Mr. Christopher Berlet reports

STAKEHOLDER GOLD CLOSES TWO TRANCHES OF FLOW-THROUGH FINANCING

Stakeholder Gold Corp. has closed two tranches of a non-brokered flow-through private placement for aggregate gross proceeds of $2.29-million.

The first tranche was completed at a price of $1.10 per unit for a total of one million units and the second tranche was completed at a price of $1.19 per unit for a total of one million units.

Each flow-through unit consists of one common share of the company issued on a flow-through basis pursuant to the Income Tax Act (Canada) and one-half of one common share purchase warrant. Each warrant entitles the holder to acquire one additional common share of the company at an exercise price of $1.20 per share for a period of two years from the date of issuance.

Each whole warrant has an early exercise provision that allows the company to trigger exercise of the warrant when the 10-day average price of common shares traded on the TSX Venture Exchange exceeds $1.50 per share. Thirty days after the trigger date, any unexercised warrants will be deemed to be null and void. All securities issued under this private placement will be subject to a hold period expiring four months and one day from the date of closing.

"Stakeholder is now fully funded for 2026 exploration on Ballarat," stated Christopher Berlet, chief executive officer of Stakeholder.

"Our objective is to be drilling the Skye and East (gold) and Loki (copper) zone targets as soon as possible after the spring snow melt. Shareholders can expect news describing exploration target highlights before drilling begins. After significant preparation, we are set to launch an exciting exploration season on the company's Ballarat gold-copper project, located in the geographical centre of the White Gold district of the Yukon Territory, Canada."

The gross proceeds from the private placement will be used to finance eligible Canadian exploration expenditures, including expenditures that qualify as critical mineral and non-critical mineral exploration expenses, as defined under the Income Tax Act (Canada). The company intends to incur qualifying expenditures on its exploration properties in Canada and to renounce such expenditures to subscribers effective Dec. 31, 2026.

All securities issued in connection with the private placement are subject to a statutory hold period in accordance with applicable securities laws. The private placement remains subject to final approval of the TSX Venture Exchange.

About Stakeholder Gold Corp.

Stakeholder holds 100-per-cent ownership of 930 contiguous mineral claims covering 18,520 hectares and spanning 20 km of the proposed route for the Northern Gateway Road, which is being developed through the geographical centre of the White Gold district of Yukon, Canada. Stakeholder also maintains in good standing 10 claims located inside the adjacent Coffee mine project, which is being developed by Fuerte Metals Corp. These combined claimholdings are referred to collectively as the Ballarat gold-copper project.

Within the company's contiguous claimholdings, Stakeholder is advancing exploration initiatives on the Skye gold zone and the Loki copper zone exploration targets, which are separated by approximately eight kilometres, and which hold prospectivity for new gold and copper discoveries, respectively, on either side of the proposed route for the Northern Gateway Road, in the heart of the White Gold district.

Stakeholder also generates cash flow from the production and sale of exotic stones through its 100-per-cent-owned Brazilian subsidiary, Mineracao VMC Ltda. (VMC). VMC is currently producing from four independent stone quarries and is seeking opportunities to expand the sale and export of exotic stone building materials from Brazil.

Christopher J. Berlet, BASc (mining), CFA, CEO and director of Stakeholder, is responsible for the content of this news release.

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