| Related party payables and transactions |
| 6. | Related party payables and transactions |
The Company’s related parties
include key management personnel and their management entities. Key management personnel are those persons having authority and responsibility
for planning, directing, and controlling the activities of the entity, directly or indirectly, including any director (whether executive
or otherwise) of that entity. There were no loans to key management personnel or their management entities during the six months ended
June 30, 2026 and June 30, 2025.
During the six months ended June 30,
2026, 204,040 stock options were granted to directors of the Company to which $100,936 was recognized as share-based payments expense
during the period then ended.
Additionally, during the six months
ended June, 30, 2026, the Company granted 25,000 stock options to a related party consultant of which $12,118 was recognized as share-based
payments expense during the period then ended.
During the six months ended June 30,
2025, 202,020 options were granted to officers and directors of the Company to which $91,510 was recognized as share-based payments
expense during the period then ended.
The Company transacted with the following
related parties:
| (a) | Koby Kushner is the Chief Executive Officer (“CEO”), a position he has held from March 27,
2025, and is also a director of the Company. Mr. Kushner controls Brie Inc. (“Brie”), which provides executive services to
the Company ($8,000 per month). Mr. Kushner is also a controlling shareholder and director of Nemo Resources Inc. (“Nemo”),
an entity engaged to provide exploration management services to the Company ($19,000 per month effective May 1, 2026, amended from $12,000
per month). In the event of a change of control a cash payment of 12 times the monthly services fee and for every full year of services
completed the change of control fee will increase by three months of services fee. The increase is capped at 18 months of compensation.
In the event of a change of control, Nemo will be entitled to a cash payment of no less than $200,000. |
| | | |
| (b) | Benjamin Kuzmich is the Vice President of Exploration. He jointly controls Nemo which provides exploration
management services to the Company ($19,000 per month effective May 1, 2026, amended from $12,000 per month). Mr. Kuzmich is also an employee
and director of Nemo. Andrew Jedemann is the Exploration Manager for the Company and is a shareholder and employee of Nemo. |
| | | |
| (c) | Ty Minnick is the Chief Financial Officer (“CFO”). Mr. Minnick provides the Company with accounting,
corporate secretarial, and executive services which are recognized within general and administrative expenses of US$5,350 per month. In
the event of a change of control, Mr. Minnick will be entitled to a cash payment of two times the annual services fee. |
| | | |
| (d) | On May 21, 2026, the Board of Directors of the Company approved the annual salary for directors of $20,000
to John Power and $10,000 to David Goodman, Brian Power and John Hiner |
| | | |
| (e) | John Power entered into a consulting agreement effective January 1, 2026 for a quarterly payment of US$3,625.
John Power was the former CEO of the Company from September 1, 2021 until March 27, 2025, (previously charging US$2,500 per month). Fees
charged by both parties are recognized within general and administrative expenses. |
The transactions and outstanding balances
with related parties are as follows:
| |
Summary of related party transaction | |
| |
| |
| |
|
| |
| |
Transactions
six months ended
June 30,
2026
$ | |
Transactions
six months ended
June 30,
2025
$ | |
Balances
outstanding
June 30,
2026
$ | |
Balances
outstanding
December 31,
2025
$ |
| |
Brie | |
| 48,000 | | |
| – | | |
| – | | |
| – | |
| |
John Power | |
| 30,147 | | |
| 15,174 | | |
| 5,147 | | |
| 8,325 | |
| |
David Goodman | |
| 10,000 | | |
| – | | |
| 10,000 | | |
| – | |
| |
John Hiner | |
| 10,000 | | |
| – | | |
| – | | |
| – | |
| |
Brian Power | |
| 10,000 | | |
| – | | |
| – | | |
| – | |
| (1) |
Nemo | |
| 67,000 | | |
| – | | |
| – | | |
| – | |
| |
Ty Minnick | |
| 48,476 | | |
| 34,502 | | |
| 7,416 | | |
| – | |
| |
| |
| 223,623 | | |
| 49,676 | | |
| 22,563 | | |
| 8,325 | |
| (1) |
Includes geological services of $60,300 (2025 - $nil) for six months ended June 30, 2026 |
Balances outstanding with related parties
are included within accounts payable and accrued liabilities.
Note payable
On June 7, 2024, the Company executed
a promissory note with John Power, for US$100,000 bearing interest at 6% per annum and maturing on January 2, 2026. The promissory note
was repaid in December 2025.
Common shares issued in private placements
As part of the private placement of
units on June 30, 2025, Brie purchased 145,455 units in the offering.
As part of the private placement of
units on December 4, 2025, Brie purchased 8,417 units in the offering.
|