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INTERNATIONAL TOWER HILL MINES LTD

For the period ended Jun 30, 2026. Filed Aug 12, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 12, 2026

THM$1.54+27.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-08.

0001104659-26-057981

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-12.

0001104659-26-094923

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 42 previous paragraphs and 62 current paragraphs.

26 unchanged; 14 reworded; 17 added; 2 removed; 0 previous and 5 current paragraphs rearranged.

Tables are not compared: 3 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (17)

Current report

On April 13, 2026, the Company announced that it had awarded Livengood Gold Project Feasibility Study Phase 1 contracts to a consortium comprised of BBA Consultants USA LP, (“BBA”), Hatch Ltd, (“Hatch”), Newfields Mining Design and Technical Services LLC (“Newfields”) Resource Development Associates, Inc. (“RDS”) and JDS Energy and Mining Inc. (“JDS”).

Current report

The Company also announced that core drilling to support the feasibility study had commenced. Alloy Drilling Inc., an Alaska-based drilling contractor with operations throughout the western United States, mobilized two rigs to Livengood and began drilling large-diameter PQ core holes in April within the 9.0 million ounce gold reserve. The drilling program is designed to provide representative fresh ore samples for advanced metallurgical testing and process optimization work. By June 30, 2026, 10 of the approximately 20 planned holes had been completed.

Current report

The metallurgical testwork on this fresh core will focus on evaluating opportunities to enhance gold recoveries and overall project economics in the context of a substantially higher gold price than the $1,680 per ounce assumption utilized in the Company’s prior study.

Current report

BBA, Newfields, JDS and RDA each bring industry-leading expertise and Livengood Gold Project experience as co-authors of the Company’s 2017 and 2023 Pre-Feasibility Studies. Hatch has been added to the team to provide additional expertise in POX processing, metallurgical optimization and trade-off studies. The parties will collaborate across technical disciplines where appropriate, with BBA leading overall integration and coordination of the feasibility study deliverables.

Current report

Excluding share-based costs of $567,357 and $382,682 for the three months ended June 30, 2026 and June 30, 2025, respectively, consulting fees were $108,713 for the three months ended June 30, 2026 compared to $56,672 for the three months ended June 30, 2025. The increase of $52,041 was primarily due to an increase in investor relations services provided of $31,323 and an increase in other consulting fees of $20,718.

Current report

Travel costs were $28,616 and $2,305 for the three months ended June 30, 2026 and June 30, 2025, respectively. The increase of $26,311 was primarily due to increased travel related to the current project activities.

Current report

Excluding share-based costs of $11,017 and $4,248 for the three months ended June 30, 2026 and June 30, 2025, respectively, investor relations costs were $45,468 for the three months ended June 30, 2026 compared to $29,591 for the three months ended June 30, 2025. The increase of $15,877 was primarily due to increased mailing and filing costs related to the Annual General Shareholder meeting on May 27, 2026.

Current report

Six Months Ended June 30, 2026 compared to Six Months Ended June 30, 2025

Current report

The Company had a net loss of $1,109,611 for the six months ended June 30, 2026, compared to a net loss of $2,594,154 for the six months ended June 30, 2025.

Current report

Mineral property expenditures were $5,608,987 for the six months ended June 30, 2026, compared to $950,396 for the six months ended June 30, 2025. The increase of $4,658,591 was primarily due to increased activity on the Livengood Gold Project of $2,952,705 for drilling-related activities, $1,574,803 for field services and supplies to support the drilling programs, increased expenses for land-related legal of $114,947, and land-related fees of $16,136.

Current report

Excluding share-based costs of $174,669 and $73,735 for the six months ended June 30, 2026 and June 30, 2025, respectively, wages and benefits were $757,354 for the six months ended June 30, 2026 compared to $417,921for the six months ended June 30, 2025. The increase of $339,433 was primarily due to the addition of four new employees for $243,018 and the Chief Executive Officer salary returning to 100% reflecting the additional work required to advance the Livengood Gold Project through feasibility study and permitting for $96,415.

Current report

Excluding share-based costs of $678,797 and $430,979 for the six months ended June 30, 2026 and June 30, 2025, respectively, consulting fees were $165,161 for the six months ended June 30, 2026 compared to $118,419 for the six months ended June 30, 2025. The increase of $46,742 was primarily due to an increase in investor relations services provided of $31,323 and an increase in director fees of $19,310, partially offset by a negative timing variance of $3,891 for other contracting fees.

Current report

Regulatory costs were $148,610 and $94,697 for the six months ended June 30, 2026 and June 30, 2025, respectively. The increase of $53,913 was primarily due to increased TSX market fees of $28,906, increased SEDAR+ annual filing fees of $19,450, and increased transfer agent activity-related fees of $5,557.

Current report

Excluding share-based costs of $12,476 and $5,267 for the six months ended June 30, 2026 and June 30, 2025, respectively, investor relations costs were $57,256 for the six months ended June 30, 2026 compared to $38,631 for the six months ended June 30, 2025. The increase of $18,625 was primarily due to increased mailing and filing costs related to the Annual General Shareholder meeting on May 27, 2026.

Current report

Travel costs were $32,719 and $10,104 for the six months ended June 30, 2026 and June 30, 2025, respectively. The increase of $22,615 was primarily due to increased travel related to the current project activities.

Current report

Insurance costs were $77,613 and $112,147 for the six months ended June 30, 2026 and June 30, 2025, respectively. The decrease of $34,534 is primarily due to an agent change.
Removed paragraphs (2)

Previous report

Excluding share-based costs of $111,440 and $48,297 for the three months ended March 31, 2026 and March 31, 2025, respectively, consulting fees were $56,448 for the three months ended March 31, 2026 compared to $61,747 for the three months ended March 31, 2025. The decrease of $5,299 was primarily due to a decrease in services provided.

Previous report

Regulatory fees were $117,246 and $61,731 for the three months ended March 31, 2026 and March 31, 2026, respectively for an increase of $55,515. A higher market capitalization resulted in a $29,571 increase for TSX sustaining fees and a $25,944 increase for regulatory filings fees.
Reworded paragraphs (14)

Previous wording

The Company had net income of $2,274,143 for the three months ended March 31, 2026, compared to a net loss of $669,068 for the three months ended March 31, 2025.

Current wording

The Company had a net loss of $3,383,754 for the three months ended June 30, 2026, compared to a net loss of $1,925,086 for the three months ended June 30, 2025.

Previous wording

Mineral property expenditures were $254,108 for the three months ended March 31, 2026, compared to $148,487 for the three months ended March 31, 2025. The increase of $105,621 was primarily due to increased activity on the Livengood Gold Project of $53,242 and increased expenses for land-related legal of $48,682 and land claim fees of $3,697.

Current wording

Mineral property expenditures were $5,354,879 for the three months ended June 30, 2026, compared to $801,909 for the three months ended June 30, 2025. The increase of $4,552,970 was primarily due to increased activity on the Livengood Gold Project of $2,896,190 for drilling-related activities, $1,578,077 for field services and supplies to support the drilling programs, increased expenses for land-related legal of $66,264, and land-related fees of $12,439.

Previous wording

Excluding share-based costs of $20,419 and $14,265 for the three months ended March 31, 2026 and March 31, 2025, respectively, wages and benefits were $259,060 for the three months ended March 31, 2026 compared to $189,558 for the three months ended March 31, 2025. The increase of $69,502 was primarily due to the Chief Executive Officer salary returning to 100% reflecting the effort needed to advance the Livengood Gold Project through feasibility study and permitting for $50,305 and timing of payroll benefits for $19,197.

Current wording

Excluding share-based costs of $154,250 and $59,470 for the three months ended June 30, 2026 and June 30, 2025, respectively, wages and benefits were $498,294 for the three months ended June 30, 2026 compared to $228,363 for the three months ended June 30, 2025. The increase of $269,931 was primarily due to the addition of four new employees for $223,822 and the Chief Executive Officer salary returning to 100% reflecting the additional work required to advance the Livengood Gold Project through feasibility study and permitting for $46,109.

Previous wording

Insurance costs were $34,744 and $47,011 for the three months ended March 31, 2026 and March 31, 2025, respectively. The decrease of $12,267 is primarily due to an agent change.

Current wording

Insurance costs were $42,869 and $65,136 for the three months ended June 30, 2026 and June 30, 2025, respectively. The decrease of $22,267 is primarily due to an agent change.

Previous wording

Share-based payment charges were $133,318 during the three months ended March 31, 2026 compared to $63,581 during the three months ended March 31, 2025. The increase of $69,737 was mainly the result of equity compensation issued or granted to certain directors of the Company on February 9, 2026, as compared to the three months ended March 31, 2025.

Current wording

Share-based payment charges were $732,624 during the three months ended June 30, 2026 compared to $464,400 during the three months ended June 30, 2025. The increase of $286,224 was mainly the result of equity compensation issued or granted to certain directors and employees of the Company on May 27, 2026, as compared to the three months ended June 30, 2025.

Previous wording

Other items amounted to total other income of $3,318,772 during the three-month period ended March 31, 2026 compared to total other expense of $6,813 during the three-month period ended March 31, 2025. As a result of the impact of exchange rates on certain of the Company’s U.S. dollar cash balances, the Company had a foreign exchange gain of $2,683,173 during the three-month period ended March 31, 2026, compared to a loss of $18,107 during the three-month period ended March 31, 2025. The average exchange rate during the three-month period ended March 31, 2026 was C$1 to $0.7290, compared to C$1 to $0.6968 during the three-month period ended March 31, 2025. Interest income was $635,599 for the three-month period ended March 31, 2026, compared to $11,294 for the three-month period ended March 31, 2025. The increase of $624,305 was primarily due to the net proceeds of the Public Offering and the Concurrent Private Placement being invested in short-term certificates of deposit.

Current wording

Other items amounted to total other income of $3,615,757 during the three-month period ended June 30, 2026 compared to total other expense of $161,552 during the three-month period ended June 30, 2025. As a result of the impact of exchange rates on certain of the Company’s U.S. dollar cash balances, the Company had a foreign exchange gain of $2,134,885 during the three-month period ended June 30, 2026, compared to a loss of $190,324 during the three-month period ended June 30, 2025. The average exchange rate during the three-month period ended June 30, 2026 was C$1 to $0.7225, compared to C$1 to $0.7226 during the three-month period ended June 30, 2025. Interest income was $1,480,872 for the three-month period ended June 30, 2026, compared to $28,772 for the three-month period ended June 30, 2025. The increase of $1,452,100 was primarily due to the investment of the net proceeds of the Public Offering and the Concurrent Private Placement in short-term certificates of deposit.

Previous wording

Professional fees were $129,535 and $32,242 for the three months ended March 31, 2026 and March 31, 2025, respectively. The increase of $97,293 is due primarily to increased fees for legal of $49,926, recruiting of $25,110, and timing variances for accounting and auditing services of $22,257.

Current wording

Professional fees were $237,031 and $88,814 for the six months ended June 30, 2026 and June 30, 2025, respectively. The increase of $148,217 is due primarily to increased fees for legal of $77,629 and recruiting of $49,951, and timing variances for accounting and auditing services of $20,637.

Previous wording

As at March 31, 2026, the Company had cash and cash equivalents of $64,689,792 compared to $1,353,333 at December 31, 2025. The increase of approximately $63.3 million resulted mainly from net financing activities of $114.0 million and stock option exercises of $0.3 million partially offset by short-term investments of $50.0 million and operating activities of $1.8 million.

Current wording

As at June 30, 2026, the Company had cash and cash equivalents of $60,444,641 compared to $1,353,333 at December 31, 2025. The increase of approximately $59.1 million resulted mainly from net financing activities of $114.0 million and stock option exercises of $0.3 million partially offset by short-term investments of $50.0 million, operating activities of $0.3 million, and a positive foreign exchange impact of $4.8 million.

Previous wording

Financing activities during the three-month period ended March 31, 2026 included a public offering pursuant to which the Company issued 33,672,000 common shares of the Company for aggregate gross proceeds, before underwriting expenses and expenses of the offering, of approximately $74.75 million. In connection with the public offering, the Company completed a non-brokered private placement in two tranches pursuant to which it issued an aggregate of 19,520,000 common shares of the Company to an existing major shareholder of the Company, for total proceeds of approximately $43.3 million. Exercise of stock options provided proceeds of $267,795 were received on the issuance of 560,000 common shares and related reallocation of contributed surplus of $128,189.

Current wording

Financing activities during the six-month period ended June 30, 2026 included a public offering pursuant to which the Company issued 33,672,000 common shares of the Company for aggregate gross proceeds, before underwriting expenses and expenses of the offering, of approximately $74.75 million. In connection with the public offering, the Company completed a non-brokered private placement in two tranches pursuant to which it issued an aggregate of 19,520,000 common shares of the Company to an existing major shareholder of the Company, for total proceeds of approximately $43.3 million. Exercise of stock options provided proceeds of $267,795 were received on the issuance of 560,000 common shares and related reallocation of contributed surplus of $128,189.

Previous wording

Financing activities during the three-month period ended March 31, 2025 included the Private Placement pursuant to which the Company issued 8,192,031 common shares of the Company to existing major shareholders to raise gross proceeds of approximately $3.9 million.

Current wording

Financing activities during the six-month period ended June 30, 2025 included the Private Placement pursuant to which the Company issued 8,192,031 common shares of the Company to existing major shareholders to raise gross proceeds of approximately $3.9 million.

Previous wording

Investing activities during the three-month period ended March 31, 2026 comprised solely the transfer of $50.0 million cash to one short-term bank certificate of deposit.

Current wording

Investing activities during the six-month period ended June 30, 2026 comprised solely the transfer of $50.0 million cash to one short-term bank certificate of deposit.

Previous wording

The Company had no cash flows from investing activities during the three-month period ended March 31, 2025.

Current wording

The Company had no cash flows from investing activities during the six-month period ended June 30, 2025.

Previous wording

As at March 31, 2026, the Company had working capital of $114,953,122 compared to working capital of $1,015,182 at December 31, 2025. The Company expects that it will operate at a loss for the foreseeable future, but believes the current cash and cash equivalents will be sufficient for it to complete its anticipated 2026 work plan and satisfy its currently anticipated general and administrative costs, through the 2026 fiscal year.

Current wording

As at June 30, 2026, the Company had working capital of $110,126,084 compared to working capital of $1,015,182 at December 31, 2025. The Company expects that it will operate at a loss for the foreseeable future, but believes the current cash and cash equivalents will be sufficient for it to complete its anticipated 2026 work plan and satisfy its currently anticipated general and administrative costs, through the 2026 fiscal year.

Previous wording

For a discussion of the accounting judgments and estimates that the Company’s management has identified as critical in the preparation of the Company’s financial statements, please see “Critical Accounting Estimates” under Part II. Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025. There have been no significant changes in the Company’s critical accounting estimates during the three months ended March 31, 2026.

Current wording

For a discussion of the accounting judgments and estimates that the Company’s management has identified as critical in the preparation of the Company’s financial statements, please see “Critical Accounting Estimates” under Part II. Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025. There have been no significant changes in the Company’s critical accounting estimates during the six months ended June 30, 2026.
Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

Professional fees were $107,496 and $56,572 for the three months ended June 30, 2026 and June 30, 2025, respectively. The increase of $50,924 is due primarily to increased fees for legal of $27,703 and recruiting of $24,841, and decreased fees due to timing variances for accounting and auditing services of $1,620.

Current report — wording carried from elsewhere

Excluding share-based payments, all other operating expense categories reflected only moderate changes period over period.

Current report — wording carried from elsewhere

Share-based payment charges for the six-month periods ended June 30, 2026 and 2025 were allocated as follows:

Current report — wording carried from elsewhere

Share-based payment charges were $865,942 during the six months ended June 30, 2026 compared to $509,981 during the six months ended June 30, 2025. The increase of $355,961 was mainly the result of equity compensation issued or granted to certain directors and employees of the Company on May 27, 2026, as compared to the six months ended June 30, 2025.

Current report — wording carried from elsewhere

Other items amounted to total other income of $6,934,529 during the six-month period ended June 30, 2026 compared to total other expense of $168,365 during the six-month period ended June 30, 2025. As a result of the impact of exchange rates on certain of the Company’s U.S. dollar cash balances, the Company had a foreign exchange gain of $4,818,058 during the six-month period ended June 30, 2026, compared to a loss of $208,431 during the six-month period ended June 30, 2025. The average exchange rate during the six-month period ended June 30, 2026 was C$1 to $0.7258, compared to C$1 to $0.7098 during the six-month period ended June 30, 2025. Interest income was $2,116,471 for the six-month period ended June 30, 2026, compared to $40,066 for the six-month period ended June 30, 2025. The increase of $2,076,405 was primarily due to the net proceeds of the Public Offering and the Concurrent Private Placement being invested in short-term certificates of deposit.