Santacruz Silver Announces Grant of Restricted Share Units

Santacruz Silver (OTC:SCZMF) granted 39,000 restricted share units (RSUs) to a director on January 5, 2026 under its Omnibus Equity Incentive Plan dated November 17, 2023.

Rhea-AI Summary

Santacruz Silver (OTC:SCZMF) granted 39,000 restricted share units (RSUs) to a director on January 5, 2026 under its Omnibus Equity Incentive Plan dated November 17, 2023. The RSUs vest in three equal annual instalments and each vested RSU is redeemable for one common share. The grant is a related party transaction under Multilateral Instrument 61-101 and the company relied on exemptions in sections 5.5(b) and 5.7(1)(a) of MI 61-101 to avoid a formal valuation and minority shareholder approval.

Argus Jan 9 session

+18.30% close to close Open Argus

Details

News Market Reaction – SCZMF

On Jan 9, the first trading day after this news, SCZMF closed 18.30% above the previous close.

Data tracked by StockTitan Argus for the Jan 9 session.

Key Figures

RSU grant size: 39,000 RSUs Plan date: November 17, 2023 Vesting schedule: One third per year +3 more

RSU grant size

39,000 RSUs

Granted to one director under Omnibus Equity Incentive Plan

Plan date

November 17, 2023

Date of Omnibus Equity Incentive Plan governing these RSUs

Vesting schedule

One third per year

RSUs vest in equal one-third installments on each anniversary

Share conversion

1 RSU = 1 share

Each vested RSU may be redeemed for one common share

MI 61-101 section

5.5(b)

Exemption from formal valuation requirement

MI 61-101 section

5.7(1)(a)

Exemption from minority shareholder approval requirement

Historical Context

5 past events · Latest: Dec 08

5 events

1. Dec 08

   Share consolidation

   24h Move

   -2.4%

   Four-for-one share consolidation supporting a planned Nasdaq Capital Market listing.

2. Nov 27

   Earnings update

   24h Move

   +1.6%

   Q3 2025 results with detailed revenues, profits, cash, and production metrics.

3. Nov 26

   Shareholder meeting

   24h Move

   +16.9%

   AGM approvals including board structure, consolidation plan, and omnibus incentive plan.

4. Nov 17

   Board change

   24h Move

   -3.4%

   Appointment of Bruce Wolfson to the board and notice of Roland Löhner’s departure.

5. Nov 03

   Production report

   24h Move

   -9.4%

   Q3 2025 production with year-on-year declines and Bolívar mine disruption impacts.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

restricted share units, omnibus equity incentive plan, multilateral instrument 61-101, related party transaction

4 terms

restricted share units financial

"has granted 39,000 restricted share units ("RSUs") to a director"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

omnibus equity incentive plan financial

"in accordance with the Company's Omnibus Equity Incentive Plan dated November 17, 2023"

A single, company-wide plan that lets a business grant different kinds of stock-based pay — such as stock options, shares that vest over time, or other equity awards — to employees, directors and consultants. It matters to investors because it determines how much of the company can be paid out in shares, how quickly those shares enter the market, and how well employees are motivated to grow the business; think of it as a toolbox or menu for paying with ownership stakes that can dilute existing holders and affect company performance.

multilateral instrument 61-101 regulatory

"pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders"

Multilateral Instrument 61-101 is a securities regulation that sets rules for certain corporate deals—like mergers, asset sales, or related-party transactions—to protect minority shareholders by requiring extra disclosure, independent valuation and, in many cases, formal shareholder approval. Think of it as an impartial referee and checklist that forces companies to show the full playbook and get a vote or an independent price opinion, so investors can judge whether a proposed deal is fair and avoid being overridden by insiders.

related party transaction regulatory

"constitutes a related party transaction pursuant to Multilateral Instrument 61-101"

A related party transaction is any deal or transfer of value between a company and people or entities with close ties to it — such as executives, major owners, family members, or affiliated businesses. Investors watch these transactions because they can favor insiders over outside shareholders, skirt fair market pricing, or hide risks; like selling your car to a relative at a friendly price, they require clear disclosure and scrutiny to judge impact on value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Vancouver, British Columbia--(Newsfile Corp. - January 5, 2026) - Santacruz Silver Mining Ltd. (TSXV: SCZ) ("Santacruz" or the "Company") announces that the Company has granted 39,000 restricted share units ("RSUs") to a director of the Company in accordance with the Company's Omnibus Equity Incentive Plan dated November 17, 2023. The RSUs vest in equal one third installments on each anniversary of the grant date. Each vested RSU may be redeemed for one common share of the Company.

The grant of RSUs constitutes a related party transaction pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the grant of RSUs to related parties in reliance on the exemptions contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively.

About Santacruz Silver Mining Ltd.

Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.

'signed'

Arturo Préstamo Elizondo,
Executive Chairman and CEO

For further information please contact:

Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707

Neither the 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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/279474

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What exactly did Santacruz Silver (SCZMF) announce on January 5, 2026?

Santacruz granted 39,000 RSUs to a director; they vest in three equal annual instalments and convert one-for-one to common shares when vested.

When do the 39,000 RSUs granted by Santacruz (SCZMF) vest?

They vest in equal one-third instalments on each anniversary of the January 5, 2026 grant date.

Will the Santacruz (SCZMF) RSU grant require minority shareholder approval?

No; the company relied on exemptions in sections 5.5(b) and 5.7(1)(a) of MI 61-101 to avoid formal valuation and minority approval.

How many common shares does each vested RSU from Santacruz (SCZMF) convert into?

Each vested RSU is redeemable for one common share of the company.

Why is the RSU grant considered a related party transaction for Santacruz (SCZMF)?

Because the RSUs were granted to a director, which qualifies as a related party transaction under MI 61-101.

Where was Santacruz Silver's RSU grant disclosed and under which plan was it issued?

The grant was issued under the company's Omnibus Equity Incentive Plan dated November 17, 2023 and disclosed on January 5, 2026.