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NEWMONT Corp /DE/

For the period ended Dec 31, 2025. Filed Feb 19, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 19, 2026

NEM$120.91+1.0%Stored close · as of Nov 6, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 1A. Risk Factor Summary

Risk Factor Summary

We are subject to a variety of risks and uncertainties, including risks related to our operations and business, financial risks, risks related to our industry, environmental and climate risks, risks related to the jurisdictions in which we operate, risks related to our workforce, legal risks and risks related to our common stock, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. Risks that we deem material are described in Item 1A, Risk Factors of this report. These risks include, but are not limited to, the following:

A substantial or extended decline in gold, copper, silver, lead or zinc prices would have a material adverse effect on us.

We may be unable to replace gold, copper, silver, lead or zinc reserves as they become depleted.

Estimates of proven and probable reserves and measured, indicated and inferred resources are uncertain and the volume and grade of ore actually recovered may vary from our estimates.

Estimates relating to projects and mine plans of existing operations are uncertain and we may incur higher costs and lower economic returns than estimated.

Increased operating and capital costs could affect our profitability.

Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made.

Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects.

We are dependent upon information technology and operational technology systems, which are subject to disruption, damage, failure or cybersecurity attacks and risks associated with implementation, upgrade, operation and integration.

To the extent we hold or acquire interests in any joint ventures or enter into any joint ventures, our interests in these properties is subject to risks normally associated with the conduct of joint ventures.

Our operations and business have in the past been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.

Increased exposure to foreign exchange fluctuations and capital controls may adversely affect Newmont’s costs, earnings and the value of some of our assets.

Future funding requirements may affect our business, our ability to pursue new business opportunities, invest in existing and new projects, pay cash dividends or engage in share repurchase transactions.

Our long-lived assets and goodwill could become impaired, which could have a material non-cash adverse effect on our results of operations.

Our ability to recognize the benefits of deferred tax assets is dependent on future cash flows and taxable income.

Any downgrade in the credit ratings assigned to our debt securities could increase our future borrowing costs and adversely affect the availability of new financing.

Returns for investments in pension plans are uncertain.

We may experience increased costs or losses resulting from the hazards and uncertainties associated with mining.

Mining operations involve a high degree of risk, including hazards related to the use of explosives and hazardous chemicals and critical equipment failure.

We rely on our supply chain operations to procure goods and services to support our operations and projects, and competition with other natural resource companies, and shortage of critical parts, services and equipment may adversely affect our operations and development projects.

We may be unable to obtain or retain necessary permits and land or mining tenure which could adversely affect our operations and projects.

Mining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations.

Illegal mining and artisanal mining occurs on or adjacent to certain of our properties exposing such sites to security risks.

Civil disturbances and criminal activities can disrupt business and expose the Company to liability.

Our operations and projects face substantial regulation of health and safety.

Our operations and projects are subject to extensive environmental laws and regulations.

Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy.

Our operations and projects are subject to a range of transitional and physical risks related to climate change.

Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability.

Our operations and projects may be adversely affected by rising energy prices or energy shortages.

Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risks.

Our operations and projects are subject to risks related to our relationships and/or agreements with local communities, including Indigenous Peoples, and laws for the protection of cultural heritage.

Our operations and projects are subject to risks of doing business in multiple jurisdictions.

New or changing legislation and tax risks in certain operating jurisdictions could negatively affect us.

Changes in mining or investment policies or shifts in political and social attitudes in the jurisdictions in which we operate may adversely affect our operations or profitability.

Our operations at Yanacocha and projects in Peru are subject to political and social unrest risks.

Our Merian operation in Suriname is subject to political, security and economic risks.

Our operations at Ahafo South and Ahafo North in Ghana are subject to political, economic, security and other risks.

Our operations in Argentina are susceptible to risk as a result of economic and political instability in Argentina, regulatory risk and labor unrest.

Our operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties.

Our operations and projects in Canada are subject to legal and regulatory risks and other uncertainties in connection with claims and challenges by Indigenous groups.

Our business depends on good relations with our employees.

Our Peñasquito operation in Mexico is subject to social, political, regulatory, and economic risks.

We may not be able to operate successfully if we are unable to recruit, hire, retain and develop key personnel and a qualified and diverse workforce. In addition, we are dependent upon our employees being able to perform their jobs in a safe and respectful work environment.

We rely on contractors to conduct a significant portion of our operations and construction projects.

Our business is subject to the U.S. Foreign Corrupt Practices Act, and other related anti-bribery laws and regulations. A breach or violation of these rules and regulations could lead to substantial sanctions and civil and criminal prosecution, as well as fines and penalties, litigation, loss of licenses or permits and other collateral consequences and reputational harm.

Newmont’s global operations create exposure to U.S. and international trade, sanctions, and export control risks. As a U.S.-headquartered company, Newmont must comply with U.S. trade laws worldwide, as well as applicable local regulations. These risks stem from cross-border movement of mineral, equipment, technology, services, capital, and data, often involving third parties. Trade compliance failures may result in legal exposure, financial penalties, operational disruption, reputational damage, and restricted access financial systems or markets.

Unanticipated litigation or negative developments in pending litigation or with respect to other contingencies may adversely affect our financial condition and results of operations.

Title to some of our properties may be insufficient, defective, or challenged.

The price of our common stock may be volatile, which may make it difficult for you to sell the common stock at the price you paid or at prices you find attractive.

Holders of our common stock, CDIs and PDIs may not receive dividends.

Compliance with exchange listing rules as a foreign exempt listing may differ from investor expectations.

We may not receive any or all deferred or contingent consideration for divested assets.

We are subject to ongoing indemnification and other retained liabilities from certain recent and historical transactions.

Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business, financial condition, results of operations and cash flows.

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