Exhibit 4.7
FORM 51 – 102F3
MATERIAL CHANGE REPORT
UNDER NATIONAL INSTRUMENT 51-102
| ITEM 1 | Name and Address of Company |
Ares Strategic Mining Inc.
1001 – 409 Granville Street
Vancouver, British Columbia, V6C 1T2
(the “Company”)
| ITEM 2 | Date of Material Change |
February 24, 2026
| ITEM 3 | News Release |
The news release dated February 18, 2026 was disseminated via TheNewswire.ca Inc
| ITEM 4 | Summary of Material Change |
The Company announced that, further to its news release dated February 18, 2026, it has issued 381,854 common shares (each a “Share”) at a deemed price of $0.485 per Share settling $185,199.23 in debt owing to various arm’s length and non-arm’s length parties (the “Share Settlement”) in connection with past services rendered and in accrued but unpaid management fees to the Company. All securities issued pursuant to the Share Settlement are subject to a mandatory four months hold period.
| ITEM 5 | Full Description of Material Change |
| 5.1 | Full Description of Material Change |
The material changes are fully described in Item 4 above and in the News Release filed on SEDAR at www.sedar.com.
| 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.
| Page 1 |
| ITEM 8 | Executive Officer |
James Walker
President and Chief Executive Officer
(604) 345-1576 or at jwalker@aresmining.com
| ITEM 9 | Date of Report |
February 24, 2026
| Page 2 |