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Athena Gold Announces Virtual 2026 Annual General and Special Meeting to be Held July 24, 2026

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Athena Gold (OTCQB:AHNRF) will hold its 2026 Annual General and Special Meeting virtually via Zoom on July 24, 2026 at 10:00 a.m. MDT. Shareholders of record on June 9, 2026 can vote on board elections, auditor appointment, and a new 2026 Stock Option Plan, which is a rolling plan reserving up to 10% of issued and outstanding shares, subject to shareholder approval. Meeting materials are delivered via notice-and-access.

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White Rock, British Columbia--(Newsfile Corp. - June 26, 2026) - Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNRF) ("Athena" or the "Company") is pleased to announce that, in order to enhance accessibility and provide shareholders and other interested parties with a broader opportunity to attend and participate, the Annual General and Special Meeting of its shareholders (the "Meeting") will be held virtually, via Zoom, on Friday, July 24, 2026, at 10:00 a.m. (Mountain Daylight Time).

Shareholders of the Company as at the close of business on June 9, 2026, are entitled to receive notice of, and to vote at, the Meeting.

The Company has decided to utilize the notice-and-access method to deliver the management information circular and other meeting materials for the Meeting (the "Meeting Materials") to shareholders. The notice-and-access mechanism allows the Company to deliver the Meeting Materials over the Internet in accordance with the notice-and-access rules adopted by the Canadian Securities Administrators under National Instrument 54-101 - Communication with Beneficial Owners of Securities of a Reporting Issuer. Under the notice-and-access system, registered shareholders will receive a form of proxy and non-registered holders will receive a voting instruction form enabling them to vote at the Meeting. However, instead of a paper copy of the Meeting Materials, shareholders will receive a notification with information on how they may access such materials electronically. The use of this alternative means of delivery is more environmentally friendly as it will help reduce paper use and will also reduce the printing and mailing costs of the Meeting Materials. Shareholders are reminded to review carefully the Meeting Materials prior to voting.

At the Meeting, investors will vote on (i) setting the number of directors for the ensuing year at five; (ii) the election of five directors; (iii) the appointment of Davidson & Company LLP as auditors, and authorizing the directors of the Company to fix their remuneration; and (iv) approval of the adoption of a 2026 Stock Option Plan, to replace the existing fixed Equity Incentive Plan, all as more particularly described in the Company's Meeting Materials. Shareholders may cast votes online, by telephone, by mail or by participating in the virtual meeting, with voting instructions required by July 22, 2026, underscoring the Company's shift toward digital governance processes and continued focus on shareholder engagement.

The Company's Board of Directors has approved the adoption of a rolling stock option plan (the "2026 Stock Option Plan"), replacing the previous fixed Equity Incentive Plan. The 2026 Stock Option Plan complies with the policies of the Canadian Securities Exchange, allowing the Company to reserve up to 10% of its issued and outstanding shares for stock option issuances. This structure provides increased flexibility to attract, retain, and motivate key personnel critical to the Company's growth. The 2026 Stock Option Plan is subject to approval by the shareholders of the Company at the Meeting.

About Athena Gold Corporation

Athena is engaged in the business of mineral exploration and the acquisition of mineral property assets. Its objective is to locate and develop economic precious and base metal properties of merit and to conduct additional exploration drilling and studies on its projects across North America. Athena's Laird Lake project is situated in the Red Lake Gold District of Ontario, covering more than 7,000 hectares along more than 10 km of the Balmer-Confederation Assemblage contact, where recent surface sampling results returned up to 373 g/t Au. This underexplored area is road-accessible, located about 10 km west of West Red Lake Gold's Madsen mine and 34 km northwest of Kinross Gold's Great Bear project. Also in northwestern Ontario is Athena's Forester project, a 4,900-hectare land package located less than 30 km southeast of Orla Mining's Musselwhite Gold Mine, with historical drill intercepts showing strong potential for both high-grade, narrow-vein and low-grade, bulk-tonnage gold mineralization. Meanwhile, Athena's Excelsior Springs project is located in the prolific Walker Lane Trend in Nevada, where it is currently under an earn-in option with Mammoth Minerals Limited (formerly Firetail Resources Limited). The Excelsior Springs project spans more than 2,500 hectares and includes at least three historic mines. For further information about Athena Gold Corporation, please visit www.athenagoldcorp.com.

On Behalf of the Board of Directors

Koby Kushner
President and Chief Executive Officer, Athena Gold Corporation

For further information, please contact:

Athena Gold Corporation
Koby Kushner, President and Chief Executive Officer
Phone: 416-846-6164
Email: kobykushner@athenagoldcorp.com

CHF Capital Markets
Cathy Hume, CEO
Phone: 416-868-1079 x 251
Email: cathy@chfir.com

Forward-Looking Statements

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable Canadian and U.S. securities laws. All statements, other than statements of historical facts, included herein, including, without limitation, statements regarding future exploration plans, future results from exploration, and the anticipated business plans and timing of future activities of the Company, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: "believes", "will", "expects", "anticipates", "intends", "estimates", "plans", "may", "should", ''potential", "scheduled", or variations of such words and phrases and similar expressions, which, by their nature, refer to future events or results that may, could, would, might or will occur or be taken or achieved. In making the forward-looking statements in this press release, the Company has applied several material assumptions, including without limitation, that there will be investor interest in future financings, market fundamentals will result in sustained precious metals demand and prices, the receipt of any necessary permits, licenses and regulatory approvals in connection with the future exploration and development of the Company's projects in a timely manner.

The Company cautions investors that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ materially from those in forward-looking statements.

Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update any of the forward-looking statements in this press release or incorporated by reference herein, except as otherwise stated.

Neither the Canadian Securities Exchange nor its regulation services provider accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/302965

FAQ

When is the Athena Gold (OTCQB:AHNRF) 2026 virtual annual general and special meeting?

The Athena Gold 2026 annual general and special meeting is scheduled for July 24, 2026 at 10:00 a.m. MDT. According to Athena Gold, the meeting will be held virtually via Zoom to enhance accessibility and participation for shareholders and interested parties.

Who is entitled to vote at the Athena Gold (AHNRF) 2026 virtual shareholder meeting?

Shareholders of Athena Gold of record at the close of business on June 9, 2026 are entitled to vote. According to Athena Gold, these shareholders will receive a proxy or voting instruction form under the notice-and-access system to submit their votes.

What matters will be voted on at the Athena Gold (AHNRF) July 24, 2026 shareholder meeting?

Shareholders will vote on setting the number of directors at five, electing five directors, appointing Davidson & Company LLP as auditors, and approving a 2026 Stock Option Plan. According to Athena Gold, these items are detailed in the meeting materials available electronically.

How can Athena Gold (AHNRF) shareholders vote for the 2026 virtual AGM on July 24, 2026?

Shareholders can vote online, by telephone, by mail, or by participating in the virtual meeting. According to Athena Gold, voting instructions must be followed and votes submitted by July 22, 2026 for them to be counted at the meeting.

What is Athena Gold’s 2026 Stock Option Plan and how many shares can it reserve?

The 2026 Stock Option Plan is a rolling stock option plan replacing the fixed Equity Incentive Plan. According to Athena Gold, it complies with Canadian Securities Exchange policies and may reserve up to 10% of issued and outstanding shares for option grants, subject to shareholder approval.

How will Athena Gold (AHNRF) deliver meeting materials for the 2026 virtual shareholder meeting?

Athena Gold will use the notice-and-access method to deliver meeting materials electronically over the internet. According to Athena Gold, shareholders will receive a notification explaining how to access the management information circular and related documents online instead of receiving full paper copies.