Idaho Strategic Resources (IDR) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 10, 2026, with record date set as April 20, 2026; shareholders will vote on director elections and auditor ratification.

• Shareholders can vote in person, by mail, phone, or internet; proxy materials distributed starting May 4, 2026.

• Board recommends voting FOR all director nominees and FOR auditor ratification.

Voting matters and shareholder proposals

• Proposals include election of five directors and ratification of Assure CPA, LLC as independent auditor for 2026.

• Plurality voting standard for directors; majority required for auditor ratification.

• Shareholder proposals for the 2027 meeting must be submitted at least 120 days before the proxy release date.

Board of directors and corporate governance

• Board consists of five directors, three of whom are independent.

• Board committees: Audit, Compensation, and Nominating, each with independent members.

• Board held six meetings in 2025; all directors attended 100% of meetings.

• Board leadership combines Chairman and CEO roles; structure reviewed periodically.

• Code of Ethics applies to all directors, officers, employees, and consultants.