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Rumble Resources Incorporated — Remuneration Information 2026
Jan 22, 2026
48360_rns_2026-01-22_b1355fa6-4aed-4590-9909-4b5513b79712.pdf
Remuneration Information
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RUMBLE RESOURCES INC.
FORM 51-102F6V
STATEMENT OF EXECUTIVE COMPENSATION
(for the fiscal year ended July 31, 2025)
This statement of executive compensation for Rumble Resources Inc. ("Rumble", the "Company", "we" or "our") is presented in accordance with National Instrument 51-102 – Continuous Disclosure Obligations and Form 51-102F6V – Statement of Executive Compensation – Venture Issuers.
General
For the purposes of this Statement of Executive Compensation:
"CEO" means an individual who acted as chief executive officer of the Company, or acted in a similar capacity, for any part of the most recently completed financial year.
"CFO" means an individual who acted as chief financial officer of the Company, or acted in a similar capacity, for any part of the most recently completed financial year.
"Named Executive Officer" or "NEO" means each of the following individuals:
(a) a CEO;
(b) a CFO;
(c) each of the three most highly compensated executive officers of the Company, including any of its subsidiaries, or the three most highly compensated individuals acting in a similar capacity, other than the CEO and CFO, at the end of the most recently completed financial year and whose total compensation was, individually, more than $150,000 as determined in accordance with applicable securities laws; and
(d) each individual who would be a NEO under paragraph (c) but for the fact that the individual was neither an executive officer of the Company, nor acting in a similar capacity at the end of the most recently completed financial year.
For the purposes of the following disclosure, the Company’s NEOs for the financial year ended July 31, 2025 were: Brian Goss, President and CEO and Erwin Wong, CFO and Corporate Secretary.
Director and Named Executive Officer Compensation, excluding Compensation Securities
The following table is a summary of compensation (excluding compensation securities) paid, awarded to or earned by the Named Executive Officers and any director who is not a Named Executive Officer for the fiscal years ended July 31, 2025 and July 31, 2024.
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| Table of Compensation Excluding Compensation Securities | |||||||
|---|---|---|---|---|---|---|---|
| Name and Position | Year | Salary, consulting fee, retainer or commission ($) | Bonus ($) | Committee or Meeting Fees ($) | Value of Perquisites ($)^{(1)} | Value of all other compensation ($) | Total compensation ($) |
| Brian Goss | |||||||
| President, Chief Executive Officer and Director | 2025 | Nil | Nil | Nil | Nil | Nil | Nil |
| 2024 | Nil | Nil | Nil | Nil | Nil | Nil | |
| Erwin Wong | |||||||
| Chief Financial Officer, Corporate Secretary and Director | 2025 | 30,000^{(2)} | Nil | Nil | Nil | Nil | 30,000 |
| 2024 | 30,000^{(2)} | Nil | Nil | Nil | Nil | 30,000 | |
| Vicente Benjamin Asuncion | |||||||
| Director | 2025 | Nil | Nil | Nil | Nil | Nil | Nil |
| 2024 | Nil | Nil | Nil | Nil | Nil | Nil | |
| Christopher Paterson | |||||||
| Director | 2025 | Nil | Nil | Nil | Nil | Nil | Nil |
| 2024 | Nil | Nil | Nil | Nil | Nil | Nil |
Notes:
(1) The value of perquisites, if any, was less than $15,000.
(2) Consulting fees incurred during the applicable fiscal year.
Stock Options and Other Compensation Securities
During the financial year ended July 31, 2025, the Company did not grant any options to its NEO's and directors.
As of July 31, 2025, the Company had the following stock options outstanding, previously granted to NEOs and directors, which have been adjusted to reflect the 1 for 2 forward stock split that was effective on August 25, 2025:
- As of July 31, 2025, Brian Goss held 400,000 stock options exercisable at $0.05 per share previously granted on September 5, 2023 and expiring on September 5, 2033.
- As of July 31, 2025, Erwin Wong held 400,000 stock options exercisable at $0.05 per share previously granted on September 5, 2023 and expiring on September 5, 2033.
- As of July 31, 2025, Vicente Benjamin Asuncion held 400,000 stock options exercisable at $0.05 per share previously granted on September 5, 2023 and expiring on September 5, 2033.
- As of July 31, 2025, Christopher Paterson held 400,000 stock options exercisable at $0.05 per share previously granted on September 5, 2023 and expiring on September 5, 2033.
Stock Option Plan
On May 19, 2021, the Company's board of directors (the "Board") approved the adoption of a 10% rolling stock option plan (the "Option Plan") pursuant to which the Board may grant options (the "Options") to purchase Shares to NEOs, directors, employees and consultants retained by the Company. Under the policies of the Canadian Securities Exchange (the "CSE") effective April 3, 2023, all listed companies with a rolling plan are required to obtain shareholder approval of such plan every three years. The Company's shareholders ratified, confirmed and approved the Option Plan at the annual general and special meeting of the Company held on June 28, 2024 and the next shareholders' ratification and approval of the Company's Option plan must be obtained on such date that is no later than three (3) years after June 28, 2024. A copy of the Option Plan is available on the Company's SEDAR+ profile at www.sedarplus.ca or by written request to the Company.
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The Option Plan provides that the aggregate number of securities reserved for issuance, set aside and made available for issuance under the Option Plan may not exceed 10% of the issued and outstanding shares of the Company at the time of granting of options (including all options granted by the Company to date) or in any 12-month period. The number of common shares that may be granted to an individual may not exceed 5% of the issued and outstanding common shares at the time of the grant or 10% of that number of issued and outstanding common shares in total over the next 12 months. The number of common shares which may be reserved in any 12-month period for issuance to any one consultant may not exceed 2% of the issued and outstanding common shares and the maximum number of common shares which may be reserved in any 12-month period for issuance to all persons engaged in investor relations activities may not exceed 2% of the issued and outstanding common shares of the Company. The Option Plan provides that options granted to any person engaged in investor relations activities will vest in stages over 12 months with no more than 25% of the stock options vesting in any three-month period.
The Board will administer the Option Plan or a special committee of directors, either of which will have full and final authority with respect to the granting of all stock options. Stock options may be granted under the Option Plan to such directors, officers, employees or consultants of the Company, as the board of directors may from time to time designate.
The exercise price of any stock options granted under the Option Plan shall be determined by the Board, but may not be lower than the greater of the closing market prices of the underlying securities on (a) the trading day prior to the date of grant of the stock options; and (b) the date of grant of the stock options. The term of any stock options granted under the Option Plan shall be determined by the Board at the time of grant but, subject to earlier termination in the event of termination or in the event of death, the term of any stock options granted under the Option Plan may not exceed ten years. Options granted under the Option Plan are not to be transferable or assignable other than by will or other testamentary instrument or pursuant to the laws of succession. Subject to certain exceptions, in the event that a director or officer ceases to hold office, options granted to such director or officer under the Option Plan will expire 90 days after such director or officer ceases to hold office.
Subject to certain exceptions, in the event that an employee, or consultant ceases to act in that capacity in relation to the Company, stock options granted to such employee, consultant or management company employee under the Option Plan will expire 30 days after such individual or entity ceases to act in that capacity in relation to the Company.
Stock options granted to optionees engaged in investor relations activities on behalf of the Company expire 30 days after such optionees cease to perform such investor relations activities for the Company. In the event of death of an option holder, options granted under the Option Plan expire the earlier of one year from the date of the death of the option holder and the expiry of the term of the option.
Oversight and description of director and Named Executive Officer compensation
Director Compensation
The Board determines director compensation from time to time. Directors are not generally compensated in their capacities as such but the Company may, from time to time, grant to its directors incentive stock options to purchase common shares in the capital of the Company pursuant to the terms of the Option Plan and in accordance with the Canadian Securities Exchange policies.
Named Executive Officer Compensation
The Board as a whole 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 when compensating its executive officers.