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K92 Mining Announces Voting Results of Annual General Meeting of Shareholders

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K92 Mining (KNTNF) held its 2025 Annual General Meeting with strong shareholder participation, as 66.83% of outstanding shares were voted. All six director nominees were successfully elected with overwhelming support, each receiving over 97% approval. Shareholders also approved key resolutions including maintaining the board size at six directors, reappointing PricewaterhouseCoopers LLP as auditor, and accepting the company's executive compensation approach. Notable was the high approval rates across all matters, with the executive compensation advisory vote receiving 95.31% support and the auditor appointment gaining 98.79% approval.
K92 Mining (KNTNF) ha tenuto la sua Assemblea Generale Annuale 2025 con una forte partecipazione degli azionisti, con il 66,83% delle azioni in circolazione votate. Tutti e sei i candidati al consiglio di amministrazione sono stati eletti con un sostegno schiacciante, ciascuno ottenendo oltre il 97% di approvazione. Gli azionisti hanno inoltre approvato risoluzioni chiave, tra cui il mantenimento del consiglio a sei membri, la riconferma di PricewaterhouseCoopers LLP come revisore dei conti e l'accettazione dell'approccio della società alla remunerazione degli amministratori esecutivi. Da segnalare gli elevati tassi di approvazione su tutte le questioni, con il voto consultivo sulla remunerazione esecutiva che ha ottenuto il 95,31% di supporto e la nomina del revisore il 98,79% di approvazione.
K92 Mining (KNTNF) celebró su Junta General Anual 2025 con una fuerte participación de los accionistas, ya que se votó el 66,83% de las acciones en circulación. Los seis candidatos a directores fueron elegidos con un apoyo abrumador, cada uno recibiendo más del 97% de aprobación. Los accionistas también aprobaron resoluciones clave, incluyendo mantener el tamaño del consejo en seis directores, reelegir a PricewaterhouseCoopers LLP como auditor y aceptar el enfoque de compensación ejecutiva de la empresa. Destaca la alta tasa de aprobación en todos los asuntos, con el voto consultivo sobre la compensación ejecutiva recibiendo un 95,31% de apoyo y el nombramiento del auditor obteniendo un 98,79% de aprobación.
K92 Mining(KNTNF)는 2025년 연례 주주총회를 개최했으며, 발행 주식의 66.83%가 투표에 참여하는 높은 주주 참여율을 보였습니다. 6명의 이사 후보 모두 압도적인 지지 속에 선출되었으며, 각 후보는 97% 이상의 찬성표를 받았습니다. 주주들은 이사회 규모를 6명으로 유지하고, PricewaterhouseCoopers LLP를 감사인으로 재선임하며, 회사의 경영진 보상 방식을 승인하는 주요 결의안도 통과시켰습니다. 특히 경영진 보상에 대한 자문 투표가 95.31%의 찬성률을 기록했고, 감사인 선임은 98.79%의 승인율을 얻는 등 모든 안건에서 높은 승인율이 눈에 띄었습니다.
K92 Mining (KNTNF) a tenu son Assemblée Générale Annuelle 2025 avec une forte participation des actionnaires, 66,83 % des actions en circulation ayant été votées. Les six candidats au conseil d'administration ont tous été élus avec un soutien écrasant, chacun recevant plus de 97 % d'approbation. Les actionnaires ont également approuvé des résolutions clés, notamment le maintien de la taille du conseil à six administrateurs, la reconduction de PricewaterhouseCoopers LLP en tant qu'auditeur, et l'acceptation de la politique de rémunération des dirigeants de la société. Il est à noter les taux d'approbation élevés sur tous les sujets, avec le vote consultatif sur la rémunération des dirigeants obtenant 95,31 % de soutien et la nomination de l'auditeur 98,79 % d'approbation.
K92 Mining (KNTNF) hielt seine Jahreshauptversammlung 2025 mit starker Aktionärsbeteiligung ab, wobei 66,83 % der ausstehenden Aktien abgestimmt wurden. Alle sechs vorgeschlagenen Direktoren wurden mit überwältigender Unterstützung gewählt, jeder erhielt über 97 % Zustimmung. Die Aktionäre genehmigten zudem wichtige Beschlüsse, darunter die Beibehaltung der Vorstandsstärke von sechs Mitgliedern, die Wiederbestellung von PricewaterhouseCoopers LLP als Wirtschaftsprüfer und die Annahme des Vergütungsansatzes für Führungskräfte des Unternehmens. Bemerkenswert sind die hohen Zustimmungsraten bei allen Themen, wobei die beratende Abstimmung zur Vorstandsvergütung 95,31 % Zustimmung erhielt und die Bestellung des Wirtschaftsprüfers 98,79 %.
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VANCOUVER, British Columbia, June 10, 2025 (GLOBE NEWSWIRE) -- K92 Mining Inc. (“K92” or the “Company”) (TSX: KNT; OTCQX: KNTNF) is pleased to announce the voting results of its 2025 annual general meeting (“AGM”) of shareholders that was held today as a virtual and in-person event. All of the resolutions proposed at the meeting were duly passed.

A total of 160,902,226 common shares, representing 66.83% of the Company’s issued and outstanding common shares as at the record date were voted. All of the Company’s six director nominees were elected and detailed results of the votes on directors are shown below:

Name of NomineeVotes ForVotes Withheld
Number%Number%
Mark Eaton141,576,37497.813,174,9202.19
Anne E. Giardini144,542,46499.86208,8300.14
Saurabh Handa144,109,08299.56642,2120.44
Cyndi Laval144,710,95199.9740,3430.03
Nan Lee144,721,19199.9830,1030.02
John D. Lewins144,699,73699.9651,5580.04
     

Shareholders also voted in favour of the following matters:

  • Set the number of directors at six (6);
  • Re-appointed PricewaterhouseCoopers LLP as auditor of the Company for the ensuing year and authorized the directors to fix the auditor’s remuneration; and
  • Approved the non-binding advisory resolution accepting the Company’s approach to executive compensation.
MatterVotes ForVotes Against
Number%Number%
Number of Directors (6)160,667,30899.85234,9180.15
Appoint Auditor158,954,27498.791,947,9511.21
Advisory Vote on Executive Compensation137,964,55195.316,786,7434.69
     

All six directors will serve on the Company's Board of Directors until the next annual meeting of shareholders or until their successors are elected or appointed.

Further details on the above matters are set forth in the Company's meeting materials, including the Management Information Circular dated April 23, 2025, that are accessible on K92’s website at www.k92mining.com and under the Company's issuer profile on SEDAR+ at www.sedarplus.ca.

Final voting results on all matters voted on at the AGM are also contained in the Report on Voting Results filed under the Company’s profile on the SEDAR+ website. 

About K92

K92 Mining Inc. is engaged in the production of gold, copper and silver at the Kainantu Gold Mine in the Eastern Highlands province of Papua New Guinea, as well as exploration and development of mineral deposits in the immediate vicinity of the mine. The Company declared commercial production from Kainantu in February 2018, is in a strong financial position, and is working to become a Tier 1 mid-tier producer through ongoing plant expansions. A maiden resource estimate on the Blue Lake copper-gold porphyry project was completed in August 2022. K92 is operated by a team of mining company professionals with extensive international mine-building and operational experience.

On Behalf of the Company,

John Lewins, Chief Executive Officer and Director

For further information, please contact David Medilek, P.Eng., CFA, President and Chief Operating Officer at +1-604-416-4445

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation. Such forward-looking statements include, without limitation: (i) the results of the Kainantu Mine Definitive Feasibility Study, including the Stage 3 Expansion, a new standalone 1.2 mtpa process plant and supporting infrastructure; (ii) statements regarding the expansion of the mine and development of any of the deposits; (iii) the Kainantu Stage 4 Expansion, operating two standalone process plants, larger surface infrastructure and mining throughputs; and (iv) the potential extended life of the Kainantu Mine.

All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as “expect”, “plan”, “anticipate”, “project”, “target”, “potential”, “schedule”, “forecast”, “budget”, “estimate”, “intend” or “believe” and similar expressions or their negative connotations, or that events or conditions “will”, “would”, “may”, “could”, “should” or “might” occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Forward-looking statements are necessarily based on estimates and assumptions that are inherently subject to known and unknown risks, uncertainties and other factors, many of which are beyond our ability to control, that may cause our actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such factors include, without limitation, Public Health Crises, including the epidemic or pandemic viruses; changes in the price of gold, silver, copper and other metals in the world markets; fluctuations in the price and availability of infrastructure and energy and other commodities; fluctuations in foreign currency exchange rates; volatility in price of our common shares; inherent risks associated with the mining industry, including problems related to weather and climate in remote areas in which certain of the Company’s operations are located; failure to achieve production, cost and other estimates; risks and uncertainties associated with exploration and development; uncertainties relating to estimates of mineral resources including uncertainty that mineral resources may never be converted into mineral reserves; the Company’s ability to carry on current and future operations, including development and exploration activities at the Arakompa, Kora, Judd and other projects; the timing, extent, duration and economic viability of such operations, including any mineral resources or reserves identified thereby; the accuracy and reliability of estimates, projections, forecasts, studies and assessments; the Company’s ability to meet or achieve estimates, projections and forecasts; the availability and cost of inputs; the availability and costs of achieving the Stage 3 Expansion or the Stage 4 Expansion; the ability of the Company to achieve the inputs the price and market for outputs, including gold, silver and copper; failures of information systems or information security threats; political, economic and other risks associated with the Company’s foreign operations; geopolitical events and other uncertainties, such as the conflicts in Ukraine, Israel and Palestine; compliance with various laws and regulatory requirements to which the Company is subject to, including taxation; the ability to obtain timely financing on reasonable terms when required; the current and future social, economic and political conditions, including relationship with the communities in Papua New Guinea and other jurisdictions it operates; other assumptions and factors generally associated with the mining industry; and the risks, uncertainties and other factors referred to in the Company’s Annual Information Form under the heading “Risk Factors”.

Estimates of mineral resources are also forward-looking statements because they constitute projections, based on certain estimates and assumptions, regarding the amount of minerals that may be encountered in the future and/or the anticipated economics of production. The estimation of mineral resources and mineral reserves is inherently uncertain and involves subjective judgments about many relevant factors. Mineral resources that are not mineral reserves do not have demonstrated economic viability. The accuracy of any such estimates is a function of the quantity and quality of available data, and of the assumptions made and judgments used in engineering and geological interpretation, Forward-looking statements are not a guarantee of future performance, and actual results and future events could materially differ from those anticipated in such statements. Although we have attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking statements, there may be other factors that cause actual results to differ materially from those that are anticipated, estimated, or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.


FAQ

What were the voting results for K92 Mining's 2025 AGM?

The AGM saw 66.83% of shares voted, with all six director nominees elected with over 97% approval. Shareholders also approved maintaining six directors, reappointing PricewaterhouseCoopers LLP as auditor, and the executive compensation approach.

Who are the directors elected to K92 Mining's board in 2025?

The elected directors are Mark Eaton, Anne E. Giardini, Saurabh Handa, Cyndi Laval, Nan Lee, and John D. Lewins, all receiving over 97% approval votes.

What was the shareholder approval rate for KNTNF's executive compensation plan?

The advisory vote on executive compensation received 95.31% approval, with 137,964,551 votes in favor and 6,786,743 votes against.

How many K92 Mining shares were represented at the 2025 AGM?

A total of 160,902,226 common shares were represented at the AGM, accounting for 66.83% of the company's issued and outstanding common shares.
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