Silver Hammer Mining Corp. — Capital/Financing Update 2025

Aug 5, 2025

FORM 51-102F3
MATERIAL CHANGE REPORT

Item 1 – Name and Address of Company

Silver Hammer Mining Corp. (the “Company”)
300-1055 West Hastings Street
Vancouver, BC V6E 2E9

Item 2 – Date of Material Change

August 1, 2025

Item 3 – News Release

A news release was issued and disseminated on August 5, 2025 and filed on SEDAR+ (www.sedarplus.ca).

Item 4 – Summary of Material Change

On August 1, 2025 the Company announced that it has closed the first tranche of its non-brokered private placement (the “Offering”) of units (each a “Unit”). See Item 5 for further details.

Item 5 – Full Description of Material Change

5.1 Full Description of Material Change

The Company announced that it has closed the first tranche of its Offering issuing 6,026,418 Units at CAN$0.055 per Unit for gross proceeds of CAN$331,452.99 raised. Each Unit consists of one common share in the capital of the Company (a “Share”) and one transferrable common share purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to purchase one additional Share at a price of CAN$0.07 for a period of five years from the closing of the Offering.

Directors and officers of the Company purchased an aggregate of 2,431,818 Units in the Offering. Their participation constituted a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101, as the fair market value of the securities subscribed for by such insiders, and the consideration paid, did not exceed 25% of the Company’s market capitalization.

The Company confirms that it will no longer pursue any portion of the Offering under the listed issuer financing exemption in Part 5A of NI 45-106.

In connection with the Offering, the Offering, the Company paid finders’ fees totalling CAN$7,315.00 cash and 133,000 non-transferable finders’ warrants (the “Finder’s Warrants”). Each Finder’s Warrant entitles the holder to acquire one Share at a price of CAN$0.07 per Share for a period of five years from the date of issuance.

Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the Canadian Securities Exchange. All securities issued in connection with the Offering are subject to a statutory hold period of four months expiring on December 2, 2025, in accordance with applicable securities legislation.

The Company intends to use the proceeds raised from the Offering to advance exploration efforts at its 100% controlled projects which includes Silver Strand in Idaho, and Eliza and Silverton in Nevada and for working capital and general corporate purposes.

The Company also announces that it has granted stock options to certain directors, officers, and consultants pursuant to the terms of the Company’s stock option plan. An aggregate of 4,300,000 stock options were granted, each

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exercisable to acquire one common share of the Company at a price of C$0.055 per share. All options are subject to the terms of the Company’s stock option plan and the policies of the Canadian Securities Exchange.

5.2 – Disclosure for Restructuring Transactions

Not applicable

Item 6 – Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable

Item 7 – Omitted Information

Not applicable

Item 8 – Executive Officer

Peter A. Ball
Chief Executive Officer and Director
Telephone: 778.344.4653
Email: investors@silverhammermining.com

Item 9 – Date of Report

August 5, 2025