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TESORO GOLD LTD Director's Dealing 2023

Oct 1, 2023

65957_rns_2023-10-01_ca969ebc-59ec-49ea-8695-126079004546.pdf

Director's Dealing

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ASX: TSO OTCQB: TSORF
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ASX ANNOUNCEMENT

2 OCTOBER 2023

Replacement Change of Director’s Interest Notice

Tesoro Gold Limited (“Tesoro” or “the Company”) (ASX:TSO, OTCQB:TSORF) provides a replacement Change of Director’s Interest Notice in relation to Non-Executive Director, Ms Kristie Young. The original notice, lodged with ASX on 14 December 2022, inadvertently understated the number of securities acquired by Ms Young in the Entitlement Offer announced to ASX on 17 November 2022. Ms Young in total acquired 46,965 Fully Paid Ordinary Shares and 23,483 Listed Options.

The Company notes that the replacement Change of Director’s Interest Notice is outside of the disclosure timeframes required under the ASX Listing Rules due to an inadvertent oversight following Ms Young’s participation in the Entitlement Offer announced on 17 November 2022. The oversight was identified as part of the Company’s governance process and the attached Change of Director’s Interest Notice was promptly lodged with ASX.

The Company has the following arrangements in place with its directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A:

  • a) the Company and its Directors are aware of their obligations under the ASX Listing Rules including Listing Rules 3.19A and 3.19B, and the Company has a Securities Trading Policy which is consistent with these obligations, is published on the Company’s website and is regularly reviewed by the Board of Directors; and

  • b) in accordance with Listing Rule 3.19B, the Company has a letter of appointment in place with each of its Directors, which sets out the requirements to notify the Company of changes in interests. This requirement is also regularly addressed at Board meetings.

The Company considers the oversight is an isolated incident. The Company has reviewed its processes and believes that its current practices are adequate and are being enforced to ensure compliance with its disclosure obligations within the required timeframe.

Authorised by the Managing Director of Tesoro Gold Ltd.

For more information:

Company : Tesoro Gold Limited Zeff Reeves Managing Director [email protected]

[email protected]

+61 8 6311 9160

Level 48, 152-158 St Georges Terrace, Perth

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ASX: TSO OTCQB: TSORF

ASX ANNOUNCEMENT

2 OCTOBER 2023

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About Tesoro

Tesoro Gold Limited was established with a strategy of acquiring, exploring, and developing mining projects in the Coastal Cordillera region of Chile. The Coastal Cordillera region is host to multiple world-class copper and gold mines, has well established infrastructure, service providers and an experienced mining workforce. Large areas of the Coastal Cordillera remain unexplored due to the unconsolidated nature of mining concession ownership, but Tesoro, via its in-country network and experience has been able secure rights to a district-scale gold project in-line with the Company’s strategy. Tesoro’s 95% owned Chilean subsidiary owns 93.8% of the El Zorro Gold Project.

[email protected]

+61 8 6311 9160

Level 48, 152-158 St Georges Terrace, Perth

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 Tesoro Gold Ltd ABN 91 106 854 175

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 Kristie Young
Date of last notice 17 June 2022

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 Direct
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
N/A
Date of change 13 December 2022
No. of securities held prior to change 375,710 Fully Paid Ordinary Shares
4,550,000 Performance Rights, subject to
vesting milestones, as set out in the Notice of
Meeting dated 30 March 2022
Class Fully Paid Ordinary Shares
Listed Options exercisable at $0.07 each and
expiring 13 December 2025
Number acquired 46,965 Fully Paid Ordinary Shares
23,483 Listed Options
Number disposed Nil
Value/Consideration
Note: If consideration is non-cash, provide details and estimated valuation
46,965 Shares at $0.035 per Share
23,483 Free attaching Listed Options
  • See chapter 19 for defined terms.

Appendix 3Y Page 1

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change 422,675 Fully Paid Ordinary Shares
23,483 Listed Options exercisable at $0.07 each
and expiring 13 December 2025
4,550,000 Performance Rights, subject to vesting
milestones, as set out in the Notice of Meeting
dated 30 March 2022
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue of
securities under dividend reinvestment plan, participation in buy-back
Participation in the Entitlement Offer, as
announced on 17 November 2022.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within
disclosedinthis part.
paragraph (ii) of the definition of “notifiable interest of a director” should be
Detail of contract N/A
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

Part 3 –[+] Closed period

Part 3– +Closed period
Were the interests in the securities or contracts
detailed above traded during a+closed period
where prior written clearance was required?
No.
If so, was prior written clearance provided to allow
the trade toproceed during thisperiod?
  • See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

If prior written clearance was provided, on what date was this provided?

  • See chapter 19 for defined terms.

Appendix 3Y Page 3

01/01/2011