fact that the individual was not an executive officer of the Company, and was not acting in a similar capacity, at the end of that financial year.

DIRECTOR AND NAMED EXECUTIVE OFFICER COMPENSATION, EXCLUDING COMPENSATION SECURITIES

The following table provides a summary of compensation paid or accrued, payable, awarded, granted, given, or otherwise provided, directly or indirectly, by the Company to each Named Executive Officer and director of the Company during the Company’s two most recent financial years ended August 31, 2019 and 2020.

		Table of compensation excluding compensation securities
		Salary, consulting fee, retainer or		Committee or	Value of	Value of all other compen-	Total
Name and Position	Year	commission(1) ($)	Bonus ($)	meeting fees(2) ($)	perquisites(3) ($)	sation ($)	compensation ($)
Peter Dickie President, CEO and Director(4)	2020	75,000(5)	N/A	N/A	N/A	N/A	75,000
P. Joseph Meagher CFO	2020	15,000(6)	N/A	N/A	N/A	N/A	15,000
	2019	65,000(6)	N/A	N/A	N/A	N/A	65,000
Nathan Tribble Director	2020	Nil	N/A	N/A	N/A	N/A	Nil
	2019	Nil	N/A	N/A	N/A	N/A	Nil
Jeremy Ross Director	2020	Nil	N/A	N/A	N/A	N/A	Nil
	2019	Nil	N/A	N/A	N/A	N/A	Nil
Neil McCallum Director(7)	2020	Nil	N/A	N/A	N/A	N/A	Nil

		Table of compensation excluding compensation securities
		Salary, consulting fee, retainer or		Committee or	Value of	Value of all other compen-	Total
Name and Position	Year	commission(1) ($)	Bonus ($)	meeting fees(2) ($)	perquisites(3) ($)	sation ($)	compensation ($)
Nav Dhaliwal Former CEO and Former Director(8)	2020	Nil	N/A	N/A	N/A	N/A	Nil
	2019	87,500(9)	N/A	N/A	N/A	N/A	87,500
Leigh Hughes Former Interim President, Former COB and Former Director(10)	2020	Nil	N/A	N/A	N/A	N/A	Nil
	2019	42,000(11)	N/A	N/A	N/A	N/A	42,000
Wesley Hanson Former Director and Former CEO(12)	2019	12,938(13)	N/A	N/A	N/A	N/A	12,938
Gary Nassif Former President and Former Director(14)	2019	62,500(15)	N/A	N/A	N/A	N/A	62,500
Terrence Topping Former Director(16)	2019	Nil	N/A	N/A	N/A	N/A	Nil

• (1) Paid or accrued salaries and/or consulting fees.

• (2) There is no standard meeting fee or committee fee for attendance at Board meetings or for service on committees.

• (3) The value of perquisites and benefits, if any, was less than $15,000.

• (4) Mr. Dickie was appointed President, CEO and director on March 25, 2020.

• (5) Paid as consulting fees to PDickie Mgmt Ltd., a private company wholly owned by Mr. Dickie.

• (6) Paid as consulting fees to Meagher Consulting Inc., a private company wholly owned by Mr. Meagher.

• (7) Mr. McCallum was appointed director on March 25, 2020.

• (8) Mr. Dhaliwal served as CEO and director from August 22, 2018 to March 25, 2020.

• (9) Paid to RSD Capital Corp., a private company of which Mr. Dhaliwal is an owner.

• (10) Mr. Hughes served as Interim President from March 1, 2019 to April 1, 2019, Chairman of the Board from April 30, 2019 to October 7, 2019 and director from October 10, 2018 to October 7, 2019.

• (11) Paid to COMVERJ Pty Ltd., a private company wholly owned by Mr. Hughes.

• (12) Mr. Hanson was appointed President, CEO, and director on April 10, 2017. Mr. Hanson resigned as President on March 27, 2018, resigned as CEO on April 3, 2018, and resigned as director on April 30, 2019.

• (13) Paid as geological and consulting fees to Hanson Mining Consulting Inc., a private company wholly owned by Mr. Hanson.

• (14) Mr. Nassif served as President and director from August 22, 2018 and to March 1, 2019.

• (15) Paid to 2475325 Ontario Inc., a private company wholly owned by Mr. Nassif.

• (16) Mr. Topping was appointed director on April 17, 2018 and resigned as a director on October 10, 2018.

STOCK OPTIONS AND OTHER COMPENSATION SECURITIES

The following table sets out the compensation securities granted by the Company to the Named Executive Officers and directors of the Company during the Company’s most recent financial year ended August 31, 2020. On September 17, 2020, the Company consolidated its common shares on a two old for one new share basis, such that for every two common shares held, a shareholder received one post-consolidated common share. Stock options were also adjusted by the consolidation ratio and exercise prices adjusted accordingly. All stock option amounts and prices listed in the below table are reported on a post-consolidated basis.

		Compensation Securities	Compensation Securities	Compensation Securities
Name and position	Type of compensation security	Number of compensation securities, number of underlying securities, and percentage of class	Date of Issue or grant	Issue, conver- sion or exercise price ($)	Closing price of security or underlying security on date of grant ($)	Closing price of security or underlying security at year end ($)	Expiry date
Peter Dickie(1) President, CEO and Director	Stock Options	400,000 400,000 1.20%	March 25, 2020	0.20	0.20	0.54	March 25, 2023
P. Joseph Meagher(2) CFO	Stock Options	75,000 75,000 0.23%	March 25, 2020	0.20	0.20	0.54	March 25, 2023
Nathan Tribble(3) Director	Stock Options	25,000 25,000 0.08%	March 25, 2020	0.20	0.20	0.54	March 25, 2023
Jeremy Ross(4) Director	Stock Options	25,000 25,000 0.08%	March 25, 2020	0.20	0.20	0.54	March 25, 2023
Neil McCallum(5) Director	Stock Options	250,000 250,000 0.75%	March 25, 2020	0.20	0.20	0.54	March 25, 2023

(1) As of August 31, 2020, Mr. Dickie held options to purchase 400,000 common shares.

(2) As of August 31, 2020, Mr. Meagher held options to purchase 125,000 common shares.

(3) As of August 31, 2020, Mr. Tribble held options to purchase 100,000 common shares.

(4) As of August 31, 2020, Mr. Ross held options to purchase 155,000 common shares.

(5) As of August 31, 2020, Mr. McCallum held options to purchase 250,000 common shares.

Exercise of Compensation Securities

No compensation securities were exercised by the Named Executive Officers and directors of the Company during the Company’s most recent financial year ended August 31, 2020.

STOCK OPTIONS PLANS AND OTHER INCENTIVE PLANS

The Company has in place a “rolling” stock option plan, the details of which are disclosed in the Company’s Information Circular dated May 22, 2020 (filed under the Company’s profile on SEDAR at www.sedar.com). The Company does not have any other incentive plans in place.

EMPLOYMENT, CONSULTING AND MANAGEMENT AGREEMENTS

None of the Named Executive Officers or directors of the Company entered into any employment, consulting or management agreements with the Company during the financial year ended August 31, 2020, nor were any outstanding as of that date.

OVERSIGHT AND DESCRIPTION OF DIRECTOR AND NAMED EXECUTIVE OFFICER COMPENSATION

The Board determines director compensation from time to time.

The Board determines executive compensation from time to time. The Company does not have a formal compensation policy. The main objectives the Company hopes to achieve through its compensation are to attract and retain executives critical to the Company’s success, who will be key in helping the Company achieve its corporate objectives and increase shareholder value. The Company looks at industry standards and the economic position of the Company when compensating its executive officers.