AHNRF — what changed in the latest 10-K

Text added vs the prior filing · source: 10-K · 2025-04-09

• ITEM 5 Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 60

• ITEM 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 62

• ITEM 7A Quantitative and Qualitative Disclosures About Market Risk 66

• ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 66

• ITEM 10 Directors, Executive Officers and Corporate Governance 68

Text removed vs the prior filing · source: 10-K · 2024-03-29

• The Excelsior Springs project now consists of 191 BLM unpatented claims and 2 patented claims or approximately 3,900 acres.

• Athena Gold Corp. entered into a memorandum of understanding in April 2022 with an independent geologist (“seller”) to acquire seven unpatented mining claims and then staked four additional unpatented mining claims for a total of eleven (11) claims in the Crow Springs Mining District located in Esme…

• Nubian Resources USA, Ltd. also holds four (4) unpatented mining claims covering a prospect known as Palmetto located in the Railroad Springs Mining District in Esmeralda County, Nevada. The Company has no current plans to explore the prospect and the claims are held for investment.

• Athena Gold Corp. also holds five (5) unpatented mining claims covering a prospect known as Gaillac located in in Esmeralda County, Nevada. The Company has no current plans to explore the prospect and the claims are held for investment.

• The Company has no current plans to explore the prospect and the claims are held for investment.

Text added vs the prior filing · source: 10-K · 2025-04-09

• ITEM 5 Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 60

• ITEM 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 62

• ITEM 7A Quantitative and Qualitative Disclosures About Market Risk 66

• ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 66

• ITEM 10 Directors, Executive Officers and Corporate Governance 68

Text removed vs the prior filing · source: 10-K · 2024-03-29

• Due to our history of operating losses our auditors have expressed substantial doubt about our ability to continue as a going concern.

• Our financial statements have been prepared assuming that we will continue as a going concern. Due to our continuing operating losses and negative cash flows from our operations, the report of our auditors issued in connection with our financial statements for the years ended December 31, 2023, and …

• Uncontrollable events like the COVID-19 pandemic may negatively impact our operations.

• The occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations. A pandemic typically results in social distancing, travel bans and quarantine, and this may limit access to our facilities, customers, management, support staff and professional advisors. Th…

• We have not established that our properties contain any mineral reserve according to recognized reserve guidelines, nor can there be any assurance that we will be able to do so. A mineral reserve is defined by the SEC in Regulation SK 1300 as that part of a mineral deposit, which could be economical…

Text added vs the prior filing · source: 10-K · 2025-04-09

• ITEM 5 Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 60

• ITEM 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 62

• ITEM 7A Quantitative and Qualitative Disclosures About Market Risk 66

• ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 66

• ITEM 10 Directors, Executive Officers and Corporate Governance 68

Text removed vs the prior filing · source: 10-K · 2024-03-29

• · The decrease in legal and professional fees increase is associated with the acquisition and maintenance of the Excelsior Springs project and our listing on the Canadian Stock Exchange (“CSE”) in 2021.

• · The decrease in share-based compensation is due to the following: On October 12, 2022, the Company granted 2,250,000 options pursuant to the terms of the Company’s Stock Option Plan. The Black Scholes option pricing model was used to estimate the aggregate fair value of the October 2022 options of…

• · The decrease in stock exchange fees and related expenses was a result of fees paid in 2022 for assistance with private placements.

• · The increase in other general expenses is due to an increase in travel expenses in 2023 when compared to 2022 for various investor meeting and other administrative expenses.

• For the year ended December 31, 2023, there was a variance of approximately $266,000 for the same period in 2022 in exploration and evaluation expenses. During 2022, the Company engaged in activities on our exploration programs, including drilling, mapping, permitting, consulting and assay testing w…

Text added vs the prior filing · source: 10-K · 2025-04-09

• ITEM 7A Quantitative and Qualitative Disclosures About Market Risk 66

• ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 66

• ITEM 10 Directors, Executive Officers and Corporate Governance 68

• ITEM 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 74

• ITEM 13 Certain Relationships and Related Transactions, and Director Independence 75

Text removed vs the prior filing · source: 10-K · 2024-03-29

• · The decrease in legal and professional fees increase is associated with the acquisition and maintenance of the Excelsior Springs project and our listing on the Canadian Stock Exchange (“CSE”) in 2021.

• · The decrease in share-based compensation is due to the following: On October 12, 2022, the Company granted 2,250,000 options pursuant to the terms of the Company’s Stock Option Plan. The Black Scholes option pricing model was used to estimate the aggregate fair value of the October 2022 options of…

• · The decrease in stock exchange fees and related expenses was a result of fees paid in 2022 for assistance with private placements.

• · The increase in other general expenses is due to an increase in travel expenses in 2023 when compared to 2022 for various investor meeting and other administrative expenses.

• For the year ended December 31, 2023, there was a variance of approximately $266,000 for the same period in 2022 in exploration and evaluation expenses. During 2022, the Company engaged in activities on our exploration programs, including drilling, mapping, permitting, consulting and assay testing w…

Text added vs the prior filing · source: 10-K · 2025-04-09

• ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 66

• ITEM 10 Directors, Executive Officers and Corporate Governance 68

• ITEM 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 74

• ITEM 13 Certain Relationships and Related Transactions, and Director Independence 75

• This Report contains statements that plan for or anticipate the future. In this Report, forward-looking statements are generally identified by the words “anticipate,” “plan,” “believe,” “expect,” “estimate,” and the like.

Text removed vs the prior filing · source: 10-K · 2024-03-29

• During the year ended December 31, 2023, Our Board held various meetings and took numerous actions by unanimous written consent.

• Principal Salary Bonus Awards Awards Incentive Plan Compensation Compensation Total

• (2) Mr. Minnick’s Other Compensation were consulting fees paid for his services as Chief Financial Officer.

• We do not have any written employment agreements other than the above-referenced consulting agreement with any of our executive officers; nor do we have or maintain key man life insurance on Mr. Power.

• The following table sets forth the stock options granted to our named executive officers during the year, as of December 31, 2023.