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Vanguard Mining Corp. M&A Activity 2026

Apr 24, 2026

46880_rns_2026-04-24_99813482-7c26-45e1-9991-816418962063.pdf

M&A Activity

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FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1: Name and Address of Company
Vanguard Mining Corp. (the “Company”)
Suite 1500-1055 West Georgia Street
Vancouver, BC
V6E 4N7

Item 2: Date of Material Change
April 22, 2026

Item 3: News Release
A news release dated April 23, 2026 was disseminated and subsequently filed on SEDAR+.

Item 4: Summary of Material Change
The Company announced that further to its news release dated April 10, 2026, it had closed its acquisition of 100% of the issued and outstanding common shares in the capital of Quark Uranium Ltd. (“Quark”) pursuant to a share exchange agreement dated April 22, 2026 (the “Definitive Agreement”) among the Company, Quark and the shareholders of Quark.

Item 5: Full Description of Material Change
Pursuant to the terms and conditions of the Definitive Agreement and as consideration for 100% of the issued and outstanding securities of Quark, the Company:
- issued an aggregate of 8,000,000 common shares of the Company at a deemed price of $0.15 per share; and
- made aggregate cash payments of C$200,000.

The Transaction represents a total implied value of approximately C$1.4 million. All securities issued in connection with the Transaction are subject to a statutory hold period of four months and one day in accordance with applicable securities laws.

The Company and its directors, officers, and insiders are arm’s length parties to the shareholders, directors, and officers of Quark. No finders’ fees were paid in connection with the Transaction. David C. Greenway, President and CEO of Vanguard Mining Corp., commented, “The successful closing of the Quark acquisition marks an important milestone in the execution of Vanguard’s uranium growth strategy. The Quark land package significantly strengthens our footprint in the western Athabasca Basin, one of the world’s premier uranium districts. With global demand for nuclear energy continuing to accelerate, we are excited to advance exploration on this highly prospective property and deliver long-term value to our shareholders.”

LEGAL_49384720.1


LEGAL_49384720.1

About Quark Uranium Claims

The Quark Uranium property consists of eight (8) mineral claims totaling approximately 28,746 hectares (approximately 71,030 acres) located in the Province of Saskatchewan, Canada, within the Athabasca Basin region.

The property is situated within a well-established uranium-producing district in northern Saskatchewan that has historically accounted for a significant portion of global uranium production. All of Canada's currently operating uranium mines and many of its known uranium deposits are located within the Western Wollaston Domain and the Wollaston–Mudjatik Transition Zone. The Quark Uranium property comprises a contiguous land position in this region and is in proximity to projects operated by established uranium exploration and mining companies, including Orano Canada and Fission Uranium Corp.

The properties are at an early stage of exploration and do not contain any known mineral resources or mineral reserves. While the Company considers the property prospective based on its regional geological setting, there can be no assurance that further exploration will result in the discovery of economically recoverable mineralization. Mineralization on adjacent or nearby properties is not necessarily indicative of mineralization on the Quark Uranium property.

Qualified Person

The scientific and technical information contained in this news release has been reviewed and approved by Lawrence Segerstrom, P.Geo., M.Sc., MBA, a consulting geologist and a “Qualified Person” as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). Mr. Segerstrom is not independent of the Company within the meaning of NI 43-101.

Item 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

David Greenway, CEO
Tel: 236.788.0643

Item 9: Date of Report

April 24, 2026