NEWMONT Corp /DE/

NOTE 1 BASIS OF PRESENTATION

The interim Condensed Consolidated Financial Statements (“interim statements”) of Newmont Corporation, a Delaware corporation and its subsidiaries (collectively, “Newmont,” “we,” “us,” or the “Company”) are unaudited. In the opinion of management, all normal recurring adjustments and disclosures necessary for a fair presentation of these interim statements have been included. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year. These interim statements should be read in conjunction with Newmont’s Consolidated Financial Statements for the year ended December 31, 2024, as filed with the SEC on February 21, 2025 on Form 10-K. The year-end balance sheet data was derived from the audited financial statements and, in accordance with the instructions to Form 10-Q, certain information and footnote disclosures required by GAAP have been condensed or omitted.

Divestiture of Non-Core Assets

The Company completed the sale of the assets of the Telfer reportable segment in the fourth quarter of 2024, the sale of the CC&V, Musselwhite, and Éléonore reportable segments in the first quarter of 2025, and the sale of the Porcupine and Akyem reportable segments in the second quarter of 2025. In the third quarter of 2025, the Company entered into a definitive agreement to sell the Coffee development project, which closed in the fourth quarter of 2025 and remained designated as held for sale at September 30, 2025.

Refer to Note 3 for further information on divestitures.

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Risks and Uncertainties

As a global mining company, the Company’s revenue, profitability and future rate of growth are substantially dependent on prevailing metal prices, primarily for gold, but also for copper, silver, lead, and zinc. Historically, the commodity markets have been very volatile, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows, access to capital, and on the quantities of reserves that the Company can economically produce. The carrying value of the Company’s Property, plant and mine development, net; Inventories; Stockpiles and ore on leach pads; Investments; certain Derivative assets; Deferred income tax assets; and Goodwill are particularly sensitive to the outlook for commodity prices. A decline in the Company’s price outlook from current levels could result in material impairment charges related to these assets.

The Company's global operations expose it to risks associated with public health crises, geopolitical and macroeconomic pressures, including but not limited to inflationary conditions, as well as the effects of certain countermeasures taken by central banks, supply chain disruptions resulting from global conflicts and other global events, an uncertain and evolving labor market and trade environment including tariff and regulatory changes.

Factors that could have further potential short- and, possibly, long-term material adverse impacts on the Company include, but are not limited to, volatility in commodity prices and the prices for gold and other metals, changes in the equity and debt markets or country-specific factors adversely impacting discount rates, significant cost inflation impacts on production, capital and asset retirement costs, logistical challenges, workforce interruptions and financial market disruptions, energy market disruptions, as well as potential impacts to estimated costs and timing of projects.

At the Company’s Yanacocha operations, the mining of oxide ores under its current life-of-mine plan are expected to complete in the fourth quarter of this year. The Company has chosen to continue deferring the investment decision for the Yanacocha Sulfides project and upon cessation of mining this year, will focus its operations on residual gold leaching and eventual transition of the Yanacocha operations into full closure. Associated with the wind-down of operations, the Company is exploring legal alternatives up to and including liquidation of Minera Yanacocha S.R.L., while working to preserve future optionality around its development projects and other exploration potential.

To the extent the Company determines that its development projects in Peru are no longer sufficiently profitable or economically feasible under the Company’s internal requirements, or if these projects are not aligned with the Company’s current capital allocation priorities and strategic direction, this could result in negative modifications to the Company's proven and probable reserves. Further, decisions made by the Company may also indicate that the current carrying value of the assets under construction of its development projects in Peru, and other long-lived assets of the Yanacocha operations, may not be recoverable. As of September 30, 2025, the Yanacocha operations had total long-lived assets of approximately $1,076, inclusive of $827 of assets under construction related to the Yanacocha Sulfides project.

The Company also continues to hold the Conga project in Peru with a total carrying value of $890 at September 30, 2025. While higher near-term gold and copper prices could be a positive indicator of future profitability and economic returns from this project, based on current conditions, the Company does not anticipate developing Conga in the nextten years and so this project remains in care and maintenance. Should the Company be unable to develop the Conga project, other alternatives for the project would be considered, which may result in a future impairment charge for the remaining assets.

Refer to Note 18 below for further information on risks and uncertainties that could have a potential impact on the Company as well as Note 2 to the Consolidated Financial Statements included in Part II, Item 8, of the Company's Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 21, 2025.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the accounting for and recognition and disclosure of assets, liabilities, equity, revenues, and expenses. The Company must make these estimates and assumptions because certain information used is dependent on future events, cannot be calculated with a high degree of precision from data available or simply cannot be readily calculated based on generally accepted methodologies. Actual results could differ from these estimates.

Indemnification Liabilities

The Company has provided certain indemnifications in connection with divestitures. The indemnifications contingently require the Company, as guarantor, to make payments to the guaranteed party and are initially measured at the greater of fair value or the contingent liability amount to be recognized in accordance with ASC 450 and are included in Other non-current liabilities. For indemnifications provided in sales agreements, a portion of the sale proceeds is allocated to the guarantee, which adjusts the gain or loss that would otherwise result from the transaction. The subsequent accounting for the liability depends on the nature of the underlying guarantee. Indemnification liabilities are reduced as the Company is released from risk under the guarantee. The recognition and measurement provisions of ASC 450 continue to apply to the contingent loss portion of the guarantee unless the guarantee is accounted for as a derivative.

Reclassifications

Certain amounts and disclosures in prior years have been reclassified to conform to the current year presentation.

Recently Adopted Accounting Pronouncements and Securities and Exchange Commission Rules

Improvement to Income Tax Disclosures

In December 2023, ASU 2023-09 was issued which requires disaggregated information about the effective tax rate reconciliation and additional information on taxes paid that meet a qualitative threshold. The new guidance is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company adopted this standard as of January 1, 2025 and will reflect the new disclosure requirements in its annual report.

Recently Issued Accounting Pronouncements and Securities and Exchange Commission Rules

Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract

In September 2025, ASU 2025-07 was issued expanding the scope of contracts that are excluded from derivative accounting and clarifying the accounting for share-based noncash consideration in revenue contracts. The new guidance is effective for annual reporting periods beginning after December 15, 2026, with early adoption permitted. The Company is currently evaluating the impacts of the guidance on its consolidated financial statements.

Disaggregation of Income Statement Expenses

In November 2024, ASU 2024-03 was issued, requiring additional disclosures in the notes to the financial statements on the nature of certain expense captions presented on the face of the Consolidated Statement of Operations. The new guidance is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impacts of the guidance on its disclosures.

NOTE 3 DIVESTITURES

Based on a comprehensive review of the Company’s portfolio of assets following the Newcrest acquisition, the Company’s Board of Directors approved a portfolio optimization program to divestsix non-core assets and a development project in February 2024. The non-core assets to be divested included CC&V, Musselwhite, Porcupine, Éléonore, Telfer, Akyem, and the Coffee development project in Canada. The Company presented these assets as held for sale in the first quarter of 2024 and recorded the assets at the lower of their carrying value or fair value, less costs to sell. These assets are periodically valued until sale occurs with any resulting gain or loss recognized in(Gain) loss on sale of assets held for sale.

The Company completed the sale of the assets of the Telfer reportable segment in the fourth quarter of 2024, the sale of the CC&V, Musselwhite, and Éléonore reportable segments in the first quarter of 2025, and the sale of the Porcupine and Akyem reportable segments in the second quarter of 2025. In the third quarter of 2025, the Company entered into a definitive agreement to sell the

Coffee development project, which closed in the fourth quarter of 2025 and remained designated as held for sale at September 30, 2025.

Gains or losses recognized on the completion of the sales are recognized in(Gain) loss on sale of assets held for sale. All sales agreements include transitional services support to be provided by the Company up to a one-year period following close. Gains recognized on the completed sales during the nine months ended September 30, 2025 are summarized in the table below; value of consideration received and indemnifications provided represent the value at the time of close.

(1)Certain working capital adjustments are to be finalized over a defined period from the close of sale. Any resulting revisions will be settled in cash, with an offsetting impact recognized in(Gain) loss on sale of assets held for sale. Adjustments are not expected to be material.

(2)Recognized in(Gain) loss on sale of assets held for sale.

(3)A total net loss of $15 was recognized on the CC&V divestment since designation as held for sale in the first quarter of 2024, including a gain of $2 which was recognized for the nine months ended September 30, 2025. For Porcupine, a total net loss of $358 was recognized since designation as held for sale in the first quarter of 2024, including a $76 loss reversal and $28 gain recognized in the first and second quarter of 2025, respectively, resulting in a total gain of $104 recognized for the nine months ended September 30, 2025. The total net losses on CC&V and Porcupine include prior period write-downs; no prior period write-downs were incurred on Musselwhite, Éléonore, or Akyem.

CC&V. Sale of the CC&V reportable segment to SSR Mining Inc. ("SSR") closed on February 28, 2025. The deferred consideration consists of $175 payable intwo installments of $87.5 upon certain regulatory approvals. The deferred payments meet the definition of a derivative asset and are included as contingent consideration in Derivative assets. The indemnification consists of a guarantee in which the Company will indemnify SSR for 90% of certain closure costs over $500 related to the Company’s historical mining activities with no limitation to the maximum potential future payments. The Company has an opportunity to fully settle the indemnification at certain milestones through aone-time lump sum payment. The indemnification is included in Other non-current liabilities.

Musselwhite. Sale of the Musselwhite reportable segment to Orla Mining Ltd ("Orla") closed on February 28, 2025. The deferred consideration consists of $40 payable intwo installments of $20 on the first and second year anniversary of the close date, dependent on the average spot gold price over the respective period. The deferred payments meet the definition of a derivative asset and are included as contingent consideration in Other current assets and Derivative assets, respectively.

Porcupine. Sale of the Porcupine reportable segment to Discovery Silver Corp. ("Discovery") closed on April 15, 2025. The deferred consideration consists of $150 to be paid infour equal annual installments beginning December 31, 2027. The deferred consideration is classified as a note receivable and is included in Other non-current assets. Equity consideration consisted of $233 of Discovery shares, which were accounted for as marketable equity securities and fully divested in the third quarter of 2025.

Éléonore. Sale of the Éléonore reportable segment to Dhilmar Ltd closed on February 28, 2025.

Akyem. Sale of the Akyem reportable segment to Zijin Mining Group Co., Ltd ("Zijin") closed on April 15, 2025. The deferred consideration consisted of $100 payable at the earlier of lease ratification or the fifth year anniversary of the close date. The deferred consideration met the definition of a derivative asset and was included as contingent consideration in Derivative assets. The indemnification consisted of a guarantee in which the Company would have indemnified Zijin for losses from non-ratification of the lease by the Ghanaian Parliament, government actions stopping operations, or required renegotiations to secure ratification, with a cap of $200 and a 5-year claim period. In the third quarter of 2025, the lease was ratified resulting in receipt of the deferred consideration and removal of the indemnification obligation resulting in a gain of $35 recognized in(Gain) loss on sale of assets held for sale.

(Gain) loss on sale of assets held for sale consisted of the following:

(1)In the third quarter of 2025, the Company recognized a partial reversal of the prior period write-down on the Coffee development project as a result of the binding sales agreement.

(2)In 2025, tax impacts on the reversals of prior period write-downs of assets held for sale resulted in the reduction to the respective deferred tax asset, which decreased the carrying values of the related disposal group and resulted in additional gains. In 2024, a tax impact on write-downs of assets held for sale resulted in the establishment of a deferred tax asset, which increased the respective carrying values of the related disposal groups and resulted in an additional loss.

(3)Primarily consists of the impact of finalization of certain working capital adjustments on completed sales and certain costs incurred under the transitional services support agreements.

At September 30, 2025, assets held for sale consisted of the Coffee development project. At December 31, 2024, assets held for sale consisted of CC&V, Musselwhite, Porcupine, Éléonore, Akyem, and the Coffee development project.

The estimated fair values of assets held for sale are considered a non-recurring level 2 or 3 fair value measurements and were determined using (i) the market approach for disposal groups in which a binding sales agreement was in place but close had not yet occurred, or (ii) the income approach in the absence of a binding sales agreement. For fair values estimated using the income approach, the significant inputs at December 31, 2024 included (i) cash flow information available to the Company, (ii) a long-term gold price of $1,900 (iii) current estimates of resources and exploration potential, and (iv) a reporting unit specific discount rate of 9.75%. Additional losses may be incurred as fair value estimates change.

The following table presents the carrying value of the major classes of assets and liabilities held for sale for the Coffee development project as of September 30, 2025. The carrying value is presented prior to the recognition of the cumulative write-down of $155, excluding tax impacts, resulting in an aggregate net book value of assets held for sale of $162.

(1)The Coffee Project is included in Corporate and Other in Note 4.

The following table presents the carrying value of the major classes of assets and liabilities held for sale by disposal group as of December 31, 2024. The carrying values are presented prior to recognition of the write-down of $699, excluding tax impacts, resulting in an aggregate net book value of the assets held for sale of $2,432.

(1)Divested as of September 30, 2025.

(2)The Coffee Project is included in Corporate and Other in Note 4.

NOTE 4 SEGMENT INFORMATION

The Company regularly reviews its segment reporting for alignment with its strategic goals and operational structure as well as for evaluation of business performance and allocation of resources by Newmont’s Chief Operating Decision Maker ("CODM"). At September 30, 2025, the reportable segments of the Company comprise each of its 11 managed mining operations, which includes its 70% proportionate interest in Red Chris, and its 38.5% proportionate interest in Nevada Gold Mines ("NGM"), which it does not directly manage. Newmont consolidates Suriname Gold project C.V. (“Merian”) through its wholly-owned subsidiary, Newmont Suriname LLC., as the primary beneficiary of Merian, which is a variable interest entity. The reportable segments at September 30, 2025 excludes those that have been divested. Refer to Note 3 for further information on divestitures.

In the following tables, Income (loss) before income and mining tax and other items from reportable segments does not reflect general corporate expenses, interest (except project-specific interest) or income and mining taxes. Intercompany revenue and expense amounts have been eliminated within each segment in order to report on the basis that management uses internally for evaluating segment performance. The Company's business activities and operating segments that are not considered reportable, including all equity method investments, are reported in the non-operating segment Corporate and Other, which has been provided for reconciliation purposes.

The CODM uses Income (loss) before income and mining tax and other items to evaluate income generated from segment assets in deciding whether to reinvest profits into the mine operation or reallocate for other capital priorities under the Company's capital allocation strategy. Additionally, the CODM primarily uses this metric to assess performance of the segment, plan and forecast future business operations, and benchmark to competitors.

The financial information relating to the Company’s segments is as follows:

(1)Other Segment Expenses (Income) for all reportable segments includes Other expense, net and Other income (loss), net. Refer to Notes 7 and 8, respectively, for further information. Additionally, Other Segment Expenses (Income) includes General and administrative, Change in fair value of investments and options, and Interest expense, net of capitalized interest, which are primarily incurred at the non-operating segment Corporate and Other.

(2)Other Segment Expenses (Income) includes(Gain) loss on sale of assets held for sale which primarily consists of a partial reversal of the prior period write-down on the Coffee development project as a result of the binding sales agreement. Refer to Note 3 for further information on the Company's divestitures.

(3)Includes an increase in non-cash adjustments of $9, primarily comprised of the change in accrued capital expenditures. Consolidated capital expenditures on a cash basis were $727.

(4)The Coffee development project disposal group is included in Corporate and Other. Refer to Note 3 for further information on the Company's divestitures.

(1)Segment presentation for the prior period has been recast due to the adoption of ASU 2023-07.

(2)Other Segment Expenses (Income) includes(Gain) loss on sale of assets held for sale, Other expense, net, and Other income (loss), net. Refer to Notes 3, 7, and 8, respectively, for further information. Additionally, Other Segment Expenses (Income) includes General and administrative, Change in fair value of investments and options, and Interest expense, net of capitalized interest, which are primarily incurred at the non-operating segment Corporate and Other.

(3)Includes an increase in non-cash adjustments of $3, primarily comprised of the change in accrued capital expenditures. Consolidated capital expenditures on a cash basis were $877.

(4)Refer to Note 3 for information on the Company's divestitures.

(5)During the second quarter of 2024, seepage points were detected on the outer wall and around the tailings storage facility at Telfer and the Company temporarily ceased placing new tailings on the facility. Production resumed at the end of the third quarter of 2024. The Company completed the sale of Telfer in the fourth quarter of 2024.

(1)Other Segment Expenses (Income) for all reportable segments includes Other expense, net and Other income (loss), net. Refer to Notes 7 and 8, respectively, for further information. Additionally, Other Segment Expenses (Income) includes General and administrative, Change in fair value of investments and options, and Interest expense, net of capitalized interest, which are primarily incurred at the non-operating segment Corporate and Other.

(2)Other Segment Expenses (Income) includes(Gain) loss on sale of assets held for sale which primarily consists of gains on the completed sales. Refer to Note 3 for further information.

(3)Includes an increase in non-cash adjustments of $6, primarily comprised of the change in accrued capital expenditures. Consolidated capital expenditures on a cash basis were $2,227.

(4)The Coffee development project disposal group is included in Corporate and Other. Additionally, Corporate and Other contained legacy reclamation related to Porcupine which was divested in the second quarter of 2025. Refer to Note 3 for information on the Company's divestitures.

(5)Refer to Note 3 for information on the Company's divestitures.

(1)Segment presentation for the prior period has been recast due to the adoption of ASU 2023-07.

(2)Other Segment Expenses (Income) includes(Gain) loss on sale of assets held for sale, Other expense, net, and Other income (loss), net. Refer to Notes 3, 7, and 8, respectively, for further information. Additionally, Other Segment Expenses (Income) includes General and administrative, Change in fair value of investments and options, and Interest expense, net of capitalized interest, which are primarily incurred at the non-operating segment Corporate and Other.

(3)Includes a decrease in non-cash adjustments of $55, primarily comprised of the change in accrued capital expenditures. Consolidated capital expenditures on a cash basis were $2,527.

(4)Refer to Note 3 for information on the Company's divestitures. The Coffee development project disposal group is included in Corporate and Other.

(5)During the second quarter of 2024, seepage points were detected on the outer wall and around the tailings storage facility at Telfer and the Company temporarily ceased placing new tailings on the facility. Production resumed at the end of the third quarter of 2024. The Company completed the sale of Telfer in the fourth quarter of 2024.

NOTE 5 SALES

The following tables present the Company’s Sales by mining operation, product, and inventory type:

(1)Silver sales from concentrate includes $24 and $15 related to non-cash amortization of the silver streaming agreement liability for the three months ended September 30, 2025 and 2024, respectively.

(2)The Company purchases its proportionate share of gold doré from NGM for resale to third parties. Gold doré purchases from NGM totaled $854 and $581 for the three months ended September 30, 2025 and 2024, respectively.

(3)Refer to Note 3 for information on the Company's divestitures.

(1)Silver sales from concentrate includes $63 and $65 related to non-cash amortization of the silver streaming agreement liability for the nine months ended September 30, 2025 and 2024, respectively.

(2)The Company purchases its proportionate share of gold doré from NGM for resale to third parties. Gold doré purchases from NGM totaled $2,186 and $1,669 for the nine months ended September 30, 2025 and 2024, respectively.

(3)The Company completed the sale of Telfer in the fourth quarter of 2024, CC&V, Musselwhite, and Éléonore in the first quarter of 2025, and Porcupine and Akyem in the second quarter of 2025. Refer to Note 3 for information on the Company's divestitures.

Trade Receivables and Provisional Sales

At September 30, 2025 and December 31, 2024, Trade receivables consisted primarily of sales from provisionally priced concentrate and other production. Changes in pricing on provisional sales resulted in an increase to Sales of $144 and $66 for the three months ended September 30, 2025 and 2024, respectively, and $325 and $197 for the nine months ended September 30, 2025 and 2024, respectively.

At September 30, 2025, Newmont had the following provisionally priced concentrate sales subject to final pricing over the next several months:

(1)Includes provisionally priced by-product sales subject to final pricing, which are recognized as a reduction to Costs applicable to sales.

NOTE 6 RECLAMATION AND REMEDIATION

The Company’s mining and exploration activities are subject to various domestic and international laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. The Company conducts its operations to protect public health and the environment and believes its operations are in compliance with applicable laws and regulations in all material respects. The Company has made, and expects to make in the future, expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures. Estimated future reclamation and remediation costs are based principally on current legal and regulatory requirements.

The Company’s Reclamation and remediation expense consisted of:

The following are reconciliations of Reclamation and remediation liabilities:

(1)The addition to reclamation for the nine months ended September 30, 2025 was primarily related to NGM, as a result of higher water management costs and higher mercury storage and disposal costs at the Carlin mine. The addition to remediation for the nine months ended September 30, 2025 was primarily related to higher water management costs and project execution delays at the Midnite Mine. The addition to remediation for the nine months ended September 30, 2024 was primarily due to the completion of haul road safety enhancements and continued clean up of contaminated materials and closure of thethree mine portals at the Ross Adams mine. The Midnite Mine and Ross Adams mine are included in Corporate and Other in Note 4.

(2)During 2024, measurement period adjustments of $64 relating to refinements to the preliminary valuation of the Telfer asset resulted in an increase to Reclamation and remediation liabilities.

(3)During the first quarter of 2024, certain non-core assets were determined to meet the criteria for assets held for sale. As a result, the related assets and liabilities, including reclamation and remediation liabilities, were reclassified to Assets held for sale and Liabilities held for sale, respectively. The Company completed the sale of CC&V, Musselwhite, and Éléonore in the first quarter of 2025, and Porcupine and Akyem in the second quarter of 2025. Refer to Note 3 for information on the Company's divestitures.

(1)The current portion of reclamation and remediation liabilities are included in Other current liabilities; refer to Note 16 for further information.

(2)The non-current portion of reclamation and remediation liabilities are included in Reclamation and remediation liabilities.

(3)Total reclamation liabilities include $4,251 and $4,546 related to Yanacocha at September 30, 2025 and December 31, 2024, respectively.

The Company is also involved in several matters concerning environmental remediation obligations associated with former, primarily historic, mining activities. Generally, these matters concern developing and implementing remediation plans at the various sites involved. The amounts accrued are reviewed periodically based upon facts and circumstances available at the time. Changes in estimates are recorded in Other current liabilities and Reclamation and remediation liabilities in the period estimates are revised.

Included in Assets held for saleat September 30, 2025 and December 31, 2024 are $— and $93, respectively, of restricted cash held for purposes of settling reclamation and remediation obligations. The amount at December 31, 2024 related to Akyem.

Included in Other non-current assets at September 30, 2025 and December 31, 2024 are $31 and $29, respectively, of non-current restricted cash held for purposes of settling reclamation and remediation obligations primarily related to Ahafo and San Jose Reservoir at Yanacocha.

Included in Other non-current assets at September 30, 2025 and December 31, 2024 are $14 and $15, respectively, of non-current restricted investments, which are legally pledged for purposes of settling reclamation and remediation obligations primarily related to San Jose Reservoir at Yanacocha.

Refer to Note 18 for further discussion of reclamation and remediation matters.

NOTE 7 OTHER EXPENSE, NET

(1)In the third quarter of 2025, the Company recognized a non-cash impairment charge of $28 related to the full write-down of its interest in the Namosi exploration stage property in Fiji.

(2)In 2025, includes a gain recognized on the reduction of the stamp duty tax liability incurred as a result of the Newcrest transaction.

Restructuring and severance. Beginning in the third quarter of 2025, management committed to a strategic plan designed to reduce operating costs and continue to advance the Company’s ongoing commitment to profitability, which included streamlining its organizational structure and a reduction of the Company’s workforce and office space in certain markets.

During the three and nine months ended September 30, 2025, restructuring and severance primarily consists of expenditures for severance accruals correlated to workforce reductions and related consulting charges. The Company expects the majority of the cash expenditures related to the plan to be made over the next two quarters. Estimates are based on a number of assumptions, including compliance with local legal requirements across jurisdictions. Actual costs and timing may vary from current estimates as the Company continues to assess the full scope of the impact arising from, or related to, the workforce reduction and operating model changes.

NOTE 8 OTHER INCOME (LOSS), NET

NOTE 9 INCOME AND MINING TAXES

A reconciliation of the U.S. federal statutory tax rate to the Company’s effective income tax rate follows:

(1)Tax rates may not recalculate due to rounding.

(2)Refer to Note 3 for information on the Company's divestitures.

NOTE 10 FAIR VALUE ACCOUNTING

The following tables set forth the Company’s assets and liabilities measured at fair value on a recurring (at least annually) or nonrecurring basis by level within the fair value hierarchy. As required by accounting guidance, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Refer to Note 13 to the Consolidated Financial Statements included in Part II, Item 8, of the Company's Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 21, 2025, for further information on the Company's assets and liabilities included in the fair value hierarchy presented below.

(1)Cash and cash equivalents includes short-term deposits that have an original maturity of three months or less.

(2)Assets held for sale at September 30, 2025 and December 31, 2024 includes assets held for sale that were adjusted to their fair value, excluding costs to sell, of $166 and $1,840, respectively. The aggregate fair value, excluding costs to sell, of net assets held for sale subject to fair value remeasurement at September 30, 2025 and December 31, 2024 was $162 and $679, respectively.

(3)The Company's equity investment in Greatland Gold plc ("Greatland"), acquired through the sale of Telfer in the fourth quarter of 2024, is included in marketable equity and other securities at September 30, 2025 and in equity method investments under the fair value option at December 31, 2024. Refer to Note 12 for further information.

(4)Debt is recognized at amortized cost of $5,180 and $8,476 at September 30, 2025 and December 31, 2024, respectively. Refer to Note 15 for further information. The fair value measurement of debt presented above was based on an independent third-party pricing source.

(5)Consists of an option acquired through the sale of Telfer in the fourth quarter of 2024, for which the Company elected the fair value option. Refer to Note 12 for further information.

The following tables set forth a summary of the quantitative and qualitative information related to the significant observable and unobservable inputs used in the calculation of the Company’s Level 3 financial assets and liabilities at September 30, 2025 and December 31, 2024:

(1)At September 30, 2025, the current and non-current portion of the Cadia Power Purchase Agreement ("Cadia PPA") of $7 and $144, respectively, are in an asset position. At December 31, 2024, the current portion of the Cadia PPA of $1 is in a liability position and the non-current portion of $95 is in an asset position. Amounts in an asset position are included in Derivative assets within the fair value hierarchy table and amounts in a liability position are included in Derivative liabilities within the fair value hierarchy table.

(2)Refer to Note 3 for information on the assumptions and inputs specific to the non-recurring fair value measurement performed relating to assets held for sale.

The following tables set forth a summary of changes in the fair value of the Company’s recurring Level 3 financial assets and liabilities:

(1)The Company acquired contingent consideration assets as part of the divestitures that occurred in 2025. Refer to Note 3 for further information.

(2)In the second quarter of 2024, the Company sold the Stream Credit Facility Agreement which was a non-revolving credit facility for the Fruta del Norte mine operated by Lundin Gold Inc. (“Lundin Gold”), in which the Company holds a 32% interest. In the third quarter of 2024, the company sold the Batu and Elang Contingent consideration assets.

(3)In the first quarter of 2024, certain amounts relating to the Batu Hijau contingent consideration asset were reclassified from a derivative to a receivable as a result of achieving certain contractual milestones.

NOTE 11 DERIVATIVE INSTRUMENTS

(1)Included in Other current assets.

(2)At September 30, 2025, includes contingent consideration assets acquired through the sales of certain reportable segments. Refer to Note 3 for further information.

(3)Included in Derivative assets.

(4)Included in Other current liabilities.

(5)Included in Other non-current liabilities.

Hedging Instruments

Hedging instruments consist of foreign currency cash flow hedges and the Cadia PPA.

Foreign Currency Cash Flow Hedges

The Company has implemented various hedge programs in which fixed forward contracts have been entered into to mitigate variability in the USD-functional cash flows associated with specific expenditures. These fixed forward contracts have been designated as foreign currency cash flow hedges for the related forecasted expenditures and were transacted for risk management purposes. Refer to the table below for a summary of these programs at September 30, 2025:

(1)The hedge program matured in 2024 and a gain of $7 remains in Accumulated other comprehensive income (loss)as of September 30, 2025.

(2)In October 2025, the Company entered into an additional A$—, A$177, and C$32 relating to the active programs, respectively.

To minimize credit risk, the Company only enters into transactions with counterparties that meet certain credit requirements and periodically reviews the creditworthiness of these counterparties. The Company believes that the risk of counterparty default is low and its exposure to credit risk is minimal.

The unrealized changes in fair value have been recorded in Accumulated other comprehensive income (loss) and are reclassified to earnings during the period in which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item. If the underlying hedge transaction becomes probable of not occurring, the related amounts will be reclassified to earnings immediately. For the foreign currency cash flow hedges related to capital expenditures, amounts recorded in Accumulated other comprehensive income (loss) are reclassified to earnings through Depreciation and amortization after the respective project reaches commercial production. For the foreign currency cash flow hedges related to operating expenditures, amounts recorded in Accumulated other comprehensive income (loss) are reclassified to earnings through Costs applicable to salesin the month that the operating expenditures are incurred.

Cadia PPA

The Cadia PPA is a 15-year renewable power purchase agreement acquired by the Company through the Newcrest transaction. The Company has designated the Cadia PPA as a cash flow hedge to mitigate the variability in cash flows related to approximately 40 percent of forecasted purchases of power at the Cadia mine for a 15-year period beginning in July 2024. Additionally, the Cadia PPA will provide the Company with access to large scale generation certificates which the Company intends to surrender to support achieving its greenhouse gas emission reduction targets.

To minimize credit risk, the Company only enters into transactions with counterparties that meet certain credit requirements and periodically reviews the creditworthiness of these counterparties. The Company believes that the risk of counterparty default is low and its exposure to credit risk is minimal.

The unrealized changes in fair value have been recorded in Accumulated other comprehensive income (loss) and will be reclassified to earnings during the period in which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item. If the underlying hedge transaction becomes probable of not occurring, the related amounts in Accumulated other comprehensive income (loss) will be reclassified to earnings immediately. For the Cadia PPA cash flow hedge, amounts recorded in Accumulated other comprehensive income (loss) will be reclassified to earnings through Costs applicable to sales the period in which the related hedged electricity is purchased, which began in July 2024.

The following table provides the fair value of the Company’s derivative instruments designated as cash flow hedges:

(1)Included in Other current assets.

(2)Included in Derivative assets.

(3)Included in Other current liabilities.

(4)Included in Other non-current liabilities.

The following table provides the losses (gains) recognized in earnings related to the Company's derivative instruments:

(1)As of September 30, 2025, amounts remaining in Accumulated other comprehensive income (loss)fully relate to the interest rate contracts on the 2042 Senior Notes with the related losses to be reclassified from Accumulated other comprehensive income (loss) and amortized to Interest expense, net of capitalized interest over the term of the notes. A loss of $3 is expected to be reclassified into earnings over the next 12 months. The actual amounts that will be reclassified to earnings could vary upon repurchase or exchange of the related long-term debt prior to maturity.

(2)As of September 30, 2025, a gain of $25 is expected to be reclassified out of Accumulated other comprehensive income (loss)into earnings over the next 12 months. The actual amounts that will be reclassified to earnings will vary due to future foreign currency exchange rates.

(3)As of September 30, 2025, a loss of $10 is expected to be reclassified out of Accumulated other comprehensive income (loss)into earnings over the next 12 months, which includes amounts related to the initial fair value that are reclassified from Accumulated other comprehensive income (loss) to earnings on a systematic basis over the 15-year term. The actual amounts that will be reclassified to earnings will vary due to future power prices and power generation volumes.

NOTE 12 INVESTMENTS

(1)The Company's investment in Greatland, acquired through the sale of Telfer in the fourth quarter of 2024, is included in equity method investments under the fair value option at December 31, 2024 and in current marketable equity and other equity securities at September 30, 2025 as it no longer qualifies as an equity method investment with an ownership of 10% and loss of significance influence. Refer below for further information.

(2)In the third quarter of 2025, the Company sold its investment in Orla for net proceeds of $428.

(3)At September 30, 2025 and December 31, 2024, includes $25 accounted for under the measurement alternative.

(4)Non-current restricted investments are legally pledged for purposes of settling reclamation and remediation obligations and are included in Other non-current assets. Refer to Note 6 for further information regarding these amounts.

Equity Method Investments

The following table provides the income (loss) from the Company's equity method investments, recognized in Equity income (loss) of affiliates:

Pueblo Viejo

As of September 30, 2025 and December 31, 2024, the Company had outstanding stockholder loans to Pueblo Viejo of $508 and $486, with accrued interest of $50 and $19, respectively, included in the Pueblo Viejo equity method investment.

The Company purchases its portion (40%) of gold and silver produced from Pueblo Viejo at market price and resells those ounces to third parties. Total payments made to Pueblo Viejo for gold and silver purchased were $259 and $626 for the three and nine months ended September 30, 2025, respectively, and $163 and $411 for the three and nine months ended September 30, 2024, respectively. These purchases, net of subsequent sales, are included in Other income (loss), netand the net amount is immaterial. There wereno amounts due to or from Pueblo Viejo for gold and silver purchases as of September 30, 2025 or December 31, 2024.

Lundin Gold

Lundin Gold is accounted for on a quarterly lag. At September 30, 2025, the calculated fair value, based on quoted closing prices of publicly traded shares, of the Company's investment in Lundin Gold was $4,994.

The Company had the right to purchase 50% of gold produced from Lundin Gold at a price determined based on delivery dates and a defined quotational period and resold the ounces purchased to third parties under an offtake agreement acquired through the Newcrest transaction (the "Offtake agreement"). In the second quarter of 2024, the Company sold the Offtake agreement to Lundin Gold resulting in settlement of the rights under the Offtake agreement. As a result, no purchases were incurred in 2025.

Total payments made to Lundin Gold under the Offtake agreement for gold purchased was $189 for the nine months ended September 30, 2024. These payments were recognized net of subsequent sales in Other income (loss), net with the net amount being immaterial. There wasno payable due to Lundin Gold for gold purchases as of December 31, 2024.

Greatland

The Company acquired a 20% interest in Greatland, resulting in 2.7 billion shares, in connection with the sale of Telfer in December 2024. The Company accounted for its investment in Greatland as an equity method investment, included in Investments, for which the Company elected the fair value option as it believed it best reflected the economics of the underlying transaction. The shares are subject to a sale restriction period ofone-year following the date of close, under which certain events would allow for the Company to sell its shares.

In the second quarter of 2025, Greatland completed a corporate reorganization in which Greatland Resources Limited ("GRL") became the new holding company for Greatland and involved the cancellation of Greatland’s shares and the issuance of new shares under GRL. Concurrently, a share consolidation occurred with Greatland shareholders receiving one ordinary share in GRL for every twenty Greatland shares held. As a result, the Company’s 2.7 billion Greatland shares were converted into 134 million GRL shares. In the second quarter of 2025, the Company sold 67 million shares for $274, reducing its ownership to 10%, resulting in a gain of $68 recognized in Change in fair value of investments and optionsfor the nine months ended September 30, 2025. The remaining 67 million shares held are accounted for as marketable equity securities and are included in current Investments with a fair value of $319 at September 30, 2025.

The equity held in GRL contains an option in which a third party has the ability to acquire 67 million shares of the Company's GRL shares at a set price exercisable forfour years (the "Greatland Option"). The Greatland Option does not meet the definition of a derivative and is considered to be a financial liability, for which the Company has elected the fair value option. The Company believes the fair value option best reflects the economics of the underlying transaction. At September 30, 2025 and December 31, 2024, the Greatland Option is included in Other current liabilities and Other non-current liabilities, respectively, at a fair value of $198 and $51, respectively.

Changes in the fair value of the equity interest held in GRL and the Greatland Option are recognized through earnings each reporting period in Change in fair value of investments and options. For the three and nine months ended September 30, 2025, a gain of $16 and $381 was recognized related to the equity interest held in GRL, respectively, of which $68 related to the sale in the second quarter of 2025. For the three and nine months ended September 30, 2025, a loss of $8 and $147 was recognized related to the Greatland Option, respectively.

NOTE 13 INVENTORIES

(1)During the first quarter of 2024, certain non-core assets were determined to meet the criteria for held for sale. As a result, the related assets, including Inventories of $185, were reclassified to Assets held for sale at December 31, 2024; no amounts related to Inventories were reclassified to Assets held for saleat September 30, 2025. Refer to Note 3 for additional information.

NOTE 14 STOCKPILES AND ORE ON LEACH PADS

(1)During the first quarter of 2024, certain non-core assets were determined to meet the criteria for held for sale. As a result, the related assets, including Stockpiles and ore on leach pads of $374, were reclassified to Assets held for sale at December 31, 2024; no amounts related to Stockpiles and ore on leach pads were reclassified to Assets held for saleat September 30, 2025. Refer to Note 3 for additional information.

NOTE 15 DEBT

Scheduled minimum debt repayments are as follows:

Debt Extinguishment

In the first quarter of 2025, the Company fully redeemed all of the outstanding 2026 Senior Notes for a redemption price of $957, which consisted of principal of $928, accrued and unpaid interest of $19, and a make-whole provision of $10. As a result, a loss on extinguishment of $13 was recognized in Other income (loss), netfor the nine months ended September 30, 2025.

In the first and second quarters of 2025, the Company partially redeemed certain other senior notes through open market repurchases, resulting in a loss on extinguishment of $15 for the nine months ended September 30, 2025 recognized in Other income (loss), net.

Additionally in the third quarter of 2025, the Company completed a debt tender offer in which certain senior notes were partially redeemed for a total redemption price of $2,003, which consisted of principal of $1,974 and accrued and unpaid interest of $29. As a result, a loss on extinguishment of $72 was recognized in Other income (loss), netfor the three and nine months ended September 30, 2025. Included in the loss on extinguishment is the acceleration of $53 loss from Accumulated other comprehensive income (loss) related to previously terminated interest rate cash flow hedges.

The following table summarizes the redemptions:

(1)Includes $51 of accrued interest and excludes $3 in third party fees.

NOTE 16 OTHER LIABILITIES

(1)In the first quarter of 2025, the Company paid $116 to the Worsley JV related to the waiver of certain rights within the cross-operation agreement that confers priority to the bauxite operations at the Boddington mine. This payment is included in other investing activities in the Condensed Consolidated Statement of Cash Flows.

(2)The Greatland Option was acquired through the sale of Telfer in the fourth quarter of 2024 and accounted for under the fair value option. The option was included in Other non-current liabilitiesat December 31, 2024 for $51. Refer to Note 12 for further information.

(3)Primarily consists of amounts due to NGM representing Barrick Mining Corporation's (“Barrick”)61.5% proportionate share of the amount owed to NGM for gold and silver purchased by Newmont. Newmont’s 38.5% share of such amounts is eliminated upon proportionate consolidation of its interest in NGM. Receivables for Newmont's 38.5% proportionate share related to NGM's activities with Barrick are included in Other current assets.

(4)Primarily consists of the current portion of the silver streaming agreement liability.

(5)Primarily consists of unrecognized tax benefits, including penalties and interest.

(6)Primarily consists of the indemnification recognized related to the sale of CC&V. Refer to Note 3 for further information.

(7)Primarily consists of the non-current portion of operating lease liabilities.

NOTE 17 ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

NOTE 18 COMMITMENTS AND CONTINGENCIES

General

Estimated losses from contingencies are accrued by a charge to income when information available prior to issuance of the financial statements indicates that it is probable that a liability could be incurred, and the amount of the loss can be reasonably estimated. Legal expenses associated with the contingency are expensed as incurred. If a loss contingency is not probable or reasonably estimable, disclosure of the contingency and estimated range of loss, if determinable, is made in the financial statements when it is at least reasonably possible that a material loss could be incurred.

Operating Segments

The Company’s operating and reportable segments are identified in Note 4. Except as noted in this paragraph, all of the Company’s commitments and contingencies specifically described herein are included in the non-operating segment Corporate and Other. The Yanacocha matters relate to the Yanacocha reportable segment. The Cadia matter relates to the Cadia reportable segment. The Newmont Ghana Gold and Newmont Golden Ridge matters relate to the Ahafo reportable segment and Akyem, which was divested in the second quarter of 2025, respectively. The CC&V matter relates to CC&V, which was divested in the first quarter of 2025.

Environmental Matters

Refer to Note 6 for further information regarding reclamation and remediation. Details about certain significant matters are discussed below.

Minera Yanacocha S.R.L. -100% Newmont Owned

In early 2015 and again in June 2017, the Peruvian government agency responsible for certain environmental regulations, MINAM, issued proposed modifications to water quality criteria for designated beneficial uses which apply to mining companies, including Yanacocha. These criteria modified the in-stream water quality criteria pursuant to which Yanacocha has been designing water treatment processes and infrastructure. In December 2015, MINAM issued the final regulation that modified the water quality standards. These Peruvian regulations allow time to formulate a compliance plan and make any necessary changes to achieve compliance.

In February 2017, Yanacocha submitted a modification to its previously approved compliance achievement plan to the MINEM. In May 2022, Yanacocha submitted a proposed modification to this plan requesting an extension of time for coming into full compliance with the new regulations to 2027. In June 2023, Yanacocha received approval of its updated compliance plan from MINEM and was granted an extension to June 2026 to achieve compliance. The Company appealed this approval to the Mining Council requesting the regulatory extension until 2027, and in April 2024, MINEM approved the compliance schedule.

The Company currently operates five water treatment plants at Yanacocha that have been and currently meet all currently applicable water discharge requirements. The Company’s current asset retirement obligation includes the construction oftwo new water treatment plants expected to be in operation during 2027 and post-closure management.

The Company is conducting detailed studies to better estimate water management and other closure activities that will ensure water quality and quantity discharge requirements, including the modifications promulgated by MINAM, as referenced above, will be met. This also includes performing a comprehensive update to the Yanacocha reclamation plan to address changes in closure activities and estimated closure costs while preserving optionality for potential future projects at Yanacocha. These ongoing studies, which will extend beyond the current year, continue to evaluate and revise assumptions and estimated costs of changes to the reclamation plan. The ultimate water treatment costs remain uncertain as studies and opportunity assessments continue. These and other additional risks and contingencies that are the subject of ongoing studies, including, but not limited to, a comprehensive review of the Company's tailings storage facility management, review of Yanacocha’s water balance and water management system, and review of post-closure management costs, could result in future material increases to the reclamation obligation at Yanacocha.

Cripple Creek & Victor Gold Mining Company LLC -100% Newmont owned through February 28, 2025

In December 2021, Cripple Creek & Victor Gold Mining Company LLC (“CC&V”) entered into a Settlement Agreement (“Settlement Agreement”) with the Water Quality Control Division of the Colorado Department of Public Health and Environment (the “Division”) with a mutual objective of resolving issues associated with the new discharge permits issued by the Division in January 2021 for the Carlton Tunnel. The Carlton Tunnel was a historic tunnel completed in 1941 with the purpose of draining the southern portion of the mining district, subsequently consolidated by CC&V. CC&V has held discharge permits for the Carlton Tunnel since 1983, primarily to focus on monitoring, with the monitoring data accumulated since the mid-1970s indicating consistency in the water quality discharged from the Carlton Tunnel over time. In 2006, legal proceedings and work with the regulator confirmed that the water flowing out of the Carlton Tunnel portal is akin to natural spring water and did not constitute mine drainage. However, when the Division issued new discharge permits in January 2021, the Division imposed new water quality limits. The Settlement Agreement involves the evaluation of a reasonable and achievable timeline for treatment and permit compliance, acknowledging the lack of readily available technology, and the need to spend three years to study and select the technological solution, with three additional years to construct, bringing full permit compliance to the November 2027 timeframe. In 2022, the Company studied various interim passive water treatment options, reported the study results to the Division, and based on an evaluation of additional semi-passive options that involve the usage of power at the portal, updated the remediation liability to $20 in 2022. CC&V continues to study alternative long-term remediation plans for water discharged from the Carlton Tunnel, while also continuing to work with regulators to identify and implement the highest feasible alternative treatments, including the site specific standards and a Discharger Specific Variance ("DSV"). CC&V formally submitted a proposal for the site specific standards and DSV to the Water Quality Control Commission in a June 2025 rulemaking hearing. As a result of the hearing, the Commission agreed to site specific standards for CC&V for certain water quality standards, and CC&V will continue to work with Division on a proposal for the DSV and an extension request for compliance with certain other standards. Depending on the plans that may ultimately be agreed with the Division, a material adjustment to the remediation liability may be required.

On February 28, 2025, the Company completed the sale of the CC&V reportable segment to SSR. Under the terms of the agreement with SSR, Newmont expects to receive deferred cash contingent consideration upon certain regulatory approvals, one of which being resolution of regulatory applications relating to the Carlton Tunnel. In addition, upon completion of an updated regulator-approved closure plan and in the event aggregate closure costs at CC&V exceed $500, Newmont will be responsible for funding 90% of the incremental closure costs exceeding $500 in such updated closure plan, either on an as-incurred basis or pursuant to a net present value lump sum payment option.

Dawn Mining Company LLC (“Dawn”) -58.19% Newmont Owned

Midnite mine site and Dawn mill site. Dawn previously leased an open pit uranium mine, currently inactive, on the Spokane Indian Reservation in the State of Washington. The mine site is subject to regulation by agencies of the U.S. Department of Interior (the Bureau of Indian Affairs and the Bureau of Land Management), as well as the EPA.

As per the Consent Decree approved by the U.S. District Court for the Eastern District of Washington on January 17, 2012, the following actions were required of Newmont, Dawn, the Department of the Interior and the EPA: (i) Newmont and Dawn would design, construct and implement the cleanup plan selected by the EPA in 2006 for the Midnite mine site; (ii) Newmont and Dawn would reimburse the EPA for its past costs associated with overseeing the work; (iii) the Department of the Interior would contribute a lump sum amount toward past EPA costs and future costs related to the cleanup of the Midnite mine site; (iv) Newmont and Dawn would be responsible for all future EPA oversight costs and Midnite mine site cleanup costs; and (v) Newmont would post a surety bond for work at the site.

During 2012, the Department of Interior contributed its share of past EPA costs and future costs related to the cleanup of the Midnite mine site. In 2016, Newmont completed the remedial design process, with the exception of the new WTP design which was awaiting the approval of the new NPDES permit. Subsequently, the new NPDES permit was received in 2017 and the WTP design commenced in 2018. The EPA approved the WTP design in 2021. Construction of the effluent pipeline began in 2021, and construction of the new WTP began in 2022. The WTP and effluent pipeline are expected to be operating in 2026.

The Dawn mill site is regulated by the Washington Department of Health (the "WDOH") and is in the process of being closed in accordance with the federal Uranium Mill Tailings Radiation Control Act, and associated Washington state regulations. Remediation at the Dawn mill site began in 2013. The Tailing Disposal Area 1-4 reclamation earthworks component was completed during 2017 with the embankment erosion protection completed in the second quarter of 2018. The remaining closure activities consist primarily of finalizing an Alternative Concentration Limit application (the "ACL application") submitted in 2020 to the WDOH to address groundwater issues, and also evaporating the remaining balance of process water at the site. In the fourth quarter of 2022, the WDOH provided comments on the ACL application, which Newmont is evaluating and conducting studies to better understand and respond to the comments provided by the WDOH. These studies and the related comment process will extend beyond the current year and could result in future material increases to the remediation obligation.

The remediation liability for the Midnite mine site and Dawn mill site is $149, assumed 100% by Newmont, at September 30, 2025.

Cadia Holdings Pty Ltd. -100% Newmont Owned

Cadia mine site. Cadia Holdings Pty Ltd. (“Cadia Holdings”) is a wholly owned subsidiary of Newcrest, which was acquired by Newmont in November 2023. The mine site is subject to regulations by the New South Wales Environment Protection Authority (the “NSW EPA”). In October 2023, the NSW EPA commenced proceedings in the NSW Land and Environment Court against Cadia Holdings, allegingtwo contraventions related to alleged air pollution from tailings storage facilities on October 13 and 31, 2022. In 2024, Cadia Holdings entered a plea of not guilty to the charges related to the allegations. These proceedings are listed for a liability hearing from February 16, 2026 to February 27, 2026.

Other Legal Matters

Newmont Corporation, as well as Newmont Canada Corporation, and Newmont Canada FN Holdings ULC –100% Newmont Owned

Kirkland Lake Gold Inc., which was acquired by Agnico Eagle Mines Limited in 2022 (still referred to herein as “Kirkland” for ease of reference), owns certain mining and mineral rights in northeastern Ontario, Canada, referred to here as the Holt-McDermott property, on which it suspended operations in April 2020. A subsidiary of the Company has a retained royalty obligation (“Holt royalty obligation”) to Royal Gold, Inc. (“Royal Gold”) for production on the Holt-McDermott property. In August 2020, the Company and Kirkland signed a Strategic Alliance Agreement (the “Kirkland Agreement”). As part of the Kirkland Agreement, the Company purchased an option (the “Holt option”) for $75 from Kirkland for the mining and mineral rights subject to the Holt royalty obligation. The Company has the right to exercise the Holt option and acquire ownership to the mineral interests subject to the Holt royalty obligation in the event Kirkland intends to resume operations and process material subject to the obligation. Kirkland has the right to assume the Company’s Holt royalty obligation at any time, in which case the Holt option would terminate.

On August 16, 2021, International Royalty Corporation (“IRC”), a wholly-owned subsidiary of Royal Gold, filed an action in the Supreme Court of Nova Scotia against Newmont Corporation, Newmont Canada Corporation, Newmont Canada FN Holdings ULC (collectively "Newmont"), and certain Kirkland defendants (collectively "Kirkland"). IRC alleges the Kirkland Agreement is oppressive to the interests of Royal Gold under the Nova Scotia Companies Act and the Canada Business Corporations Act, and that, by entering into the Kirkland Agreement, Newmont breached its contractual obligations to Royal Gold. IRC seeks declaratory relief, and $350 in alleged royalty payments that it claims Newmont expected to pay under the Holt royalty obligation, but for the Kirkland Agreement. Kirkland filed a motion seeking dismissal of the case against it, which the court granted in October 2022. Newmont submitted its statement of defense on February 27, 2023, and a motion for summary judgment on January 12, 2024. The motion for summary judgment was denied on May 27, 2024, and the parties are now engaged in the discovery phase of the case. Newmont intends to vigorously defend this matter but cannot reasonably predict the outcome.

Newmont Ghana Gold Limited -100% Newmont Owned (and Newmont Golden Ridge Limited owned by Newmont through April 15, 2025)

On December 24, 2018, two individual plaintiffs, who are members of the Ghana Parliament (“Plaintiffs”), filed a writ to invoke the original jurisdiction of the Supreme Court of Ghana. On January 16, 2019, Plaintiffs filed the Statement of Plaintiff’s Case outlining the details of the Plaintiff’s case and subsequently served Newmont Ghana Gold Limited (“NGGL”) and Newmont Golden Ridge Limited (“NGRL”) along with the other named defendants, the Attorney General of Ghana, the Minerals Commission of Ghana and 33 other mining companies with interests in Ghana. The Plaintiffs allege that under article 268 of the 1992 Constitution of Ghana, the mining company defendants are not entitled to carry out any exploitation of minerals or other natural resources in Ghana, unless their respective transactions, contracts or concessions are ratified or exempted from ratification by the Parliament of Ghana. Newmont’s current mining leases are both ratified by Parliament; NGGL June 13, 2001 mining lease, ratified by Parliament on October 21, 2008, and NGRL January 19, 2010 mining lease; ratified by Parliament on December 3, 2015. The writ alleges that any mineral exploitation prior to Parliamentary ratification is unconstitutional. The Plaintiffs seek several remedies including: (i) a declaration as to the meaning of constitutional language at issue; (ii) an injunction precluding exploitation of minerals for any mining company without prior Parliamentary ratification; (iii) a declaration that all revenue as a result of violation of the Constitution shall be accounted for and recovered via cash equivalent; and (iv) an order that the Attorney General and Minerals Commission submit all un-ratified mining leases, undertakings or contracts to Parliament for ratification. Newmont intends to vigorously defend this matter but cannot reasonably predict the outcome. On April 15, 2025, the Company completed the sale of the Akyem reportable segment, including NGRL. In the case of an adverse final judgment against NGRL pursuant to a non-appealable governmental order, if any, the Company would be required to indemnify the buyer for certain fines, penalties and disgorgements attributable to the period from the date of the Company’s commencement of commercial production under the mining leases in October 2013 to the date on which the mining leases were ratified by Parliament on December 3, 2015.

Newmont Capital Limited and Newmont Canada FN Holdings ULC –100% Newmont Owned

The Australian Taxation Office (“ATO”) is conducting a limited review of the Company’s prior year tax returns. The ATO is reviewing an internal reorganization executed in 2011 when Newmont completed a restructure of the shareholding in the Company’s Australian subsidiaries. To date, the Company has responded to inquiries from the ATO and provided them with supporting documentation for the transaction and the Company’s associated tax positions. One aspect of the ATO review relates to an Australian capital gains tax that applies to sales or transfers of stock in certain types of entities. In the fourth quarter of 2017, the ATO notified the Company that it believed the 2011 reorganization was subject to capital gains tax of approximately $85 (including interest and penalties). The Company disputed this conclusion and is vigorously defending its position that the transaction is not subject to this tax. In the fourth quarter of 2017, the Company made a $24 payment to the ATO and lodged an appeal with the Australian Federal Court. The court proceedings were held during the third quarter of 2024 and the Company is currently awaiting the judgment, which is expected during the fourth quarter of 2025. The Company cannot reasonably predict the outcome.

Newmont Corporation

Karas v. Newmont Corp., et al. On January 31, 2025, a putative class action lawsuit was filed against Newmont and Newmont’s Chief Executive Officer, Chief Operating Officer and then Chief Financial Officer in the United States District Court for the District of Colorado. The action was brought on behalf of an alleged class of Newmont stockholders who owned stock between February 22, 2024 and October 23, 2024 (the alleged class period). The Court appointed Lead Plaintiffs on May 6, 2025 who filed an amended complaint on July 14, 2025 adding Newmont's Chief Development Officer as a defendant and shortening the alleged class period to July 24, 2024 through October 23, 2024. Plaintiffs allege that the defendants made a series of materially false and misleading statements and/or omissions during the alleged class period regarding the Company’s operations, production, and costs in violation of federal securities laws. Plaintiffs further allege that the purported class members suffered losses and damages resulting from declines in the market value of Newmont’s common stock after the Company announced its third quarter 2024 results and updated guidance on October 23, 2024. Plaintiffs seek unspecified monetary damages and other relief. Defendants filed a motion to dismiss the amended complaint on September 12, 2025.

Gunderson v. Palmer et al.; Levin v. Palmer et al.; Chin v. Palmer et al.; and Harris v. Palmer et al. On February 21, February 28, March 20, and April 4, 2025, respectively, purported Newmont stockholders filed putative derivative complaints nominally on behalf of Newmont against Newmont’s Chief Executive Officer, Chief Operating Officer, then Chief Financial Officer, and members of Newmont’s Board of Directors, naming Newmont as a nominal defendant, in the United States District Court for the District of Colorado. While the allegations and asserted claims vary among the actions, the complaints, taken collectively, generally raise similar allegations as the complaint in Karas. The complaints allege, among other things, that the defendants made a series of materially false and misleading statements and/or omissions beginning on February 22, 2024 regarding the Company's operations, production, and costs, that the Company lacked adequate internal controls and oversight over risk management, that the defendants made materially false and misleading statements in the Company’s 2024 proxy statement, and that there were improper share repurchases by the Company and stock sales by the Company’s Chief Executive Officer during the period February 22, 2024 to October 23, 2024, and assert claims under federal securities law (other than in the Chin case) and Delaware state law. Plaintiffs seek unspecified monetary damages, restitution, disgorgement and other relief, including reforms to the Company’s corporate governance. On March 19, 2025, on motion from plaintiffs in Gunderson and Levin, the court consolidated Levin into Gunderson, and appointed lead plaintiffs in the consolidated case. On May 1, 2025, on motion from plaintiffs in Gunderson, Levin, Chin, and Harris, the court consolidated Chin and Harris into Gunderson. On May 7, 2025, upon joint motion from the parties in Gunderson, the court stayed the consolidated action pending the resolutions of all motions to dismiss the operative complaint in Karas.

Willis v. Palmer et al. On May 9, 2025, a purported Newmont stockholder filed a putative derivative complaint nominally on behalf of Newmont against Newmont’s Chief Executive Officer, Chief Operating Officer, then Chief Financial Officer, and members of Newmont’s Board of Directors, naming Newmont as a nominal defendant, in the United States District Court for the District of Delaware. The complaint generally raises similar allegations and requests similar relief as the complaints in the District of Colorado consolidated derivative actions, described above. On May 28, 2025, upon stipulation and agreement by the parties, the court stayed the action pending the resolution of all motions to dismiss the operative complaint in Karas.

Newmont intends to vigorously defend these matters, but cannot reasonably predict the outcome of any matter.

Other Commitments and Contingencies

As part of its ongoing business and operations, the Company and its affiliates are required to provide surety bonds, bank letters of credit, and bank guarantees as financial support for various purposes, including environmental remediation, reclamation, exploration permitting, workers compensation programs and other general corporate purposes. At September 30, 2025 and December 31, 2024, there were $2,040 and $2,086, respectively, of outstanding letters of credit, surety bonds and bank guarantees. The obligations associated with these instruments are generally related to performance requirements that the Company addresses through its ongoing operations. As the specific requirements are met, the beneficiary of the associated instrument cancels and/or returns the instrument to the issuing entity. Certain of these instruments are associated with operating sites with long-lived assets and will remain outstanding until closure. Generally, bonding requirements associated with environmental regulation are becoming more restrictive. However, the Company believes it is in compliance with all applicable bonding obligations and will be able to satisfy future bonding requirements through existing or alternative means, as they arise.

Newmont is from time to time involved in various legal proceedings related to its business. Except in the above-described proceedings, management does not believe that adverse decisions in any pending or threatened proceeding or that amounts that may be required to be paid by reason thereof will have a material adverse effect on the Company’s financial condition or results of operations.

In connection with the Company's investment in Galore Creek, Newmont will owe NovaGold Resources Inc. $75 upon the earlier of approval to construct a mine, mill and all related infrastructure for the Galore Creek project or the initiation of construction of a mine, mill or related infrastructure. The amount due is non-interest bearing. The decision for an approval and commencement of construction is contingent on the results of a prefeasibility study which is currently under way and feasibility study which has not yet occurred.

Refer to Note 25 of the Consolidated Financial Statements included in Part II, Item 8, of the Company's Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 21, 2025, for information on the Company's contingent payments.