Idaho Strategic Resources (IDR) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 30, 2025, with shareholders voting on director elections and auditor ratification.

• Shareholders of record as of May 2, 2025, are eligible to vote, with 14,052,872 shares outstanding.

• Voting can be done in person, by mail, phone, or online, and a majority quorum is required.

Voting matters and shareholder proposals

• Proposals include electing five directors and ratifying the appointment of Assure CPA, LLC as the independent auditor.

• The board recommends voting FOR all director nominees and auditor ratification.

• Shareholder proposals for the next annual meeting must be submitted at least 120 days before the proxy statement release.

Board of directors and corporate governance

• The board consists of five directors, three of whom are independent.

• Board committees include Audit, Compensation, and Nominating, each composed of independent directors.

• Directors attended 100% of meetings in 2024, and independent directors hold annual executive sessions.

• The chairman and CEO roles are combined, with ongoing review of governance structure.