Thunder Mountain Gold, Inc. 2025 Annual Report – Key Insights for Investors

1. Company Overview and Structure

Thunder Mountain Gold, Inc. (“THMG” or the “Company”) is a U.S.-based mineral exploration company, primarily focused on the South Mountain Project in Idaho, which is classified as its single “material property” under SEC guidelines. The Company is incorporated in Nevada, with principal offices located in Boise, Idaho. THMG’s shares trade on both the TSX Venture Exchange (trading symbol: THM) and the OTCQB Venture Market (trading symbol: THMG).

As of March 23, 2026, THMG had 93,505,579 shares of common stock outstanding, with a public float valued at \$16,238,799 as of June 30, 2025.

2. Regulatory and Reporting Environment

THMG is a U.S. domestic issuer, reporting under U.S. GAAP, but its previous Canadian regulatory filings may contain resource estimates prepared under the National Instrument 43-101 (NI 43-101). Investors should note that Canadian and U.S. mining disclosure standards differ, particularly regarding the classification and reporting of mineral resources and reserves.

3. Forward-Looking Statements and Risk Factors

The Company provides extensive cautionary statements regarding forward-looking information, highlighting risks such as:

• Adverse effects from climate change, natural disasters, and pandemics
• Global economic and capital market uncertainties
• Speculative nature and operational challenges of mineral exploration
• Uncertainties regarding government regulations, permitting, and compliance
• Potential dilution from future equity issuances and recapitalizations
• Inflationary pressures, supply chain issues, and price volatility for key metals
• Cybersecurity threats, technological disruptions, and IT system vulnerabilities
• Potential inability to attract and retain key personnel
• Legal risks, including disputes over property title and lawsuits
• Uncertainty regarding the conversion of mineral resources to mineral reserves
• Dependence on raising additional capital to sustain operations

The Company stresses that occurrence of these risks could have a material adverse impact on its financial condition, operations, and share price.

4. Mineral Resources and Project Status

South Mountain Project – The Sole Material Property

South Mountain Project is the only property considered material under SEC Regulation S-K 1300. All other exploration properties held by THMG are considered immaterial for reporting purposes.

Key points regarding mineral resources:

• As of this report, THMG does NOT have any proven or probable mineral reserves at any of its properties, including South Mountain.
• The Company has identified measured, indicated, and inferred mineral resources at South Mountain but cautions that these do not have demonstrated economic value and are subject to further exploration and development.
• Investors should not assume that any part or all of the inferred resources exist or are economically or legally mineable.
• Resource estimates for South Mountain were previously prepared under Canadian NI 43-101 standards and may not be directly comparable to SEC standards.

Recent Partnership: The Company has entered an agreement with MFD, which, upon fulfilling certain requirements, may earn a 10% interest in the South Mountain Project. This partnership is expected to add technical and financial strength to the project.

Book Value: The book value of the South Mountain Project and associated assets can be found in the financial statements accompanying the report (Note 4).

5. Financial and Operational Status

• THMG has no current income and limited resources. Its future viability is dependent on raising capital through equity or debt financing, sale of property interests, or strategic partnerships.
• There is no guarantee of future capital availability. Failure to raise funds could impede property development and limit operations.
• The Company employs two full-time officers, three part-time officers, and one administrative staff member. This lean structure reflects its early-stage and capital-constrained status.

Notably, the Company is NOT a shell company, and it is currently in compliance with all reporting requirements.

6. Legal, Compliance, and Cybersecurity

• The Company faces substantial governmental regulation, including environmental, labor, and health and safety requirements, which may increase operating costs and cause delays.
• There are no unresolved SEC staff comments as of the end of 2025.
• Cybersecurity is an emerging risk, and the Company recognizes increasing frequency and sophistication of threats. The Company asserts it has implemented appropriate security measures but acknowledges potential vulnerabilities, especially with more employees working remotely.

7. Shareholder Information and Reporting

THMG is not required to issue annual reports to security holders except for SEC filings (10-K, 10-Q, 8-K). These reports are available free of charge on the SEC’s website and through the Company’s own website (www.thundermountaingold.com).

Contact Information for Investor Inquiries:

Thunder Mountain Gold, Inc.
11770 W. President Drive, Ste. F
Boise, ID 83713
(208) 658-1037
Attn: Chief Financial Officer

8. Summary of Potential Share Price Drivers

• Absence of proven or probable reserves means the Company remains speculative and high-risk.
• The new partnership with MFD, which may earn a 10% interest in South Mountain, could attract investor interest as it may provide additional technical and financial resources for project advancement.
• THMG’s ability to raise capital or secure strategic partners is crucial for continued operations and property development. Any material success in this area would likely be price-sensitive.
• Any discovery or conversion of resources to reserves at South Mountain would be highly significant and price-moving; however, as of this report, no such conversion has occurred.
• Risks from regulatory changes, supply chain, inflation, and cybersecurity remain ongoing threats that could impact operations and, by extension, share value.

Conclusion

Thunder Mountain Gold, Inc. remains a speculative exploration-stage company with no proven reserves and is dependent on future capital raises for ongoing operations. The South Mountain Project offers potential but is still at the resource stage, not reserve. The recent partnership with MFD could be positive if it leads to further project advancement, but there are no price-moving discoveries or developments reported in this filing.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. All statements regarding future events are subject to risks and uncertainties that could cause actual results to differ materially. Investors should review the full annual report and consult their financial advisor before making investment decisions.

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