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RESOLUTION MINERALS LTD Share Issue/Capital Change 2026

Apr 22, 2026

65717_rns_2026-04-22_be96c5dd-2aa8-440e-9ccb-c9a03675b614.pdf

Share Issue/Capital Change

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Appendix 3B - Proposed issue of securities

Announcement Summary

Entity name
RESOLUTION MINERALS LTD

Announcement Type
New announcement

Date of this announcement
23/4/2026

The Proposed issue is:
A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

ASX +security code +Security description Maximum Number of +securities to be issued
RML ORDINARY FULLY PAID 294,714,286
RMLOD OPTION EXPIRING 30-NOV-2029 175,238,095

Proposed +issue date
30/4/2026

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

RESOLUTION MINERALS LTD

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

Registration Number

ABN

99617789732

1.3 ASX issuer code

RML

1.4 The announcement is

New announcement

1.5 Date of this announcement

23/4/2026

1.6 The Proposed issue is:

A placement or other type of issue

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis?
Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or actual? ** Approval received/condition met?
+Security holder approval 5/6/2026 Estimated

Comments

Security holder approval is required for the issue of 154,100,000 tranche 2 shares, 95,238,095 attaching options, 9,000,000 broker fee shares and 80,000,000 broker fee options.

Part 7B - Issue details

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?
Existing class

Will the proposed issue of this +security include an offer of attaching +securities?
Yes

Details of +securities proposed to be issued

ASX +security code and description
RML : ORDINARY FULLY PAID

Number of +securities proposed to be issued
285,714,286

Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
Yes

In what currency is the cash consideration being paid?
AUD - Australian Dollar

What is the issue price per +security?
AUD 0.07000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Yes

Attaching +Security

Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)?

Existing class

Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ASX +security code and description

RMLOD : OPTION EXPIRING 30-NOV-2029

Number of +securities proposed to be issued

95,238,095

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

Free attaching

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Yes

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?

Existing class

Will the proposed issue of this +security include an offer of attaching +securities?

No

Details of +securities proposed to be issued

ASX +security code and description

RML : ORDINARY FULLY PAID

Number of +securities proposed to be issued

9,000,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

No

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Please describe the consideration being provided for the +securities

Broker fees.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?
Existing class

Will the proposed issue of this +security include an offer of attaching +securities?
No

Details of +securities proposed to be issued

ASX +security code and description
RMLOD : OPTION EXPIRING 30-NOV-2029

Number of +securities proposed to be issued
80,000,000

Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
No

Please describe the consideration being provided for the +securities

Broker fees.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

Part 7C - Timetable

7C.1 Proposed +issue date
30/4/2026

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1?
No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?
No

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)?
Yes

7D.1c (i) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?
131,614,286 shares

7D.1c (ii) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate
The Company has chosen to do a placement rather than a rights issue or SPP due to the certainty of funds and timing to complete the process and to enable the Company to meet its objectives.

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue?
Yes

7E.1a Who is the lead manager/broker?
Oakley Capital Partners Pty Limited.

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Oakley Capital Partners Pty Limited has acted as lead manager to the placement. The Company has agreed, subject to obtaining shareholder approval, to issue Oakley Capital a total of 9,000,000 Shares and 80,000,000 Options (same class as those attaching to placement participants) and pay Oakley Capital a capital raising fee of 6% of the gross proceeds of the placement for these services.

7E.2 Is the proposed issue to be underwritten?
No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities
Accelerate drilling, metallurgical test work and permitting activities across the Horse Heaven Project, positioning Resolution to advance multiple near-term catalysts across antimony gold, silver, and tungsten and working capital.

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
No

7F.2 Any other information the entity wishes to provide about the proposed issue

7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Appendix 3B - Proposed issue of securities
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