Goldhills Holding Ltd. Announces Stock Option Grant

Goldhills updates insider equity-based compensation and discloses resulting ownership and early warning details for its CEO and a director.

Rhea-AI Summary

Goldhills Holding (GODZF) granted incentive stock options to acquire 2,621,106 common shares to certain directors and officers under its Share Option Plan, exercisable at $0.05 per share for two years, expiring September 2, 2028, with immediate full vesting.

The allocations are: CEO/director Sergei Stetsenko 948,053 options, director Steven Sangha 948,053 options, director Wayne Morgan 500,000 options, and CFO Yuying Liang 225,000 options. Stetsenko’s holdings remain 4,725,833 common shares directly and 875,333 indirectly, with options increasing from 875,580 to 1,823,633, keeping his non-diluted ownership at 15.4% and raising his partially diluted position to 19.4%. Sangha continues to own 4,632,660 shares (12.7% non‑diluted) and now holds 948,053 options, taking his partially diluted position to 14.9%. Early warning reports for Stetsenko and Sangha will be filed on SEDAR+.

Positive

• 2,621,106 stock options granted at a $0.05 exercise price, expiring September 2, 2028, provide equity-based compensation instead of immediate cash outlay.
• Insider ownership and option positions for the CEO and a director are disclosed in detail, including non-diluted and partially diluted percentages and SEDAR+ early warning filings.

Negative

• If exercised, the 2,621,106 new options would increase the number of common shares outstanding, creating potential dilution for existing shareholders.
• CEO Sergei Stetsenko’s partially diluted ownership increases to 19.4% and director Steven Sangha’s to 14.9%, concentrating a larger potential stake with two insiders.

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Vancouver, British Columbia--(Newsfile Corp. - September 3, 2026) - Goldhills Holding Ltd. (TSXV: GHL) (OTCQB: GODZF) (FSE: GRYA) ("Goldhills" or the "Company") announces that it has granted incentive stock options (the "Options") to purchase an aggregate of 2,621,106 common shares of the Company ("Common Shares") to certain directors and officers of the Company, pursuant to the Company's Share Option Plan (the "Plan"). The Options are exercisable at a price of $0.05 per Common Share for a period of two years, expiring September 2, 2028, and vested in full immediately on grant.

The Options were granted as follows: Sergei Stetsenko, CEO and a director of the Company, 948,053 Options; Steven Sangha, a director of the Company, 948,053 Options; Wayne Morgan, a director of the Company, 500,000 Options; and Yuying Liang, CFO of the Company, 225,000 Options.

Investment by Sergei Stetsenko

Sergei Stetsenko, of 400 - 837 West Hastings Street, Vancouver, BC V6C 3N6, CEO and a director of the Company, was granted 948,053 Options exercisable at $0.05 per Common Share for a period of two years expiring September 2, 2028.

Immediately prior to the grant, Stetsenko beneficially owned or controlled 4,725,833 Common Shares directly and 875,333 Common Shares held indirectly through Weiser Asset Management Ltd., and held 875,580 Options, which represented approximately 15.4% of the issued and outstanding Common Shares on a non-diluted basis and, assuming the exercise of his Options, approximately 17.3% of the issued and outstanding Common Shares on a partially-diluted basis.

Immediately following the grant, Stetsenko beneficially owned or controlled 4,725,833 Common Shares directly and 875,333 Common Shares held indirectly through Weiser Asset Management Ltd., and held 1,823,633 Options, which represented approximately 15.4% (unchanged) of the issued and outstanding Common Shares on a non-diluted basis and, assuming the exercise of his Options, approximately 19.4% of the issued and outstanding Common Shares on a partially-diluted basis.

The Options were granted to Stetsenko as compensation in his capacity as an officer and director of the Company. Stetsenko has a long-term view of his investment in the Company and may, depending on market and other conditions, acquire additional securities of the Company or dispose of some or all of the securities he holds, in the future.

A copy of Stetsenko's early warning report will appear on the Company's profile on SEDAR+ and may also be requested by mail to Goldhills Holding Ltd., 400 - 837 West Hastings Street, Vancouver, BC V6C 3N6, Attention: Sergei Stetsenko or phone at (604) 630-8746.

Investment by Steven Sangha

Steven Sangha, of 400 - 837 West Hastings Street, Vancouver, BC V6C 3N6, a director of the Company, was granted 948,053 Options exercisable at $0.05 per Common Share for a period of two years expiring September 2, 2028.

Immediately prior to the grant, Sangha beneficially owned or controlled 4,632,660 Common Shares directly, which represented approximately 12.7% of the issued and outstanding Common Shares on a non-diluted and partially-diluted basis.

Immediately following the grant, Sangha beneficially owned or controlled 4,632,660 Common Shares directly and held 948,053 Options, which represented approximately 12.7% (unchanged) of the issued and outstanding Common Shares on a non-diluted basis and, assuming the exercise of his Options, approximately 14.9% of the issued and outstanding Common Shares on a partially-diluted basis.

The Options were granted to Sangha as compensation in his capacity as a director of the Company. Sangha has a long-term view of his investment in the Company and may, depending on market and other conditions, acquire additional securities of the Company or dispose of some or all of the securities he holds, in the future.

A copy of Sangha's early warning report will appear on the Company's profile on SEDAR+ and may also be requested by mail to Goldhills Holding Ltd., 400 - 837 West Hastings Street, Vancouver, BC V6C 3N6, Attention: Steven Sangha or phone at (604) 630-8746.

Goldhills Holding Ltd.
Sergei Stetsenko
CEO and Director
Phone: (604) 630-8746
http://goldhills.co/

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-looking Information Cautionary Statement

Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities laws. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates of management as of the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements, including, but not limited to, delays or uncertainties with regulatory approvals, including that of the TSX-V. There are uncertainties inherent in forward-looking information, including factors beyond the Company's control. There are no assurances that the business plans for the Company as described in this news release will come into effect on the terms or time frame described herein. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company's filings with Canadian securities regulators, which are available at www.sedarplus.ca.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/312765

FAQ

What stock options did Goldhills Holding (GODZF) grant on September 3, 2026?

Goldhills granted incentive stock options to purchase 2,621,106 common shares to certain directors and officers. The options are exercisable at $0.05 per share, fully vested on grant, and expire on September 2, 2028 under the company’s Share Option Plan.

Who received Goldhills Holding (GODZF) stock options and in what amounts?

The company granted 948,053 options each to CEO/director Sergei Stetsenko and director Steven Sangha, 500,000 options to director Wayne Morgan, and 225,000 options to CFO Yuying Liang, all at an exercise price of $0.05 per common share.

How did the option grant affect CEO Sergei Stetsenko’s ownership in Goldhills Holding (GODZF)?

After receiving 948,053 options, Stetsenko holds 4,725,833 common shares directly, 875,333 indirectly, and 1,823,633 options. His non-diluted ownership remains 15.4%, while his partially diluted position, assuming option exercise, increases to 19.4% of issued and outstanding shares.

What is director Steven Sangha’s ownership after the Goldhills Holding (GODZF) option grant?

Following the grant of 948,053 options, Sangha beneficially owns or controls 4,632,660 common shares and those options. This represents about 12.7% on a non-diluted basis and, assuming exercise of his options, about 14.9% on a partially diluted basis.

What are the terms of the Goldhills Holding (GODZF) stock options issued to insiders?

All granted options are exercisable at $0.05 per common share, fully vested immediately on grant, and have a two-year term expiring on September 2, 2028. They were provided as compensation in the recipients’ roles as directors and officers of the company.

Will there be early warning reports related to the Goldhills Holding (GODZF) option grants?

Yes. Early warning reports for Sergei Stetsenko and Steven Sangha will appear on Goldhills Holding’s profile on SEDAR+. Copies can also be requested by mail or phone from the company at its Vancouver address.