Bunker Hill Mining (BNKR) Proxy Filing summary

Executive summary

• Annual meeting scheduled for September 18, 2025, to address key governance and compensation matters.

• Voting items include director elections, auditor ratification, amendments to equity incentive plans, and a say-on-pay advisory vote.

• Major financing and operational milestones achieved in 2024, including multiple tranches of a silver loan and standby facility, and significant progress on mine restart and plant construction.

Voting matters and shareholder proposals

• Shareholders will vote on ratifying MNP LLP as auditor, electing five directors, amending the RSU plan to increase issuable shares, ratifying the rolling stock option plan, and approving executive compensation on an advisory basis.

• Board recommends voting in favor of all proposals.

• Shareholder proposals for the 2026 meeting must be submitted by April 20, 2026.

Board of directors and corporate governance

• Five director nominees, with three considered independent; 40% of nominees are female.

• Board committees include Audit, Compensation, Corporate Governance & Nominating, and an ad hoc Growth Committee.

• Board leadership is split between Executive Chairman and CEO roles.

• Majority voting policy and code of ethics in place.