HYCROFT MINING HOLDING CORP

Previous wording

The following discussion, which has been prepared based on information available to us as of July 27, 2026, provides information we believe is relevant to an assessment and understanding of our consolidated operating results and financial condition. The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements for the three and six months ended June 30, 2026 (the “Financial Statements”) and the notes thereto (the “Notes”) included in this Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026, as well as our other reports filed with the Securities and Exchange Commission (“SEC”) from time to time, including, but not limited to, our Annual Report on Form 10-K for the year ended December 31, 2025. Terms not defined herein have the same meaning defined in the Financial Statements and the Notes.

Current wording

The following discussion, which has been prepared based on information available to us as of October 26, 2026, provides information we believe is relevant to an assessment and understanding of our consolidated operating results and financial condition. The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2026 (the “Financial Statements”) and the notes thereto (the “Notes”) included in this Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2026, as well as our other reports filed with the Securities and Exchange Commission (“SEC”) from time to time, including, but not limited to, our Annual Report on Form 10-K for the year ended December 31, 2025. Terms not defined herein have the same meaning defined in the Financial Statements and the Notes.

Previous wording

We are a U.S.-based gold and silver exploration-stage issuer that owns the Hycroft Mine in Nevada. Our focus is to transition the project to the next phase of operations by milling the sulfide mineralization. With the recent high-grade silver discoveries at Brimstone and Vortex, the Company is also engaged in a robust drill program to further define these areas as we optimize the development plan that delivers the highest economic value. During this development period we do not anticipate significant revenues from gold and silver sales until we complete the necessary technical work and initiate mining and processing operations.

Current wording

We are a U.S.-based gold and silver exploration-stage issuer that owns the Hycroft Mine in Nevada. Our focus is to transition the project to the next phase of operations by milling the sulfide mineralization. With the recent high-grade silver discoveries at Brimstone and Vortex, the Company is also engaged in a robust drill program to further define these areas as we optimize the development plan that delivers the highest risk-adjusted economic value. During this development period we do not anticipate significant revenues from gold and silver sales until we complete the necessary technical work and initiate mining and processing operations.

Previous wording

We reported no lost-time incidents during the six months ended June 30, 2026, and continue to operate in excess of 1.4 million work hours without a lost-time incident. The Hycroft Mine’s total recordable injury frequency rate (“TRIFR”) for the trailing 12 months, which includes other reportable incidents, is one of the metrics we use to assess safety performance, and it is well below industry averages. During the six months ended June 30, 2026, we continued our critical focus on safety, including allocating additional personnel, resources, workforce time, and communications to mine safety. These actions contributed to a TRIFR of 1.02 at June 30, 2026. We will continue to evolve our safety efforts to keep our workforce, contractors, and visitors safe.

Current wording

We reported no lost-time incidents during the nine months ended September 30, 2026, and continue to operate in excess of 1.5 million work hours without a lost-time incident. The Hycroft Mine’s total recordable injury frequency rate (“TRIFR”) for the trailing 12 months, which includes other reportable incidents, is one of the metrics we use to assess safety performance, and it is well below industry averages. During the nine months ended September 30, 2026, we continued our critical focus on safety, including allocating additional personnel, resources, workforce time, and communications. These actions contributed to a TRIFR of 0.86 at September 30, 2026. We will continue to evolve our safety efforts to keep our workforce, contractors, and visitors safe.

Previous wording

During the six months ended June 30, 2026, the Company continued the 2025–2026 Exploration Drill Program focused on expanding the two high-grade silver systems at Brimstone and Vortex, completing approximately 10,000 meters of drilling during the period and approximately 15,800 meters of drilling under the program that began in August 2025.

Current wording

During the nine months ended September 30, 2026, we continued to advance the 2025–2026 Exploration Drill Program, which is focused on expanding the two high-grade silver systems at Brimstone and Vortex. We completed approximately 12,900 meters of drilling during the period and approximately 18,700 meters of drilling under the program that began in August 2025.

Previous wording

In June 2026, the Company filed the Hycroft Mine Project S‑K 1300 Technical Report Summary and Initial Assessment with Economic Analysis, Nevada, USA with an effective date of May 14, 2026 (the “May 2026 Hycroft TRS”), which supersedes the previously disclosed Hycroft Mine Initial Assessment and Technical Report Summary with an effective date of January 21, 2026 (the “February 2026 Hycroft TRS”).

Current wording

We also continued to advance technical studies and project development initiatives following the filing of the Hycroft Mine Project S‑K 1300 Technical Report Summary and Initial Assessment with Economic Analysis, Nevada, USA with an effective date of May 14, 2026 (the “May 2026 Hycroft TRS”).

Previous wording

During the six months ended June 30, 2026, the Company continued the 2025–2026 Exploration Drill Program completing approximately 10,000 meters of drilling toward the approximately 22,000 meters planned for 2026. The program is focused on expanding the new high-grade silver systems at Vortex and Brimstone. Since initiating the 2025–2026 Exploration Drill Program in August of 2025, the Company has completed approximately 15,800 meters of drilling towards the original 26,000 meter program. Drilling in the Brimstone system is currently focused on three areas: (1) the main high-grade system to further extend the mineralization along strike and to the north, (2) the deep southern extension of Brimstone targeting the previously identified geophysics target indicating a potential feeder system at depth, and (3) the near surface Brimstone mineralization which could potentially be mined as open pit or underground. The geophysics target and very high-grade system are the Company’s primary focus in the Brimstone system. Vortex drilling is focused on expanding the high-grade silver system which remains open in all directions and at depth. Results from both Brimstone and Vortex are anticipated in the third quarter of 2026 with additional results expected throughout the ongoing drill program. Reverse circulation (“RC”) drilling began late in 2025 and is expected to be completed in the fourth quarter of 2026. The RC drilling is being conducted to complete some infill drilling in addition to obtaining information for evaluating a potential restart of the heap leach operation.

Current wording

During the nine months ended September 30, 2026, we completed approximately 12,900 meters of drilling toward the approximately 22,000 meters planned for 2026 under the 2025-2026 Exploration Drill Program that is focused on expanding the high-grade silver systems at Vortex and Brimstone. Since initiating the 2025–2026 Exploration Drill Program in August of 2025, we completed approximately 18,700 meters of drilling towards the original 26,000 meter program. Drilling in the Brimstone system is currently focused on two areas: (1) the main high-grade system to further extend the mineralization along strike and to the north and (2) the deep southern extension of Brimstone targeting the previously identified geophysics target indicating a potential feeder system at depth. Vortex drilling is focused on expanding the high-grade silver system which remains open in all directions and at depth. Results from this drilling continue to demonstrate high-grade growth in both systems. Additional results from both Brimstone, Vortex, and regional targets are anticipated in the fourth quarter of 2026 with the ongoing drill program. Reverse circulation (“RC”) drilling that began late in 2025 continues focusing on infill drilling and obtaining metallurgical information for evaluating a potential restart of the heap leach operations.

Previous wording

During the three and six months ended June 30, 2026, General and administrative costs totaled $15.2 million and$49.4 million, respectively, as compared to $3.5 million and$6.4 million, respectively, for the same periods of 2025, primarily due to (i) discretionary restricted stock unit make‑whole awards with certain related cash payments, intended solely to compensate certain plan participants for the reductions to their cumulative target long-term incentive opportunities for 2023–2025 (collectively “Make-whole Awards”) of $34.1 million, of which $25.5 million was non-cash, (ii) a one‑time $4.5 million extraordinary cash bonus awarded to the Company's named executive officers and certain other employees to recognize the leadership team's execution of transformational financings completed during 2025, and (iii) increased capital markets and investor relations activities.

Current wording

During the three and nine months ended September 30, 2026, General and administrative costs totaled $16.7 million and $66.0 million, respectively, as compared to $2.6 million and $9.0 million, respectively, for the same periods of 2025, primarily due to (i) discretionary restricted stock unit make‑whole awards with certain related cash payments, intended solely to compensate certain plan participants for the reductions to their cumulative target long-term incentive opportunities for 2023, 2024, and 2025 (collectively “Make-whole Awards”) of $45.0 million, of which $36.4 million was non-cash, (ii) a one‑time $4.5 million extraordinary cash bonus awarded to the Company's named executive officers and certain other employees to recognize the leadership team's execution of transformational financings completed during 2025, (iii) increased capital markets and investor relations activities, and (iv) increased personnel-related costs, including executive recruitment expenses and costs associated with the expanded leadership team and appointment of new members to the Board of Directors.

Previous wording

During the three and six months ended June 30, 2026, Exploration and development costs totaled $8.6 million and $18.2 million, respectively, as compared to $2.3 million and $5.3 million, respectively, for the same periods of 2025, primarily due to (i) the expanded drilling under the 2025–2026 Exploration Drill Program, which is focused on expanding the new high-grade silver mineral systems, and (ii) restricted stock unit Make‑whole Awards of $3.4 million, of which $2.6 million was non-cash.

Current wording

During the three and nine months ended September 30, 2026, Exploration and development costs totaled $8.3 million and $26.5 million, respectively, as compared to $4.0 million and $9.3 million, respectively, for the same periods of 2025, primarily due to (i) expanded drilling under the 2025–2026 Exploration Drill Program, which is focused on expanding the new high-grade silver mineral systems, and (ii) Make‑whole Awards of $4.4 million, of which $3.6 million was non-cash.

Previous wording

During the three and six months ended June 30, 2026, Mine site costs totaled $3.9 million and $9.3 million, respectively, as compared to $2.7 million and $5.2 million, respectively, for the same periods of 2025, primarily due to (i) restricted stock unit Make‑whole Awards of $3.6 million, of which $2.7 million was non-cash, and (ii) the ramp up of activity to support the exploration drilling program.

Current wording

During the three and nine months ended September 30, 2026, Mine site costs totaled $3.9 million and $13.2 million, respectively, as compared to $2.5 million and $7.7 million, respectively, for the same periods of 2025, primarily due to (i) Make‑whole Awards of $4.0 million, of which $3.1 million was non-cash, and (ii) the ramp up of activity to support the exploration drilling program.

Previous wording

During the three and six months ended June 30, 2026, Depreciation and amortization totaled $0.3 million and$0.7 million, respectively, as compared to $0.5 million and$1.0 million, respectively, for the same periods of 2025, primarily due to certain assets becoming fully depreciated and modest capital additions in recent periods.

Current wording

During the three and nine months ended September 30, 2026, Depreciation and amortization totaled $0.3 million and $1.0 million, respectively, as compared to $0.5 million and $1.5 million, respectively, for the same periods of 2025, primarily due to certain assets becoming fully depreciated and modest capital additions in recent periods.

Previous wording

During the three and six months ended June 30, 2026, Interest income totaled$1.8 million and$3.7 million, respectively, as compared to $0.7 million and$1.4 million, respectively for the same periods of 2025. The increase was primarily due from an increase in invested cash.

Current wording

During the three and nine months ended September 30, 2026, Interest income totaled$2.1 million and$5.8 million, respectively, as compared to $1.1 million and$2.5 million, respectively for the same periods of 2025. The increase primarily resulted from the increase in invested cash.

Previous wording

During the three and six months ended June 30, 2026, Other loss totaled nil and$0.2 million, respectively, primarily due to a loss on equity investment securities. For the same periods of 2025, Other gain totaled $0.4 million and$0.5 million, respectively, primarily due to a gain on equity investment securities.

Current wording

During the three and nine months ended September 30, 2026, Other expense totaled nil and$0.2 million, respectively, primarily due to foreign exchange losses and a loss on equity investment securities, respectively. For the same periods of 2025, Other income (expense), net totaled $0.3 million and$0.8 million, respectively, primarily due to a gain on equity investment securities.

Previous wording

During the three and six months ended June 30, 2026, Interest expense was nil, respectively, as compared to $3.5 million and$6.9 million, respectively, for the same periods of 2025. The decrease was due to the repayment and extinguishment of all outstanding debt during the fourth quarter of 2025.

Current wording

During both the three and nine months ended September 30, 2026, Interest expense was nil, as compared to $3.6 million and$10.4 million, respectively, for the same periods of 2025. The decrease was due to the repayment and extinguishment of all outstanding debt during the fourth quarter of 2025.

Previous wording

The Company’s unrestricted cash position at June 30, 2026, was $220.5 million, as compared with $181.7 million at December 31, 2025. For the six months ended June 30, 2026, the Company raised cash primarily from the exercise of warrants and issuance of common stock underits at-the-market equity offering program (the “New ATM Program”), and generating proceeds of$43.4 million and $35.8 million, respectively. See Note 10 – Stockholders’ equity in the Notes to the Financial Statements for additional information.

Current wording

The Company’s unrestricted cash position at September 30, 2026, was $211.2 million, as compared with $181.7 million at December 31, 2025. For the nine months ended September 30, 2026, the Company raised cash primarily from the exercise of warrants and issuance of common stock underits at-the-market equity offering program (the “New ATM Program”), generating net proceeds of$43.4 million and $35.8 million, respectively. See Note 10 – Stockholders’ equity in the Notes to the Financial Statements for additional information.

Previous wording

As the Company is in an exploration and development stage, it does not expect to generate net positive cash from operations for the foreseeable future. Accordingly, the Company will be dependent on its unrestricted cash and other sources of cash to fund the business. The Company believes its current unrestricted cash balances are sufficient to fund its planned development and explorations activities, including advancing the two high-grade silver systems at Brimstone and Vortex, for the foreseeable future. Future development activities, changes in business objectives, acceleration of project advancement, adverse market conditions, or other unforeseen circumstances could require additional capital, and the amount and timing of any such requirements remain uncertain.

Current wording

As the Company is an exploration and development stage company, it does not expect to generate net positive cash from operations for the foreseeable future. Accordingly, the Company will be dependent on its unrestricted cash and other sources of cash to fund the business. Based on its current forecasts and planned expenditures, the Company believes its current unrestricted cash balance is sufficient to fund its planned development and explorations activities, including advancing the two high-grade silver systems at Brimstone and Vortex, for the foreseeable future. Future development activities, changes in business objectives, acceleration of project advancement, adverse market conditions, or other unforeseen circumstances could require additional capital, and the amount and timing of any such requirements remain uncertain.

Previous wording

Six months ended June 30, 2026 compared to six months ended June 30, 2025

Current wording

Nine months ended September 30, 2026 compared to nine months ended September 30, 2025

Previous wording

For the six months ended June 30, 2026, the Company used $44.1 million of cash in operating activities primarily attributable to a net loss of $69.0 million, the cash impact of which was $41.0 million. Working capital used $3.1 million of cash, which primarily includes cash used for Accounts payable, accrued expenses, and other liabilities of $3.8 million, partially offset by cash provided by Contract liabilities of $0.8 million. The largest non-cash item included in Net loss for the six months ended June 30, 2026 was Stock-based compensationof $32.2 million, partially offset by Asset retirement obligation adjustments and accretionof $5.1 million.

Current wording

For the nine months ended September 30, 2026, the Company used $51.7 million of cash in operating activities primarily attributable to a net loss of $95.2 million, the cash impact of which was $55.0 million. Working capital provided $3.3 million of cash, which primarily included cash provided by Contract liabilities of $4.2 million and Receivables of $0.2 million, partially offset by cash used for Accounts payable, accrued expenses, and other liabilities of $0.4 million, Prepaids and depositsof $0.4 million, and Supplies inventories, net of $0.3 million. The largest non-cash items included in Net loss for the nine months ended September 30, 2026, was Stock-based compensationof $45.0 million, and Depreciation and amortization of $1.0 million, partially offset by Asset retirement obligation adjustments and accretionof $6.1 million.

Previous wording

For the six months ended June 30, 2025, the Company used $18.7 million of cash in operating activities primarily attributable to a net loss of $23.5 million, the cash impact of which was $15.1 million. Working capital used $3.6 million of cash, including cash used for Accounts payable, accrued expenses, and other liabilitiesof $3.2 million. The largest non-cash item included in Net loss for the six months ended June 30, 2025 was Non-cash interest expense of $6.1 million.

Current wording

For the nine months ended September 30, 2025, the Company used $22.2 million of cash in operating activities primarily attributable to a net loss of $32.9 million, the cash impact of which was $23.1 million. Working capital provided $0.9 million of cash, including cash provided by Contract liabilitiesof $3.9 million, partially offset by cash used by Accounts payable, accrued expenses, and other liabilities of $1.9 million, and cash used by Prepaids and deposits of $1.0 million. The largest non-cash items included in Net loss for the nine months ended September 30, 2025 was Non-cash interest expense, including accelerated amortization of original issue discount and issuance costs of $9.2 million.

Previous wording

Cash (used in) provided by investing activities

Current wording

Cash provided by (used in) provided by investing activities

Previous wording

For the six months ended June 30, 2026, investing activities used cash of $0.2 million, comprised of Additions to property, plant, and equipmentof $0.8 million, partially offset by Proceeds from sale of equity investment securitiesof $0.6 million.

Current wording

For the nine months ended September 30, 2026, investing activities used cash of $0.7 million, comprised of Additions to property, plant, and equipmentof $1.5 million, partially offset by Proceeds from sale of equity investment securitiesof $0.6 million.

Previous wording

For the six months ended June 30, 2025, investing activities used cash of $0.3 million, comprised of Additions to property, plant, and equipment of $0.4 million, partially offset by Proceeds from sale of assets of $0.1 million.

Current wording

For the nine months ended September 30, 2025, investing activities generated cash of $0.3 million, comprised of Proceeds from sale of assets of $0.7 million, partially offset by Additions to property, plant, and equipment of $0.4 million,.

Previous wording

For the six months ended June 30, 2026, financing activities provided net cash of $75.0 million that was primarily related to proceeds received from the Exercise of warrantsof $43.4 million and the Issuance of common stock of $35.8 million under the New ATM Program, partially offset by Taxes paid related to net share settlement of equity awardsof $4.2 million.

Current wording

For the nine months ended September 30, 2026, financing activities provided net cash of $74.0 million that was primarily related to net proceeds received from the Exercise of warrantsof $43.4 million and the Issuance of common stock of $35.8 million under the New ATM Program, partially offset by Taxes paid related to net share settlement of equity awardsof $5.2 million.