When REA insiders can sell

…enter into any swap, hedge or other agreement or transaction that transfers, in whole or in part, the economic consequence of ownership of common stock, or securities exchangeable or exercisable for or convertible into shares of common stock, or publicly announce an intention to do any of the foregoing for a period of 180 days after the date of this prospectus without the prior written consent of the Representative. 157 In addition, we and each such person agrees that, without the prior written consent of the Representative, we or such other person will not, during the restricted period, make any demand for, or exercise any right with respect to, the registration of any shares of our common stock or any security convertible into or exercisable or exchangeable for common stock. The restrictions in the immediately preceding paragraph do not apply to, among other things,…

…ferred stock, warrants to acquire preferred stock or convertible securities into shares of common stock or warrants to acquire shares of common stock; (d) the establishment or amendment of trading plans pursuant to Rule 10b5-1 under the Exchange Act; provided that (1) no transfers occur under such plan during such lock-up period and (2) no filing by any party under the Exchange Act or other public announcement shall be made voluntarily in connection with the establishment or amendment of such trading plans pursuant to Rule 10b5-1, provided that if a filing under the Exchange Act or other public announcement is required, such announc…

The restrictions in the immediately preceding paragraph do not apply to, among other things, and subject in certain cases to various conditions: (a) transfers in certain circumstances, including: (i) as a bona fide gift or gifts, or charitable contribution, or for bona fide estate planning purposes, (ii) by will or intestacy or any other testamentary document, (iii) to any member of the immediate family or to any trust for the direct or indirect benefit of the holder or the immediate family of the holder, or if the holder is a trust, to a trustor, trustee or beneficiary of the trust or to the estate of a trustor, trus…

…rcent of our average total assets at year end for the last two completed fiscal years, and (2) any of our directors, executive officers, or holders of more than 5% of our capital stock, or any affiliate or member of the immediate family of the foregoing persons, had or will have a direct or indirect material interest, other than compensation and other arrangements that are described under the section titled Executive Compensation in this prospectus. Consulting Agreements with Predecessor s NEOs Please refer to the section titled Executive Compensation for a description of the consulting arrangements and shared services agreement entered into between our Predecessor and Mr.

Business Mining Rights and Properties ; the vesting and settlement of 581,609 outstanding RSUs, that will vest automatically upon the closing of this offering; no exercise of the outstanding warrants described above; no settlement of outstanding RSUs other than the 581,609 shares issued in connection with the automatic settlement of RSUs upon the closing of this offering; no exercise by the underwriters of their over-allotment option to purchase up to 499,999 additional shares of our common stock ; no grants of additional equity awards under the 2025 Plan after December 31, 2025; no exercise of certain mineral rights and/or lease op…