RESOLUTION MINERALS LTD — Director's Dealing 2021

Nov 11, 2021

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity	Resolution Minerals Ltd
ABN	99 617 789 732

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Andrew SHEARER
Date of last notice	15 April 2021

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Valas Investments Pty Ltd Investments A/C> Mr Shearer is a director and shareholder of the trustee and beneficiary of the trust.
Date of change	12 November 2021
No. of securities held prior to change	1,339,412 Shares 50,000 Quoted Options A 42,270 Quoted Options B 178,571 Unquoted Options 800,000 Class A Performance Shares 325,000 Class B Performance Shares 1,000,000 Performance Rights

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Class	Shares - fully paid ordinary shares. Quoted Options A - quoted options with an exercise price of $0.10 and expiry of 30 June 2022 (RMLOA). Quoted Options B - quoted options with an exercise price of $0.12 and expiry of 30 September 2023 (RMLOB). Unquoted Options - unquoted options with an exercise price of $0.042 and expiry of 15 April 2022. Class A Performance Shares – performance shares with KPI based conversion criteria, expiry of 6 September 2022. Class B Performance Shares – performance shares with KPI based conversion criteria, expiry of 6 September 2022. Performance Rights - unquoted performance rights; vested and unvested rights subject to performance based vesting criteria.
Number acquired	1,250,000 Performance Rights
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$Nil

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	1,339,412 Shares 50,000 Quoted Options A 42,270 Quoted Options B 178,571 Unquoted Options 800,000 Class A Performance Shares 325,000 Class B Performance Shares 2,250,000 Performance Rights
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issue of performance rights as approved by shareholders at the 2021 AGM held on 11 November 2021.

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

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Detail of contract Not applicable
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change
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Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed Not applicable above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 4

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