STOCK TITAN

B2Gold Q3 2026 net income climbs to $414M

At September 30, B2Gold held $293.6 million in cash and had $705 million available under its revolving credit facility.

Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
6-K

Rhea-AI Filing Summary

B2Gold Corp. (BTG) reported third-quarter 2026 gold revenue of $836.5 million, versus $782.9 million a year earlier, and net income of $413.6 million, versus $23.1 million. Results included a $253.5 million pre-tax reversal of the Fekola impairment. Gold production was 24% lower year over year at 193,321 ounces; all-in sustaining costs were $2,602 per ounce sold, compared with $1,479.

B2Gold lowered 2026 consolidated all-in sustaining cost guidance to $2,230–$2,410 per ounce sold from $2,370–$2,550, while stating it expects to meet production guidance at all operations. It completed the sale of its 70% interest in Fingold Ventures Ltd., which holds the Finland Properties, for $325 million in cash proceeds and recorded a $292.4 million gain. Mali granted the Menankoto exploitation permit on August 7, 2026; pre-stripping began in October, and ore production is expected to commence in early 2027.

3 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 2 points

How the balance works

Positive

  • Moderate pointThird-quarter gold revenue was $836.5 million, versus $782.9 million.
  • Moderate pointNet income reached $413.6 million, versus $23.1 million a year earlier.
  • Moderate pointFinland Properties sale: $325 million proceeds, $292.4 million gain. 4.8% of market cap

Negative

  • Moderate pointThird-quarter gold production was 24% lower, at 193,321 ounces.
  • Moderate pointAll-in sustaining costs rose to $2,602 per gold ounce sold from $1,479.

Filing Explained

B2Gold canceled 41 million shares, lowering the share count; its renewed 10% authorization permits further purchases but does not commit the company.

During the nine months ended September 30, 2026, B2Gold repurchased and canceled 41 million common shares for $208 million under its Normal Course Issuer Bid. Common shares outstanding were 1,317,053,278 at September 30, 2026, compared with 1,340,621,856 at December 31, 2025. Canceling shares reduces the share-count denominator; for a holder whose own share count is unchanged, that means a larger percentage of the outstanding shares.

The renewed bid permits purchases of up to 10% of issued and outstanding common shares from April 3, 2026 through April 2, 2027; it is an authorization ceiling, not a commitment to buy the full amount.

At September 30, 2026, B2Gold reported $294 million of cash and cash equivalents, with $95 million drawn and $705 million available for future drawdowns under its $800 million revolving credit facility.

On November 4, 2026, the company approved a fourth-quarter dividend of $0.02 per share, payable December 15, 2026.

Gold revenue $836.5 million Three months ended September 30, 2026; $782.9 million in 2025
Net income $413.6 million Three months ended September 30, 2026; $23.1 million in 2025
Gold production 193,321 ounces Third quarter 2026; 24% lower than the third quarter of 2025
All-in sustaining costs $2,602 per gold ounce sold Third quarter 2026; $1,479 in the third quarter of 2025
Cash provided by operating activities $238.6 million Three months ended September 30, 2026; $175.6 million in 2025
Finland Properties sale proceeds $325 million Cash proceeds from the sale of B2Gold's 70% interest in Fingold Ventures Ltd.
Gain on sale of Finland Properties $292.4 million Nine months ended September 30, 2026
2026 consolidated all-in sustaining cost guidance $2,230 to $2,410 per gold ounce sold Revised from $2,370 to $2,550 per gold ounce sold
all-in sustaining costs financial
"Consolidated all-in sustaining costs of $2,602 per gold ounce sold"
All-in sustaining costs (AISC) is a per-unit measure used mainly in the mining sector that captures the full ongoing cost to produce a unit of metal, including operating expenses, sustaining capital (maintenance of current operations), and a share of corporate overhead and site-level costs. Investors use AISC to judge whether production generates real profit and sustainable cash flow—think of it as the total monthly household cost to keep a home running, not just the utility bill.
impairment reversal financial
"The residual impairment reversal was calculated to be $253 million"
A reversal of an impairment is a bookkeeping entry that reduces or eliminates a previously recorded write-down of an asset when evidence shows the asset’s recoverable amount has risen since the impairment was recognized. Accounting standards set specific limits: under IFRS an impairment loss for most non‑financial assets (but not goodwill) can be reversed up to the amount the asset would have had without the earlier impairment, while US GAAP generally prohibits reversing impairment losses for long‑lived assets held for use (though other narrow categories and different rules may apply), so whether and how an impairment reversal is allowed depends on the applicable accounting standard.
Prepaid Gold Sales financial
"The Company had delivered into all of its Prepaid Gold Sales"
gold stream obligation financial
"The Company's gold stream obligation requires delivery from production at the Goose Mine"
Normal Course Issuer Bid financial
"renew its Normal Course Issuer Bid"
A Normal Course Issuer Bid is when a company buys back its own shares from the stock market over time. This usually shows that the company believes its stock is undervalued and wants to support its price, which can be important for investors to watch.

FAQ

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

How much revenue and net income did BTG report in Q3 2026?

B2Gold reported gold revenue of $836.5 million and net income of $413.6 million for the three months ended September 30, 2026. The comparable year-earlier amounts were $782.9 million and $23.1 million.

What is BTG's 2026 all-in sustaining cost guidance?

B2Gold lowered consolidated guidance to $2,230 to $2,410 per gold ounce sold, from $2,370 to $2,550 per gold ounce sold, reflecting year-to-date operating performance and expected fourth-quarter results.

When does B2Gold expect Menankoto ore production to start?

Ore production from Fekola Regional is expected to commence in early 2027. B2Gold began mining pre-stripping activities on the Menankoto permit area in October 2026 and anticipates pre-stripping and finalization of a tolling agreement will be completed in the coming months.

Why was BTG's gold production lower in Q3 2026?

B2Gold attributed lower production primarily to pit sequencing at Fekola, including increased pre-stripping for Phase 8, and lower production at Otjikoto following the end of open-pit mining in 2025. The Goose ramp-up partially offset the decreases.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2026
Commission File Number: 001-35936
B2Gold Corp.
(Translation of registrant’s name into English)
British Columbia, Canada
(Jurisdiction of incorporation or organization)
Suite 3400, Park Place
666 Burrard Street,
Vancouver, British Columbia V6C 2X8
Canada
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
[   ] Form 20-F              [X] Form 40-F

DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K
See the Exhibit Index hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
B2Gold Corp.
Date: November 4, 2026By:/s/ Randall Chatwin
Name:Randall Chatwin
Title:Senior Vice President, Legal & Corporate Communications
EXHIBIT INDEX
Exhibit
No.Description
99.1
Consolidated Financial Statements for the Nine Months Ended September 30, 2026
99.2
Management’s Discussion and Analysis for the Quarter Ended September 30, 2026
99.3
Certification of Interim Filing - CEO
99.4
Certification of Interim Filing - CFO










b2goldlogoa.jpg

B2GOLD CORP.
Condensed Interim Consolidated Financial Statements
For the three and nine months ended September 30, 2026
(Unaudited)



B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30
(Expressed in thousands of United States dollars, except per share amounts)
(Unaudited)
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
Gold revenue$836,466 $782,948 $2,784,475 $2,007,261 
Cost of sales
   Production costs(262,705)(195,154)(732,754)(517,511)
   Depreciation and depletion(119,067)(104,665)(401,388)(296,927)
Royalties and production taxes(82,726)(92,784)(344,450)(213,291)
   Other cost of sales (Note 8)
(6,018)— (21,880)— 
Total cost of sales(470,516)(392,603)(1,500,472)(1,027,729)
Gross profit365,950 390,345 1,284,003 979,532 
General and administrative(13,879)(15,249)(49,249)(42,834)
Share-based payments(8,489)(6,966)(22,817)(20,969)
Gain on sale of mining interests (Note 8)
— — 292,374 — 
Reversal of impairment on long lived-assets (Note 8)
253,488 — 253,488 — 
Write-off of plant and equipment (Note 8)
(3,067)— (52,780)— 
Foreign exchange (losses) gains(4,304)(15,252)(23,387)4,743 
Non-recoverable input taxes(7,061)(380)(11,867)(12,657)
Share of net income (loss) of associates (Note 9)
1,345 (2,103)6,825 (1,925)
Community relations(1,698)(11,021)(4,188)(12,579)
Other income (expense)
14,050 (6,507)13,164 (22,095)
Operating income596,335 332,867 1,685,566 871,216 
Interest and financing expense (Notes 11 and 16)
(14,186)(4,730)(47,971)(15,307)
(Loss) gain on dilution of associate (Note 9)
(1,916)— 28,213 — 
(Losses) gains on derivative instruments, net (Note 14)
(796)(105,701)19,259 (170,173)
Change in fair value of gold stream (Note 15)
963 (28,100)17,877 (80,406)
Interest income1,958 3,035 8,653 9,120 
Other income955 416 828 2,501 
Income from operations before taxes583,313 197,787 1,712,425 616,951 
Current income tax, withholding and other taxes (Note 18)
(97,621)(143,945)(491,823)(390,202)
Deferred income tax (expense) recovery (Note 18)
(72,121)(30,719)(181,861)19,691 
Net income for the period$413,571 $23,123 $1,038,741 $246,440 
Attributable to:
   Shareholders of the Company$408,898 $19,313 $1,026,169 $231,324 
   Non-controlling interests (Note 13)
4,673 3,810 12,572 15,116 
Net income for the period$413,571 $23,123 $1,038,741 $246,440 
Earnings per share (attributable to shareholders of the Company) (Note 12)
Basic$0.31 $0.01 $0.77 $0.18 
Diluted$0.28 $0.01 $0.70 $0.16 
Weighted average number of common shares outstanding
(in thousands) (Note 12)
   Basic1,320,959 1,324,279 1,331,076 1,321,491 
   Diluted1,479,660 1,482,386 1,489,661 1,475,718 
See accompanying notes to condensed interim consolidated financial statements.

B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30
(Expressed in thousands of United States dollars)
(Unaudited)

For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
Net income for the period$413,571 $23,123 $1,038,741 $246,440 
Other comprehensive income (loss)
Items that will not be subsequently reclassified to net income:
Gain (loss) on long-term investments, net of deferred income tax (Note 7)
38,362 34,255 (29,656)76,570 
Other comprehensive income (loss) for the period38,362 34,255 (29,656)76,570 
Total comprehensive income for the period$451,933 $57,378 $1,009,085 $323,010 
Other comprehensive income (loss) attributable to:
   Shareholders of the Company$38,362 $34,255 $(29,656)$76,570 
   Non-controlling interests— — — — 
$38,362 $34,255 $(29,656)$76,570 
Total comprehensive income attributable to:
   Shareholders of the Company$447,260 $53,568 $996,513 $307,894 
   Non-controlling interests4,673 3,810 12,572 15,116 
$451,933 $57,378 $1,009,085 $323,010 

See accompanying notes to condensed interim consolidated financial statements.

B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30
(Expressed in thousands of United States dollars)
(Unaudited)
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
Operating activities
Net income for the period$413,571 $23,123 $1,038,741 $246,440 
Non-cash charges, net (Note 19)
(26,242)305,083 120,090 626,676 
Delivery into prepaid sales (Note 16)
— (144,093)(291,222)(144,093)
Changes in non-cash working capital (Note 19)
(16,954)70,929 12,589 84,951 
Changes in long-term inventory(108,015)(60,883)(138,239)(102,166)
Changes in long-term value added tax receivables(23,742)(18,556)(42,615)(102,336)
Cash provided by operating activities238,618 175,603 699,344 609,472 
Financing activities
Proceeds from convertible senior unsecured notes, net of financing costs (Note 11)
— — — 445,913 
Revolving credit facility draw downs (Note 11)
95,000 200,000 120,000 200,000 
Revolving credit facility repayments (Note 11)
— — (175,000)(400,000)
Equipment loan facility draw downs (Note 11)
— 4,439 — 16,743 
Equipment loan facility repayments (Note 11)
(2,102)(3,687)(6,499)(12,244)
Interest and commitment fees paid(8,445)(7,815)(18,751)(12,457)
Cash proceeds from stock option exercises (Note 12)
6,945 29,169 45,026 35,336 
Repurchase of common shares (Note 12)
(33,259)(9,849)(205,157)(9,849)
Dividends paid (Note 12)
(25,809)(25,919)(78,065)(77,430)
Principal payments on lease arrangements (Note 11)
(6,002)(5,479)(18,137)(16,892)
Distributions to non-controlling interests (Note 13)
(925)(4,824)(17,916)(22,441)
Realized loss on derivative instruments (Note 14)
(47,259)(4,213)(188,434)(4,213)
Other131 36 197 (4,235)
Cash (used) provided by financing activities(21,725)171,858 (542,736)138,231 
Investing activities
Capital expenditures on mining interests:
Fekola Mine(48,667)(55,113)(135,319)(172,495)
Goose Mine(72,868)(157,068)(211,147)(395,364)
Masbate Mine(12,151)(9,916)(42,949)(35,148)
Otjikoto Mine(10,477)(4,391)(25,366)(12,707)
Fekola Regional Properties(16,220)(5,579)(60,519)(13,752)
Gramalote Project(10,424)(11,531)(27,450)(23,475)
Other exploration (Note 19)
(19,824)(15,738)(44,323)(35,212)
Cash proceeds from sale of mining interest, net of transaction costs (Note 8)
— — 324,892 — 
Cash proceeds from sale of long-term investments (Note 7)
— — 18,076 — 
Purchase of long-term investments (Note 7)
(13,715)(10,052)(17,313)(13,178)
Other(833)(8,069)(2,788)(7,644)
Cash used by investing activities(205,179)(277,457)(224,206)(708,975)
Increase (decrease) in cash and cash equivalents11,714 70,004 (67,598)38,728 
Effect of exchange rate changes on cash and cash equivalents(4,701)(11,267)(21,931)(8,471)
Cash and cash equivalents prior to restatement for amendments to IFRS 9— — 380,424 — 
Adjustment on adoption of IFRS 9 amendments on January 1, 2026 (Note 3)
— — 2,694 — 
Cash and cash equivalents, beginning of period286,576 308,491 383,118 336,971 
Cash and cash equivalents, end of period$293,589 $367,228 $293,589 $367,228 
Supplementary cash flow information (Note 19)
See accompanying notes to condensed interim consolidated financial statements.

B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of United States dollars)
(Unaudited)
As at September 30,
2026
As at December 31,
2025
Assets
Current
Cash and cash equivalents$293,589 $380,424 
Receivables, prepaids and other (Note 5)
89,374 58,293 
Value-added and other tax receivables45,067 63,732 
Inventories (Note 6)
713,573 627,225 
1,141,603 1,129,674 
Long-term investments (Note 7)
249,058 286,066 
Value-added tax receivables329,593 276,035 
Mining interests (Note 8)
4,083,813 3,760,337 
Investments in associates (Note 9)
135,582 98,183 
Long-term inventories (Note 6)
201,892 177,595 
Other assets (Note 10)
78,463 74,986 
Deferred income taxes— 76,440 
$6,220,004 $5,879,316 
Liabilities
Current
Accounts payable and accrued liabilities$177,961 $174,802 
Current income and other taxes payable306,625 267,073 
Current portion of prepaid gold sales (Note 16)
— 285,458 
Current portion of long-term debt (Note 11)
30,567 33,870 
Current portion of derivative instruments (Note 14)
62,543 237,308 
Current portion of gold stream obligation (Note 15)
30,400 24,500 
Current portion of mine restoration provisions16,535 18,114 
Other current liabilities19,542 20,131 
644,173 1,061,256 
Long-term debt (Note 11)
515,636 564,440 
Gold stream obligation (Note 15)
224,000 258,231 
Mine restoration provisions129,588 151,293 
Deferred income taxes251,065 151,343 
Employee benefits obligation25,417 25,103 
Other long-term liabilities24,247 26,134 
1,814,126 2,237,800 
Equity
Shareholders’ equity
Share capital (Note 12)
3,571,078 3,607,005 
Contributed surplus142,802 151,218 
Accumulated other comprehensive income26,299 55,955 
Retained earnings (deficit)629,234 (220,613)
4,369,413 3,593,565 
Non-controlling interests (Note 13)
36,465 47,951 
4,405,878 3,641,516 
$6,220,004 $5,879,316 
Commitments (Note 21)
Approved by the Board"Michael Cinnamond"Director"Mary-Lynn Oke"Director
See accompanying notes to condensed interim consolidated financial statements.

B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30
(Expressed in thousands of United States dollars)
(Unaudited)
2026
Shares
(‘000’s)
Share
capital
Contributed
surplus
Accumulated
other
comprehensive
 income
Retained earnings (deficit)
Non-
controlling
interests
Total
equity
Balance at December 31, 20251,340,622 $3,607,005 $151,218 $55,955 $(220,613)$47,951 $3,641,516 
Net income for the period— — — — 1,026,169 12,572 1,038,741 
Dividends (Note 12)
363 1,747 426 — (80,384)— (78,211)
Loss on investments, net of deferred income tax (Note 7)
— — — (29,656)— — (29,656)
Shares issued on exercise of stock options
12,812 45,026 — — — — 45,026 
Shares issued on vesting of RSUs3,271 10,795 (10,795)— — — — 
Shares issued on vesting of PSUs1,457 5,288 (5,288)— — — — 
Shares repurchased and cancelled under Normal Course Issuer Bid (Note 12)
(41,472)(111,819)— — (95,938)— (207,757)
Transactions with non-controlling interests
(Note 13)
— — — — — (24,058)(24,058)
Share-based payments
— — 20,277 — — — 20,277 
Transfer to share capital on exercise of stock options— 13,036 (13,036)— — — — 
Balance at September 30, 20261,317,053 $3,571,078 $142,802 $26,299 $629,234 $36,465 $4,405,878 

2025
Shares
(‘000’s)
Share
capital
Contributed
surplus
Accumulated
other
comprehensive
loss
Retained deficit
Non-
controlling
interests
Total
equity
Balance at December 31, 20241,318,041 $3,510,271 $91,184 $(102,771)$(515,619)$52,632 $3,035,697 
Net income for the period— — — — 231,324 15,116 246,440 
Dividends (Note 12)
501 1,798 779 — (80,165)— (77,588)
Portion of convertible senior unsecured notes allocated to equity, net of deferred income tax (Note 11)
— — 67,437 — — — 67,437 
Gain on investments, net of deferred income tax
— — — 76,570 — — 76,570 
Shares issued on exercise of stock options10,732 35,336 — — — — 35,336 
Shares pending issuance for exercise of stock options1,025 3,770 — — — 3,770 
Shares issued on vesting of RSUs2,156 7,103 (7,103)— — — — 
Shares repurchased and cancelled under Normal Course Issuer Bid (Note 12)
(2,321)(9,849)— — — — (9,849)
Transactions with non-controlling interests— — — — — (22,043)(22,043)
Share-based payments
— — 15,013 — — — 15,013 
Transfer to share capital on exercise of stock options— 11,913 (11,913)— — — — 
Balance at September 30, 20251,330,134 $3,560,342 $155,397 $(26,201)$(364,460)$45,705 $3,370,783 

See accompanying notes to condensed interim consolidated financial statements.

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)

1 Nature of operations

B2Gold Corp. (“B2Gold” or the “Company”) is a Vancouver-based gold producer with four operating mines: the Fekola Complex in Mali, the Goose Mine in Canada, the Masbate Mine in the Philippines and the Otjikoto Mine in Namibia. The Company also owns the Gramalote Project in Colombia. The Company holds an approximately 28% interest in Versamet Royalties Corporation ("Versamet") and a portfolio of evaluation and exploration assets in a number of countries including Mali, Canada and Kazakhstan.

B2Gold is a public company which is listed on the Toronto Stock Exchange ("TSX") under the symbol “BTO”, the NYSE American LLC under the symbol “BTG” and the Namibian Stock Exchange under the symbol “B2G”. B2Gold’s head office is located at Suite 3400, Park Place, 666 Burrard Street, Vancouver, British Columbia, V6C 2X8.

2 Basis of preparation

These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting ("IAS 34"), as issued by the International Accounting Standards Board ("IASB"). These condensed interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2025, which have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS").

These condensed interim consolidated financial statements follow the same accounting policies and methods of application as the most recent annual consolidated financial statements of the Company except as noted below.

These condensed consolidated interim financial statements were authorized for issue by the Board of Directors ("Board") on November 4, 2026.

3 Recent accounting pronouncements

New accounting standards adopted

Amendments to IFRS 9, Financial instruments, and IFRS 7, Financial instruments: Disclosures

In May 2024, the IASB issued amendments (the "Amendments") to update the classification and measurement requirements in IFRS 9 and related disclosure requirements in IFRS 7 as follows:
•Clarified the recognition and derecognition date of certain financial assets and liabilities and amended the requirements related to settling financial liabilities using an electronic payment system. For a financial liability settled in cash using an electronic payment system, the amendments permit an entity to deem the financial liability to be discharged before the settlement date provided certain criteria are met.
•Clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criteria.
•New disclosures for certain instruments with contractual terms that can change cash flows (including instruments with features linked to environmental, social and corporate governance targets).
•Additional disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs.
•Amended disclosures relating to equity instruments designated at fair value through other comprehensive income.

The Company adopted the Amendments effective January 1, 2026. The Company decided to apply the accounting policy choice permitted by the Amendments to determine the settlement date for electronic payments based on the date preceding actual settlement.

As a result of the adoption of the Amendments, the Company adopted changes to its accounting policy around derecognition of financial liabilities. The Company generally derecognizes financial liabilities on the settlement date, which is the date on which the liability is extinguished, because the Company’s obligations are discharged, cancelled or have expired. However, when the Company is using an electronic payment system, a financial liability is derecognized when the payment instructions are issued if the following conditions are met:
•Once the Company initiated a payment instruction, it has no practical ability to withdraw, stop or cancel the payment and no practical ability to access the cash that will be used for settlement.
•The settlement risk associated with the electronic payment system is insignificant.

1

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
The Amendments have been applied prospectively with no restatement of comparative information, in accordance with transition requirements on initial application of IFRS 9. The adjustment resulted in $3 million increase to the Cash and cash equivalents as at January 1, 2026, in the Condensed Interim Statement of Cash Flows.

Pronouncements issued but not yet effective

IFRS 18, Presentation and disclosure in financial statements

In April 2024, the IASB issued IFRS 18, Presentation and disclosure in financial statements ("IFRS 18"), which replaces IAS 1, Presentation of financial statements. IFRS 18 introduces an updated structure for the income statement by requiring income and expenses to be presented in three defined categories (operating, investing and financing), and by specifying certain defined totals and subtotals. Where company-specific measures related to income statement disclosure are provided, termed management-defined performance measures ("MPMs"), including certain non-GAAP measures, IFRS 18 requires additional disclosure around those MPMs in the notes to the financial statements. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes to the financial statements. IFRS 18 does not affect the recognition and measurement of items in the financial statements, nor does it affect which items are classified as other comprehensive income and how these items are classified. The standard is effective for reporting periods beginning on or after January 1, 2027, including for interim financial statements. Retrospective application is required and early adoption is permitted.

The Company is continuing to assess and quantify the effect of IFRS 18 on our consolidated financial statements. The standard is expected to result in changes to the presentation of the consolidated statements of operations, by requiring all income and expenses to be classified into the three main categories of operating, investing and financing. Specifically, the Company anticipates changes to the presentation of certain income and expense items, for example, that foreign exchange gains and losses will be classified in the same category as the items that gave rise to the exchange difference, rather than being combined into one line. The cash flow statement will begin with the new IFRS 18-specified subtotal of operating profit. The Company will also have enhanced note disclosures on any identified MPMs. Based on its preliminary assessment, the Company has identified adjusted net income attributable to shareholders as an MPM. The Company expects to apply IFRS 18 on its effective date, with full retrospective application including restated comparative information.

4 Significant accounting judgements and estimates

The preparation of these financial statements in conformity with IAS 34 requires judgements and estimates that affect the amounts reported. Those judgements and estimates concerning the future may differ from actual results. The following are the areas of accounting policy judgement and accounting estimates applied by management that most significantly affect the Company’s financial statements, including those areas of estimation uncertainty that could result in a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Areas of judgement

Assessment of impairment and reversal of impairment indicators for long-lived assets

The Company applies significant judgement in assessing whether there are indicators of impairment, or the reversal of previously recorded impairment, present that give rise to the requirement to conduct an impairment test. Internal and external factors such as significant changes in the use of the asset, legal and permitting factors, future gold prices, operating and capital cost forecasts, quantities of mineral reserves and resources, and movements in market interest rates are used by the Company in determining whether there are any indicators of impairment or reversal of impairment.

During the three months ended September 30, 2026, the Company identified indicators that the previously recorded impairment on the Fekola Complex cash-generating unit ("CGU"), consisting of the Fekola Mine and Fekola Regional Properties, had reversed. As a result, these assets were tested for reversal of impairment (Note 8).

Uncertain tax positions

The Company’s operations involve the application of complex tax regulations in multiple international jurisdictions. Determining the tax treatment of a transaction requires the Company to apply judgement in its interpretation of the applicable tax law. These positions are not final until accepted by the relevant tax authority. The tax treatment may change based on the result of assessments or audits by the tax authorities often years after the initial filing.

The Company recognizes and records potential liabilities for uncertain tax positions based on its assessment of the amount, or range of amounts of tax that will be due. The Company adjusts these accruals as new information becomes available.
2

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
Due to the complexity and uncertainty associated with certain tax treatments, the ultimate resolution could result in a payment that is materially different from the Company’s current estimate of the tax liabilities.

Sources of estimation uncertainty

Fair value of financial instruments

The fair value of financial instruments that are not traded in an active market are determined using valuation techniques. In determining the fair value of the Company's gold collars and gold stream obligation (Notes 14, 15 and 17), the Company makes significant assumptions that are based on the underlying models and the market conditions existing at both initial recognition and the end of each reporting period.

Mineral reserve and resource estimates

Mineral reserves are estimates of the volume of ore that can be economically and legally extracted from the Company’s mining properties. The Company estimates its mineral reserves and mineral resources based on information compiled by appropriately qualified persons relating to the geological data on the size, depth and shape of the ore body, and requires complex geological judgements to interpret the data. The estimation of recoverable reserves and mineral resources is based upon factors such as estimates of foreign exchange rates, commodity prices, future capital requirements, metallurgical recoveries, permitting and production costs along with geological assumptions and judgements made in estimating the size, and grade of the ore body. Changes in the reserve or resource estimates may impact the carrying value of mining interests, mine restoration provisions, the gold stream obligation, recognition of deferred tax assets, depreciation and amortization charges and royalties obligation.

Impairment of long-lived assets

Long-lived assets are tested for impairment, or reversal of a previous impairment, if there is an indicator of impairment or a subsequent reversal. Calculating the estimated recoverable amount of cash-generating units for long-lived asset requires management to make estimates and assumptions that include such factors as mineable mineralization including reserves and resources, future production levels, operating and capital costs, application of royalty, income tax and mining tax rates, future metal prices and discount rates. Changes in any of these assumptions or estimates used in determining the recoverable amount could impact the analysis. Such changes could be material.

Value-added tax receivables

The Company incurs indirect taxes, including value-added tax, on purchases of goods and services at its operating mines and development project. Indirect tax balances are recorded at their estimated recoverable amounts within current or long-term assets, net of provisions, and reflect the Company’s best estimate of their recoverability under existing tax rules in the respective jurisdictions in which they arise. Management’s assessment of recoverability considers the probable outcomes and expected timing of claimed deductions and/or disputes. The provisions and balance sheet classifications made to date may be subject to change and such change may be material.

Long-term value-added tax receivables as at September 30, 2026, included amounts for the Fekola Mine of $288 million (December 31, 2025 - $244 million), for the Masbate Mine of $16 million (December 31, 2025 – $11 million), and for the Gramalote Project of $26 million (December 31, 2025 - $22 million).

Current and deferred income taxes

The Company is periodically required to estimate the tax basis of assets and liabilities. Where applicable tax laws and regulations are either unclear or subject to varying interpretations, it is possible that changes in these estimates could occur that materially affect the amounts of deferred income tax assets and liabilities recorded in the financial statements. Changes in deferred tax assets and liabilities generally have a direct impact on earnings in the period that the changes occur.

Each period, the Company evaluates the likelihood of whether some portion or all, of each deferred tax asset will not be realized. This evaluation is based on historic and future expected levels of taxable income and the associated repatriation of retained earnings, the pattern and timing of reversals of taxable temporary timing differences that give rise to deferred tax liabilities, and tax planning initiatives. Levels of future taxable income are affected by, among other things, metal prices, production costs, quantities of proven and probable gold reserves, interest rates and foreign currency exchange rates. The availability of retained earnings for distribution depends on future levels of taxable income as well as future reclamation expenditures, capital expenditures, dividends and other uses of available cash flow.

3

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
5 Receivables, prepaids and other
September 30, 2026December 31, 2025
$$
Prepaid expenses19,544 13,251 
Supplier advances26,668 10,097 
Current portion of derivative instruments15,452 — 
Insurance claim receivable15,330 5,000 
Short-term investments3,477 4,868 
Prepaid royalties— 13,482 
Other receivables8,903 11,595 
89,374 58,293 

6 Inventories

The current inventories balance is made up as follows:
September 30, 2026December 31, 2025
$$
Gold and silver bullion88,318 67,438 
In-process inventory26,627 45,820 
Ore stock-pile inventory77,717 79,119 
Materials and supplies520,911 434,848 
713,573 627,225 

The long-term inventories balance is made up as follows:
September 30, 2026December 31, 2025
$$
Ore stock-pile inventory57,690 77,292 
Materials and supplies144,202 100,303 
201,892 177,595 

Current ore stock-pile inventory as at September 30, 2026, includes amounts for the Goose Mine of $35 million (December 31, 2025 - $42 million), for the Masbate Mine of $16 million (December 31, 2025 - $13 million), for the Fekola Mine of $14 million (December 31, 2025 - $20 million) and for the Otjikoto Mine of $12 million (December 31, 2025 – $4 million).

Long-term stock-pile inventory as at September 30, 2026, includes amounts for the Otjikoto Mine of $47 million (December 31, 2025 – $58 million), for the Masbate Mine of $11 million (December 31, 2025 - $10 million), and for the Fekola Mine of $0 million (December 31, 2025 - $9 million).

Long-term supplies inventories are supplies for the Goose Mine that are expected to be consumed beyond the next twelve months.
4

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
7 Long-term investments
September 30, 2026December 31, 2025
Cost
$
AOCI
$
Fair Value
$
Cost
$ 
AOCI
$
Fair Value
$
Snowline Gold Corp.59,565 156,940 216,505 47,303 167,569 214,872 
Prospector Metals Corp.15,362 1,779 17,141 13,672 12,944 26,616 
St. Augustine Gold & Copper Ltd.20,176 (11,571)8,605 20,193 2,166 22,359 
AuMEGA Metals Ltd.5,747 (2,552)3,195 3,839 (1,810)2,029 
Founders Metals Inc.— — — 13,256 6,388 19,644 
Other16,745 (13,133)3,612 14,298 (13,752)546 
117,595 131,463 249,058 112,561 173,505 286,066 


During the nine months ended September 30, 2026, the Company purchased 1 million shares in Snowline Gold Corp. at an average price of Cdn. $14.50 per share for total proceeds of $12 million.

During the nine months ended September 30, 2026, the Company disposed of 6 million shares in Founders Metals Inc. at an average price of Cdn. $4.15 per share for total proceeds of $18 million.

During the nine months ended September 30, 2026, the Company purchased 2 million shares in Prospector Metals Corp. at an average cost of Cdn. $1.49 per share for a total cost of $2 million.

During the nine months ended September 30, 2026, the Company purchased 66 million shares in AuMEGA Metals Ltd. at an average cost of Cdn. $0.04 per share for a total cost of $2 million.

5

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
8 Mining interests
Mineral propertiesBuildings, plant & equipmentConstruction-in-progressExploration & evaluation assetsTotal
$$$$$
Cost
Balance at December 31, 20243,352,643 2,087,742 1,263,835 662,309 7,366,529 
Additions223,411 189,927 446,558 47,209 907,105 
Capitalized interest— — 54,989 — 54,989 
Disposals and write-downs(350,469)(92,072)— (5,118)(447,659)
Transfers315,323 1,440,460 (1,755,783)— — 
Change in mine restoration provision estimates17,788 — — 543 18,331 
Balance at December 31, 20253,558,696 3,626,057 9,599 704,943 7,899,295 
Additions249,165 269,335 19,647 48,630 586,777 
Capitalized interest— — 137 — 137 
Disposals and write-downs(123)(86,226)— (39,190)(125,539)
Change in mine restoration provision estimates(26,678)— — — (26,678)
Balance at September 30, 20263,781,060 3,809,166 29,383 714,383 8,333,992 
Accumulated depreciation, depletion, amortization and impairment
Balance at December 31, 2024(2,452,176)(1,288,051)— (334,867)(4,075,094)
Depreciation and depletion(264,064)(234,096)— — (498,160)
Disposals and write-downs350,469 83,827 — — 434,296 
Balance at December 31, 2025(2,365,771)(1,438,320)— (334,867)(4,138,958)
Depreciation and depletion(197,536)(196,313)— — (393,849)
Impairment reversal105,370 57,331 — 90,787 253,488 
Disposals and write-downs123 29,017 — — 29,140 
Balance at September 30, 2026(2,457,814)(1,548,285)— (244,080)(4,250,179)
Net book value at December 31, 20251,192,925 2,187,737 9,599 370,076 3,760,337 
Net book value at September 30, 20261,323,246 2,260,881 29,383 470,303 4,083,813 

6

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)

Reversal of impairment and impairment of long-lived assets

During the year ended December 31, 2023, the Company recorded an impairment of $206 million on the Fekola Complex CGU based on the Company's best estimate of the application of the 2023 Mining Code at that date. A net impairment charge of $192 million, after taking into account a deferred income tax recovery of $14 million, was recorded in the Consolidated Statement of Operations for the year ended December 31, 2023. During the year ended December 31, 2024, the accompanying Implementation Decrees, which clarify how the provisions of the 2023 Mining Code and Local Content Law should be applied, were enacted into law. As a result, the Company recorded a further impairment of $215 million on the Fekola Complex CGU. A net impairment charge of $194 million, after taking into account a deferred income tax recovery of $21 million, was recorded in the Consolidated Statement of Operations for the year ended December 31, 2024.

On August 7, 2026, the State of Mali granted the Menankoto exploitation permit ("Menankoto Permit") to B2Gold’s Malian subsidiary. The Company concluded that, although there are still further steps necessary to produce gold from the Menankoto permit area, significant uncertainty had been removed with respect to the expected timing of the production. As a result, the granting of the Menankoto Permit was considered an indication of reversal of the previously recorded impairment, and the Company performed an impairment reversal test on the Fekola Complex as at September 30, 2026. The carrying value of the CGU was compared to the CGU’s recoverable amount which was determined to be its fair value less costs of disposal ("FVLCD"). To estimate the recoverable amount of the CGU for impairment reversal, the Company utilized a discounted cash flow model incorporating significant assumptions that included such factors as reserves and resources, future production levels, operating and capital costs, royalties and tax rates, a long-term gold price of $3,500 per ounce, and a discount rate of 12.5% for the Fekola Complex. Management’s estimate of the FVLCD of its CGU is classified as level 3 in the fair value hierarchy. The Company’s estimate of future cash flows is subject to risks and uncertainties and therefore could change in the future if the underlying assumptions change.

The Company’s analysis concluded that the carrying value of the Fekola Complex CGU at September 30, 2026 was lower than the FVLCD and that the previously recorded impairment has reversed. The residual impairment reversal was calculated to be $253 million after reflecting the amount of depreciation that would have been recorded had the assets not been impaired. The Company recorded a net impairment reversal of $212 million in the Condensed Interim Consolidated Statement of Operations after taking into account a deferred income tax expense of $41 million.

Finland Properties

On April 23, 2026, the Company completed the sale of its 70% interest in Fingold Ventures Ltd., which holds several claims in Northern Finland ("Finland Properties") to Agnico Eagle Mines Limited in exchange for cash proceeds of $325 million. The gain on sale of $292 million was recorded in Gain on sale of mining interests in the Condensed Interim Consolidated Statement of Operations as outlined below:
$
Proceeds from sale:
Cash consideration325,000
Transaction costs(108)
Total proceeds from sale, net of transaction costs324,892
Total assets sold39,190
Total non-controlling interest sold(6,672)
Net assets sold32,518
Gain on disposal of Finland Properties292,374
7

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)

Goose Mine

On April 17, 2026, the Company announced a fire had occurred in certain areas of the crushing circuit at the Goose Mine. In accordance with IAS 16, Property, plant and equipment, the Company assessed that components of plant and equipment with a net book value of $50 million (cost of $51 million less accumulated depreciation of $1 million) were damaged in the event. These assets have been assessed to have no future benefit and have been written off in the Condensed Interim Consolidated Statement of Operations for the nine months ended September 30, 2026. In addition, the Company incurred $3 million related to non-capital crusher repair activities following the fire. The Goose Mine remained operational after the incident, but with a limited milling capacity. In accordance with IAS 2, Inventories, the Company has recorded expense of $6 million and $22 million, respectively, for three and nine months ended September 30, 2026 for costs that do not form part of producing inventory during the period. These costs, related to the suspension of crushing operations, have been recorded as Other cost of sales in the Condensed Interim Consolidated Statement of Operations.

Other

During the nine months ended September 30, 2025, the Company wrote-off $5 million related to non-core exploration and evaluation properties that it no longer plans to proceed with.

9 Investment in associates
VersametOtherTotal
$$$
Balance at December 31, 202487,067 4,350 91,417 
Share of net income (loss)2,566 (3,321)(755)
Interests acquired— 7,521 7,521 
Balance at December 31, 202589,633 8,550 98,183 
Share of net income (loss)10,289 (3,464)6,825 
Gain on dilution26,038 2,175 28,213 
Interests acquired— 2,361 2,361 
Balance at September 30, 2026125,960 9,622 135,582 


Versamet

During the nine months ended September 30, 2026, the Company's associate Versamet issued shares to other third parties, including a bought deal financing and a private placement. As a result of the Versamet shares issued, the Company's interest in Versamet was diluted from 33% to 28%, resulting in a gain on dilution of $26 million recorded in the Condensed Interim Consolidated Statement of Operations for the nine months ended September 30, 2026.

10 Other assets
September 30, 2026December 31, 2025
$$
Reclamation deposits71,614 68,808 
Restricted cash5,951 6,109 
Other898 69 
78,463 74,986 

As at September 30, 2026, reclamation deposits include amounts for the Fekola Mine of $29 million (December 31, 2025 - $27 million), for the Otjikoto Mine of $24 million (December 31, 2025 – $23 million), for the Goose Mine of $13 million (December 31, 2025 - $14 million) and for the Masbate Mine of $4 million (December 31, 2025 - $5 million).

8

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
11 Long-term debt

Convertible senior unsecured notesRevolving credit facilityEquipment loansLease liabilitiesTotal
$$$$$
Balance at December 31, 2025375,295 143,787 27,018 52,210 598,310 
Drawdowns— 120,000 — — 120,000 
Debt repayments— (175,000)(6,499)(18,137)(199,636)
Interest payment(12,650)— — — (12,650)
Lease liabilities incurred— — — 12,799 12,799 
Lease liabilities modified or derecognized— — — (724)(724)
Foreign exchange gains— — (747)(799)(1,546)
Non-cash interest and financing expense23,824 1,568 — 4,258 29,650 
Balance at September 30, 2026386,469 90,355 19,772 49,607 546,203 
Current portion(2,108)— (7,574)(20,885)(30,567)
384,361 90,355 12,198 28,722 515,636 

Convertible senior unsecured notes

On January 28, 2025, the Company issued convertible senior unsecured notes (“the Notes”) with an aggregate principal amount of $460 million. The Notes mature on February 1, 2030. The Notes are the Company's senior unsecured obligations and rank equally with all existing and future senior unsecured indebtedness. The Notes are effectively unsecured to all of the Company's existing and future secured indebtedness, including trade payables, to the extent of the value of the collateral securing such indebtedness. During the three and nine months ended September 30, 2026, the Company recognized interest charges of $8 million and $24 million, respectively, related to the Notes in the Condensed Interim Consolidated Statement of Operations (2025 - $0 million and $0 million, net of $7 million and $20 million, respectively, capitalized to the construction of qualifying assets during the period).

Revolving credit facility

The Company has an $800 million revolving credit facility ("RCF") with a syndicate of international banks. The RCF allows for an accordion feature whereby upon receipt of additional binding commitments, the facility may be further increased to $1 billion any time prior to the maturity date of December 17, 2028. During the nine months ended September 30, 2026, the Company repaid $175 million and drew down $120 million on the RCF. As at September 30, 2026, the Company had a balance of $95 million drawn on the RCF and $705 million available for future draw downs. The Company has provided security on the RCF in the form of a general security interest over the Company’s assets and pledges creating a charge over the shares of certain of the Company’s direct and indirect subsidiaries. In connection with the RCF, the Company must also maintain an interest coverage ratio greater than or equal to 3:1 for any fiscal quarter and a leverage ratio of less than 3.5:1 for any fiscal quarter. As at September 30, 2026, the Company was in compliance with these debt covenants. During the three and nine months ended September 30, 2026, the Company recognized interest charges of $2 million and $6 million related to the RCF, respectively, in the Condensed Interim Consolidated Statement of Operations (2025 - $1 million and $4 million, net of $3 million and $5 million, respectively, capitalized to the construction of qualifying assets during the period).

9

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
Fekola equipment loan facilities

During the nine months ended September 30, 2026, the Company's subsidiary, Fekola SA, extended the availability of the third term equipment facility with Caterpillar Financial Services Corporation to December 31, 2026. The aggregate principal amount of the facility is up to the Euro equivalent of $35 million. As at September 30, 2026, $29 million has been drawn down under the third term equipment facility.

Lease liabilities

During the nine months ended September 30, 2026, the Company recognized $13 million of right-of-use assets and $13 million of lease liabilities. The valuation of the lease was based on a 2-year term.

12 Share capital

The Company’s authorized share capital consists of an unlimited number of common shares and an unlimited number of preferred shares. As at September 30, 2026, the Company had 1,317,053,278 common shares outstanding (December 31, 2025 - 1,340,621,856 shares). No preferred shares were outstanding.

During the nine months ended September 30, 2026, the Company paid three quarterly dividends of $0.02 per share each, totaling $80 million (2025 - $80 million). Of this amount, $2 million (2025 - $2 million) was satisfied by the issuance of 0.4 million shares (2025 - 0.5 million shares) under the Company's Dividend Re-investment Plan.

For the three and nine months ended September 30, 2026, the Company issued 2 million and 13 million common shares, respectively, for proceeds of $7 million and $45 million, respectively, upon exercise of stock options.

Related party transactions during the nine months ended September 30, 2026, related to compensation paid to key management personnel, including salaries, short term benefits, directors' fees and share-based payments totalling $16 million (2025 - $11 million).

In April 2026, the Company received approval from the TSX to renew its Normal Course Issuer Bid, previously implemented in April 2025, pursuant to which the Company may purchase up to a maximum of 10% (increased from 5%) of its issued and outstanding common shares, during the period commencing April 3, 2026 and ending April 2, 2027. The Company is allowed to repurchase its common shares, through the facilities of the TSX, the NYSE American and other designated exchanges or alternative trading systems or by such other means as may be permitted by applicable Canadian and U.S. securities laws. The Company repurchased and cancelled 41 million common shares for $208 million during the nine months ended September 30, 2026. The book value of the cancelled common shares of $112 million was recorded as a reduction to share capital.

Subsequent to September 30, 2026, on November 4, 2026, the Company approved a fourth quarter dividend of $0.02 payable on December 15, 2026.

10

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
Earnings per share

The following is the calculation of basic and diluted earnings per share:
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
Net income (attributable to shareholders of the Company)
$408,898 $19,313 $1,026,169 $231,324 
Interest and financing expense on convertible senior unsecured notes included in net income$7,959 $— $23,706 $468 
Diluted net income (attributable to shareholders of the Company) used in calculating diluted earnings per share
$416,857 19,313 $1,049,875 $231,792 
Basic weighted average number of common shares outstanding (in thousands)
1,320,959 1,324,279 1,331,076 1,321,491 
Effect of dilutive securities:
Convertible senior unsecured notes144,996 144,996 144,996 144,996 
Performance share units4,750 3,507 4,750 3,507 
Restricted share units1,975 2,264 1,961 1,810 
Stock options6,980 7,340 6,878 3,914 
Diluted weighted average number of common shares outstanding (in thousands)
1,479,660 1,482,386 1,489,661 1,475,718 
Earnings per share (attributable to shareholders of the Company)
Basic$0.31 $0.01 $0.77 $0.18 
Diluted$0.28 $0.01 $0.70 $0.16 

13 Non-controlling interests

The following is a continuity schedule of the Company's non-controlling interests:
MasbateOtjikotoFinlandTotal
$$$$
Balance at December 31, 202523,964 17,779 6,208 47,951 
Share of net (loss) income(1,291)13,927 (64)12,572 
Distributions to non-controlling interest(3,600)(14,316)— (17,916)
Non-controlling interest associated with mining interest sold (Note 8)
— — (6,672)(6,672)
Participating funding from non-controlling interest— — 517 517 
Other— 2 11 13 
Balance at September 30, 202619,073 17,392 — 36,465 

11

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
14 Derivative financial instruments

Fuel derivatives

The following is a summary, by maturity dates, of the Company’s fuel derivatives contracts outstanding as at September 30, 2026. The Company's fuel derivative instruments were not designated as hedges and are being recorded at fair value through profit and loss ("FVTPL").

For the three and nine months ended September 30, 2026, the Company recorded an unrealized fuel derivative gains of $8 million and $21 million, respectively (2025 – gains of $1 million and $1 million, respectively) and realized fuel derivative gains of $7 million and $16 million, respectively (2025 - losses of $0 million and $1 million, respectively) as part of (Losses) gains on derivative instruments in the Condensed Interim Consolidated Statement of Operations.

The following is a summary, by maturity dates, of the Company’s fuel derivative contracts outstanding as at September 30, 2026:

20262027Total
Forward – fuel oil:
Litres (thousands)6,658 14,483 21,141 
Average strike price$0.38 $0.37 $0.37 
Forward – gas oil:
Litres (thousands)8,007 21,003 29,010 
Average strike price$0.51 $0.52 $0.52 

The unrealized fair value of these contracts at September 30, 2026, was $16 million (December 31, 2025 - $(4) million).

Gold derivatives

During the year ended December 31, 2024, as a requirement of the RCF (Note 11), the Company entered into a series of 1:1 zero-cost put/call gold collar contracts with settlement between February 2025 and January 2027. These derivative instruments were not designated as hedges by the Company and are recorded at FVTPL.

For the three and nine months ended September 30, 2026, the Company recorded unrealized gains of $31 million and $171 million, respectively (2025 - losses of $103 million and $173 million, respectively) on the gold collar contracts and realized losses of $47 million and $188 million, respectively (2025 - losses of $4 million and $4 million, respectively) as part of (Losses) gains on derivative instruments in the Condensed Interim Consolidated Statement of Operations.

The following is a summary, by maturity dates, of the Company’s gold derivative contracts outstanding as at September 30, 2026:

20262027Total
Ounces49,911 16,637 66,548 
Average floor price$2,450 $2,450 $2,450 
Average ceiling price$3,294 $3,294 $3,294 

The unrealized fair value of these contracts at September 30, 2026, was $(63) million (December 31, 2025 - $(234) million).

12

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
15 Gold stream obligation

The Company's gold stream obligation requires delivery from production at the Goose Mine as follows:
•2.7805% of gold production up to delivery of 87,100 ounces;
•1.4405% of gold production up to an aggregate of 134,000 ounces; and
•1.005% of gold production thereafter.

The gold stream obligation was determined to be a derivative liability under IFRS 9 Financial instruments, and has been classified as FVTPL. As a result, it has been recorded at its fair value on the Condensed Interim Consolidated Balance Sheet with changes in the fair value being recorded in the Condensed Interim Consolidated Statement of Operations. The fair value of the gold stream was determined to be level 3 in the fair value hierarchy (Note 17). The Company has guaranteed the gold stream obligation.

During the three and nine months ended September 30, 2026, the Company delivered 544 ounces and 2,742 ounces, respectively (2025 - 0 ounces and 0 ounces, respectively) into the gold stream obligation. The Company receives purchase price for each ounce of refined gold metal equal to 18% of the spot gold price. The difference between the spot gold price and such purchase price payable is deducted against the upfront funding until it has been reduced to nil.

The following is a summary of the changes in the gold stream obligation:
$
Outstanding at December 31, 2025282,731
Change in fair value(17,877)
Gold delivered(10,454)
Outstanding at September 30, 2026254,400
Less current portion(30,400)
224,000


16 Prepaid gold sales

On January 23, 2024, the Company entered into a series of prepaid gold sales with a number of its RCF syndicate banks (the "Prepaid Gold Sales"). Under the terms of the Prepaid Gold Sales, the Company received an upfront payment of $500 million, based on gold forward curve prices averaging approximately $2,191 per ounce, in exchange for equal monthly deliveries of gold from July 2025 to June 2026 totaling 264,768 ounces.

During the nine months ended September 30, 2026, the Company delivered 132,384 ounces, into contracts valued at $291 million. As the Company physically delivered ounces into the contracts, the portion of the Prepaid Sales relating to the delivered ounces was recognized as gold revenue in the Interim Condensed Consolidated Statement of Operations at the time of delivery based on the contract price.

As at September 30, 2026, the Company had delivered into all of its Prepaid Gold Sales and had no contracts outstanding.

The following is a summary of the changes in the Prepaid Gold Sales obligation:
$
Outstanding at December 31, 2025285,458
Gold deliveries(291,222)
Accretion5,764
Outstanding at September 30, 2026
—

During the three and nine months ended September 30, 2026, the Company recognized interest charges of $nil million and $6 million, respectively, relating to the financing component contained in the Prepaid Sales, in the Condensed Interim Consolidated Statement of Operations for the three and nine months ended September 30, 2026 (2025 - $0 million and $0 million net of $9 million and $29 million, respectively, capitalized to the construction of qualifying assets during the period).

13

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
17 Financial instruments

The Company’s financial assets and liabilities are classified based on the lowest level of input significant to the fair value measurement based on the fair value hierarchy:

Level 1 – quoted prices in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

Level 3 – inputs for the asset or liability that are not based on observable market data.

As at September 30, 2026, the Company’s financial assets and liabilities that are measured at fair value are categorized as follows:
As at September 30, 2026As at December 31, 2025
Level 1Level 2Level 3Level 1Level 2Level 3
$$$$$$
Long-term investments (Note 7)
249,058 — — 286,066 — — 
Short-term investments (Note 5)
3,477 — — 4,868 — — 
Gold derivative contracts (Note 14)
— (62,543)— — (233,821)— 
Fuel derivative contracts (Note 14)
— 16,277 — — (4,415)— 
Gold stream obligation (Note 15)
— — (254,400)— — (282,731)

The Company’s long-term investments consist of shares of publicly traded mining companies. The fair values of these were determined using market quotes from an active market for each investment.

The fair values of the Company's fuel and gold derivative contracts were determined using prevailing market rates for instruments with similar characteristics.

The fair value of the gold stream was calculated based on an income approach and a discounted cash flow model. The calculated fair value includes inputs that are based on observable market data, including forward gold price curves and credit adjusted risk-free rates. The fair value also includes inputs that are not based on observable market data, including the timing of future gold deliveries. The valuation has been prepared by an independent valuations specialist with direct oversight from the Company. Forward gold price estimates ranged from $4,187 to $5,524 per ounce. A $100 per ounce change in the gold forward price would have approximately a $5 million impact on the fair value of the gold stream obligation. A 50-basis point change in the discount rate would have an approximately $6 million impact on the fair value of the gold stream obligation.

The fair value of the Notes, based on quoted market prices, is $813 million. The carrying amount of the Notes represents the liability component recorded at amortized cost (Note 11), while the fair value represents both the liability and equity components. The fair value of the Notes is categorized as level 1 in the fair value hierarchy outlined in IFRS 13 Fair value measurement. The fair value of the Company's other long-term debt approximates its carrying value as it has a floating interest rate and the Company's credit spread has remained approximately consistent. The fair value of the Company's other financial instruments approximates their carrying value due to their short-term nature.

Credit risk

The Company’s maximum exposure to credit risk is the book value of cash and cash equivalents, accounts receivable, loans receivable and the carrying value of its derivative portfolio. The Company limits its credit exposure on cash and cash equivalents by holding its deposits mainly with high credit quality financial institutions as determined by credit rating agencies. The Company maintains its excess cash balances in short-term investments accounts. The Company does not maintain insurance for its cash balances.

14

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
18 Income and other taxes

Income tax expense differs from the amount that would result from applying the Canadian federal and provincial income tax rates to earnings from operations before taxes. These differences result from the following items:
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
$$$$
Income from operations before taxes583,313 197,787 1,712,425 616,951 
Canadian federal and provincial income tax rates27.00 %27.00 %27.00 %27.00 %
Income tax expense at statutory rates157,495 53,402 462,355 166,577 
Increase (decrease) attributable to:
Change in losses and tax bases for which no tax benefit has been recorded757 55,136 60,605 77,066 
Effects of different foreign statutory tax rates35,505 34,020 128,639 81,593 
Future withholding tax28,500 28,000 83,500 59,000 
Deferred income tax effect of the reversal of impairment on long lived-assets(43,835)— (43,835)— 
Change in losses and temporary differences not previously recognised(15,320)— (33,819)— 
Benefit of optional tax incentives(15,353)(14,277)(47,014)(28,821)
Change due to foreign exchange3,238 1,147 15,721 (57,060)
Royalty and windfall profit taxes8,848 — 23,380 — 
Change in non-taxable portion of gains77 (318)(43,740)(268)
Withholding and other taxes599 3,003 47,928 40,661 
Non-deductible expenditures8,727 8,900 17,466 24,423 
Change in income tax rates— 4,000 — 4,000 
Amounts under (over) provided in prior years1 (39)956 650 
Change in accrual for tax audits503 1,690 1,542 2,690 
Income tax expense169,742 174,664 673,684 370,511 
Current income tax, withholding and other taxes97,621 143,945 491,823 390,202 
Deferred income tax expense (recovery)72,121 30,719 181,861 (19,691)
Income tax expense169,742 174,664 673,684 370,511 

Included in current income tax expense for the three and nine months ended September 30, 2026, was an expense of $18 million and $99 million, respectively (2025 - $28 million and $64 million, respectively), related to the State of Mali's 20% priority dividend on its free carried interest in the Fekola Mine. This priority dividend is accounted for as an income tax in accordance with IAS 12, Income Taxes.

15

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
19 Supplementary cash flow information

Supplementary disclosure of cash flow information is provided in the tables below:

Non-cash charges (credits):
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
$$$$
Depreciation and depletion119,067 104,665 401,388 296,927 
Gain on sale of mining interests (Note 8)
— — (292,374)— 
Reversal of impairment on long-lived assets (Note 8)
(253,488)— (253,488)— 
Unrealized (gains) losses on derivative instruments(39,957)101,715 (191,969)172,370 
Add back of realized loss on derivative instruments47,259 4,213 188,434 4,213 
Deferred income tax expense (recovery) (Note 18)
72,121 30,719 181,861 (19,691)
Write-off of plant and equipment (Note 8)
— — 49,713 — 
Non-cash interest and financing expense14,186 4,730 47,971 15,307 
Loss (gain) on dilution of associate (Note 9)
1,916 — (28,213)— 
Share-based payments8,489 5,088 22,162 18,974 
Change in fair value of gold stream (Note 15)
(963)28,100 (17,877)80,406 
Non-recoverable input taxes6,655 380 10,068 12,657 
Share of net (income) loss of associates (Note 9)
(1,345)2,103 (6,825)1,925 
Non-cash community relations expense— 10,000 — 10,000 
Other(182)13,370 9,239 33,588 
(26,242)305,083 120,090 626,676 

Changes in non-cash working capital:
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
$$$$
Accounts receivable and prepaids4,512 683 (29,584)(15,256)
Value-added and other tax receivables(11,796)(15,464)(2,391)(4,538)
Inventories18,280 (41,282)14,801 (74,323)
Accounts payable and accrued liabilities(15,842)11,857 (20,670)24,388 
Current income and other taxes payable(12,108)115,135 50,433 154,680 
(16,954)70,929 12,589 84,951 

16

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
Other exploration and development:
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
$$$$
Goose Mine, exploration(7,095)(5,619)(16,858)(15,941)
Masbate Mine, exploration(1,656)(602)(2,957)(1,553)
Otjikoto Mine, exploration(2,015)(2,220)(4,613)(6,433)
Back River Regional, exploration(8,178)(6,598)(16,148)(9,604)
Other(880)(699)(3,747)(1,681)
(19,824)(15,738)(44,323)(35,212)

Non-cash investing and financing activities:
For the three
months ended
Sept. 30, 2026
For the three
months ended
Sept. 30, 2025
For the nine
months ended
Sept. 30, 2026
For the nine
months ended
Sept. 30, 2025
$$$$
Change in current liabilities relating to mining interest expenditures4,358 (15,160)21,324 (26,215)
Interest capitalized to construction of qualifying assets107 20,095 137 54,863 

For the three and nine months ended September 30, 2026, the Company paid $103 million and $399 million, respectively, of current income tax, withholding and other taxes in cash (2025 - $33 million and $203 million, respectively).

20 Segmented information

The Company’s reportable operating segments include its mining operations and development projects, namely the Fekola, Masbate, Otjikoto and Goose mines. It also includes Fekola Regional properties, which are in the exploration and evaluation stage. The Fekola Regional segment includes the Anaconda Area (the combined Menankoto permit) and the Dandoko permit. The “Other Mineral Properties” segment consists of the Company’s interests in mineral properties which are at various stages of exploration and evaluation, including the Company's interest in the Gramalote Project, as well as the Company's equity accounted investment in its associates. The “Corporate” segment includes corporate operations. The Company’s segments are summarized in the following tables:
For the three months ended September 30, 2026
Fekola
Mine
Fekola RegionalGoose
 Mine
Masbate
Mine
Otjikoto
Mine
Other
Mineral
Properties
Corporate
Total
$$$$$$$$
External gold revenue382,427 — 135,043 227,165 91,831 — — 836,466 
Production costs125,485 — 69,327 39,651 28,242 — — 262,705 
Depreciation & depletion55,539 147 29,027 27,424 6,930 — 542 119,609 
Reversal of impairment on long-lived assets(154,595)(98,893)— — — — — (253,488)
Net income (loss)188,819 78,331 37,039 100,172 31,551 (246)(22,095)413,571 
Capital expenditures48,667 16,235 79,963 13,807 12,492 19,466 30 190,660 
Total assets1,593,680 370,557 2,538,710 637,291 320,528 435,006 324,232 6,220,004 


17

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
For the three months ended September 30, 2025
Fekola
Mine
Fekola RegionalGoose ProjectMasbate
Mine
Otjikoto
Mine
Other
Mineral
Properties
Corporate
Total
$$$$$$$$
External gold revenue472,582 — 341 54,964 110,967 — 144,094 782,948 
Intersegment gold revenue— — 28,552 171,277 32,088 — (231,917)— 
Production costs104,448 — 9,127 49,632 31,947 — — 195,154 
Depreciation & depletion54,417 137 — 30,953 19,157 — 578 105,242 
Net income (loss)124,270 (2,763)8,442 78,153 50,467 (1,784)(233,662)23,123 
Capital expenditures55,113 5,579 162,687 10,518 6,611 18,849 113 259,470 
Total assets1,509,801 209,089 2,235,600 629,904 326,054 368,268 413,500 5,692,216 


For the nine months ended September 30, 2026
Fekola
Mine
Fekola RegionalGoose
 Mine
Masbate
Mine
Otjikoto
Mine
Other
Mineral
Properties
Corporate
Total
$$$$$$$$
External gold revenue1,635,325 — 145,430 368,861 343,637 — 291,222 2,784,475 
Intersegment gold revenue— — 286,836 332,407 — — (619,243)— 
Production costs365,700 — 171,712 113,953 81,389 — — 732,754 
Depreciation & depletion200,129 447 98,091 78,253 24,467 — 1,611 402,998 
Impairment reversal of long-lived assets(154,595)(98,893)— — — — — (253,488)
Net income (loss)506,511 76,236 86,741 305,445 130,560 328,457 (395,209)1,038,741 
Capital expenditures135,319 60,650 228,005 45,906 29,979 47,213 30 547,102 
Total assets1,593,680 370,557 2,538,710 637,291 320,528 435,006 324,232 6,220,004 


For the nine months ended September 30, 2025
Fekola
Mine
Fekola RegionalGoose ProjectMasbate
Mine
Otjikoto
Mine
Other
Mineral
Properties
Corporate
Total
$$$$$$$$
External gold revenue1,104,565 — 341 317,055 441,206 — 144,094 2,007,261 
Intersegment gold revenue— — 28,552 171,277 32,088 — (231,917)— 
Production costs289,594 — 9,127 122,116 96,674 — — 517,511 
Depreciation & depletion135,195 396 (3,770)68,776 96,329 36 1,709 298,671 
Net income (loss)296,893 (3,213)10,572 162,063 150,811 (6,626)(364,060)246,440 
Capital expenditures172,495 13,752 411,305 36,701 19,140 34,826 241 688,460 
Total assets1,509,801 209,089 2,235,600 629,904 326,054 368,268 413,500 5,692,216 
18

B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
The Company’s mining interests are located in the following geographical locations:
September 30, 2026December 31, 2025
$$
Mining interests
Canada2,048,020 1,950,116 
Mali1,357,802 1,105,803 
Philippines397,131 431,312 
Namibia145,168 128,392 
Colombia134,029 106,703 
Finland— 37,505 
Other1,663 506 
4,083,813 3,760,337 

21 Commitments

As at September 30, 2026, the Company had the following commitments (in addition to those disclosed elsewhere in these financial statements):
•For payments at the Fekola Mine of $5 million for mobile equipment purchases and major rebuilds, and $1 million for other capital expenditures, of which $5 million is expected to be incurred in 2026 and $1 million is expected to be incurred in 2027.
•For payments at Fekola Regional of $3 million related to site infrastructure, all of which expected to be incurred in 2026.
•For payments at the Goose Mine of $19 million for mobile equipment purchases, $3 million for crushing circuit upgrades, $3 million for underground mining infrastructure and $2 million for other capital projects, of which $8 million is expected to be incurred in 2026 and $19 million is expected to be incurred in 2027.
•For payments at the Masbate Mine of $3 million related to mobile equipment purchases, all of which is expected to be incurred in 2026.
•For payments of $31 million at the Otjikoto Mine for the development of the Antelope project, of which $4 million is expected to be incurred in 2026, $20 million is expected to be incurred in 2027 and $7 million is expected to incurred in 2028.
•For payments of $15 million at the Gramalote Project for resettlement programs of which $11 million is expected to be incurred in 2026 and $4 million is expected to be incurred in 2027.

19







b2goldlogo.jpg

B2GOLD CORP.
Management's Discussion and Analysis
For the quarter ended September 30, 2026






1



INDEX
Highlights
2
Review of Mining Operations and Development Projects
4
Review of Exploration Activities
11
Review of Financial Results
12
Liquidity and Capital Resources
15
Critical Accounting Estimates
18
Risks and Uncertainties
20
Internal Control Over Financial Reporting
20
Non-IFRS Measures
21
Summary of Quarterly Results
30
Summary and Outlook
30
Outstanding Share Data
31
Cautionary Statement on Forward-Looking Information
31

This Management’s Discussion and Analysis (“MD&A”) has been prepared as at November 4, 2026. This MD&A should be read in conjunction with the unaudited condensed interim consolidated financial statements and the notes thereto of the Company for the three and nine months ended September 30, 2026, and the annual consolidated financial statements and the notes thereto of the Company for the year ended December 31, 2025. The unaudited condensed interim consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting, as issued by the International Accounting Standards Board ("IAS 34"). The unaudited condensed interim financial statements should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2025, which have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS"). All amounts are expressed in United States dollars, unless otherwise stated. All production results and the Company's guidance presented in this MD&A reflect total production at the mines the Company operates on a 100% basis. Additional information related to B2Gold, including our Annual Information Form, is available on the Company's website www.b2gold.com and on SEDAR+ at www.sedarplus.ca.

This MD&A and contains certain "forward-looking information" and “forward-looking statements” under Canadian and United States securities laws, respectively ("forward-looking statements"). All statements included herein, other than statements of historical fact, including without limitation statements regarding potential mineralization, exploration results and future plans, production and objectives of B2Gold Corp. or its subsidiaries, are forward-looking statements that involve various risks, uncertainties and assumptions. See the “Cautionary Statement on Forward-Looking Information” section. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements as a result of a number of factors, including those set out in “Risks and Uncertainties.”

OVERVIEW

B2Gold Corp. ("B2Gold" or the "Company") is a Vancouver-based gold producer with four operating mines: the Fekola Complex in Mali ("Fekola"), the Goose Mine in Canada ("Goose"), the Masbate Gold Project in the Philippines ("Masbate") and the Otjikoto Mine in Namibia ("Otjikoto"). The Company also owns the Gramalote Project in Colombia ("Gramalote"). The Company holds an approximately 28% interest in Versamet Royalties Corporation ("Versamet") and a portfolio of exploration and development projects in several countries including Canada, Kazakhstan and Suriname.

THIRD QUARTER HIGHLIGHTS

•Revenue of $836 million on 195,018 gold ounces sold at an average realized price of $4,289 per ounce. Production of 193,321 ounces of gold, on track to deliver full-year production guidance at all operations.

◦Cash flow provided by operating activities of $239 million, cash flow from operating activities before changes in working capital1 of $387 million, and free cash flow2 of $48 million, reflecting the first quarter post completion of the prepaid gold sales contracts in June 2026.

1 “Cash flow from operating activities before changes in working capital” is a non-IFRS measure; for a description of how we calculate this measure and a reconciliation from this measure to the most directly comparable measure specified, defined or determined under IFRS and presented in our financial statements, refer to “Non-IFRS Measures”.
2 “Free cash flow” is a non-IFRS measure; for a description of how we calculate this measure and a reconciliation from this measure to the most directly comparable measure specified, defined or determined under IFRS and presented in our financial statements, refer to “Non-IFRS Measures”.
2



•Consolidated all-in sustaining costs3 of $2,602 per gold ounce sold. Reduced consolidated all-in sustaining cost guidance range to between $2,230 and $2,410 per gold ounce sold for 2026 (previously between $2,370 and $2,550 per gold ounce sold) to reflect strong year-to-date operating performance and expected results for the fourth quarter of 2026.

•Earnings per share of $0.31 and adjusted earnings per share4 of $0.14. Included in earnings per share was an impairment reversal of $253 million for Fekola.

•Returned $59 million to shareholders in the quarter, consisting of $26 million in dividends paid and $33 million of share buy backs in cash under the Company's normal course issuer bid ("NCIB").

•Strong financial position and liquidity at September 30, 2026, including cash and cash equivalents of $294 million, working capital (defined as current assets less assets classified as held for sale and current liabilities) of $497 million, and an undrawn balance of $705 million on the Company's revolving credit facility.

•Phase 1 upgrades to the Goose fixed crushing circuit completed, with the circuit now operating at 3,200 tpd following commissioning in mid-October 2026.

•Menankoto exploitation permit granted on August 7, 2026, by the State of Mali. The Company commenced mining pre-stripping activities on the Menankoto permit area commenced in October 2026.

•Fourth quarter of 2026 dividend of $0.02 per share declared on November 4, 2026 payable on December 15, 2026.

3 “All-in sustaining costs” is a non-IFRS measure; for a description of how we calculate this measure and a reconciliation from this measure to the most directly comparable measure specified, defined or determined under IFRS and presented in our financial statements, refer to “Non-IFRS Measures”.
4 “Adjusted earnings per share” is a non-IFRS measure; for a description of how we calculate this measure and a reconciliation from this measure to the most directly comparable measure specified, defined or determined under IFRS and presented in our financial statements, refer to “Non-IFRS Measures”.
3



REVIEW OF MINING OPERATIONS AND DEVELOPMENT PROJECTS
Selected Quarterly Financial and Operating Results
Three months endedNine months ended
September 30,September 30,
2026202520262025
Gold revenue - consolidated$ in millions8367832,7842,007
Fekola$ in millions3824731,6351,105
Goose$ in millions1352943229
Masbate$ in millions227226701488
Otjikoto$ in millions92143344473
Average realized gold price$/ounce4,2893,1334,0893,115
Production costs - consolidated$ in millions263195733518
Fekola$ in millions125104366290
Goose$ in millions6991729
Masbate$ in millions4050114122
Otjikoto$ in millions28328197
Net income$ in millions414231,039246
Earnings per share – basic(1)
$/share0.310.010.770.18
Earnings per share – diluted(1)
$/share0.280.010.700.16
Adjusted net income(1)(2) ($ in millions)
$ in millions183180471465
Adjusted earnings per share(1)(2) – basic ($)
$/share0.140.140.350.35
Cash provided by operating activities$ in millions239176699609
Free cash flow(2)
$ in millions48(84)152(79)
Gold sold - consolidatedounces in thousands195250681644
Fekolaounces in thousands90137356340
Gooseounces in thousands318938
Masbateounces in thousands5364156148
Otjikotoounces in thousands224176148
Gold production - consolidatedounces in thousands193254635677
Fekolaounces in thousands78147312367
Gooseounces in thousands40149615
Masbateounces in thousands5350157147
Otjikotoounces in thousands224470148
Cash operating costs(2)(3) - consolidated
$/ounce sold1,3477681,076799
Fekola$/ounce sold1,3997601,026851
Goose$/ounce sold2,244—1,851—
Masbate$/ounce sold750775732823
Otjikoto$/ounce sold1,3127821,070654
Cash operating costs(2)(3) - consolidated
$/ounce produced1,3357801,168783
Fekola$/ounce produced1,4447721,161830
Goose$/ounce produced1,870—1,916—
Masbate$/ounce produced761805740812
Otjikoto$/ounce produced1,3707811,143638
All-in sustaining costs(2)(3) - consolidated
$/ounce sold2,6021,4792,2671,508
Fekola$/ounce sold2,7031,6782,2501,760
Goose$/ounce sold4,816—4,148—
Masbate$/ounce sold1,1821,1081,2231,242
Otjikoto$/ounce sold1,8751,0891,526930
(1) Attributable to the shareholders of the Company.
(2) Non-IFRS measure. For a description of how these measures are calculated and a reconciliation of these measures to the most directly comparable measures specified, defined or determined under IFRS and presented in the Company’s financial statements, refer to “Non-IFRS Measures”.
(3) Consolidated cash operating costs per gold ounce sold, consolidated cash operating costs per gold ounce produced and consolidated all-in sustaining costs per gold ounce sold for the three and nine months ended September 30, 2025, do not include the results of pre-commercial production from the Goose Mine.

For the third quarter of 2026, consolidated gold production was 24% (61,048 ounces) lower compared to the third quarter of 2025
4



(including pre-commercial production in the third quarter of 2025 from Goose). For the first nine months of 2026, consolidated gold production was 6% (41,843 ounces) lower compared to the first nine months of 2025 (including pre-commercial production in the first nine months of 2025 from Goose). Lower gold production for both the third quarter and first nine months of 2026 was primarily due to pit sequencing at Fekola as a result of increased mining pre-stripping for Phase 8 of the Fekola pit, and lower production at Otjikoto due to the end of open pit mining in 2025. The production decrease was partially offset by the ramp up of Goose. The Company expects to meet its full-year production guidance at all operations.

For the third quarter of 2026, cash operating costs (refer to "Non-IFRS Measures") were 71% ($555 per gold ounce produced) higher than the third quarter of 2025. For the first nine months of 2026, consolidated cash operating costs were 49% ($385 per gold ounce produced) higher than the first nine months of 2025. Cash operating costs for the third quarter and first nine months of 2025 exclude pre-commercial production results from Goose. Cash operating costs per ounce produced for the third quarter and first nine months of 2026 were higher than the prior period due to lower production, as noted above, plus higher total production costs due to the inclusion of Goose in the current period.

Consolidated all-in sustaining costs (refer to "Non-IFRS Measures") for the third quarter of 2026 were 76% ($1,123 per gold ounce sold) higher than the third quarter of 2025. Consolidated all-in sustaining costs for the first nine months of 2026 were 50% ($759 per gold ounce sold) higher than the first nine months of 2025. All-in sustaining costs for the third quarter and first nine months of 2025 exclude pre-commercial production results from Goose. Consolidated all-in sustaining costs for the third quarter and first nine months of 2026 were higher than the prior period as a result of lower gold production, as noted above, and higher sustaining capital expenditures due to the inclusion of Goose in the current period.

Fekola Complex - Mali

Fekola is comprised of the Fekola Mine (Medinandi permit hosting the Fekola and Cardinal open pits and Fekola underground), owned 80% by B2Gold and 20% by the State of Mali, and Fekola Regional (comprised of the Menankoto permit and the Dandoko permit), which will be owned 65% by B2Gold and 35% by the State of Mali. Fekola Regional is located approximately 20 kilometers ("km") from the Fekola Mine.

Three months endedNine months ended
September 30,September 30,
2026202520262025
Gold revenue$ in millions3824731,6351,105
Gold sold (ounces)ounces in thousands90137356340
Average realized gold price$/ounce sold4,2633,4404,5883,245
Ore mined - open pittonnes in millions0.852.174.475.73
Ore grade mined - open pitgrams/tonne1.352.021.501.91
Waste mined - open pittonnes in millions18.8420.9056.4760.52
Strip ratio - open pitwaste/ore22.29.612.610.6
Ore mined - undergroundtonnes in millions0.260.070.680.10
Ore grade mined - undergroundgrams/tonne2.852.902.942.83
Ore milledtonnes in millions2.272.577.177.36
Mill feed gradegrams/tonne1.161.941.471.70
Recovery%92.291.691.791.5
Gold productionounces in thousands78147312367
Production costs ($ in thousands)$ in millions125104366290
Cash operating costs(1)
$/ounce sold1,3997601,026851
Cash operating costs(1)
$/ounce produced1,4447721,161830
All-in sustaining costs(1)
$/ounce sold2,7031,6782,2501,760
Sustaining capital expenditures(1)
$ in millions4944135127
Non-sustaining capital expenditures(1)
$ in millions—11—46
Sustaining exploration expenditures(1)
$ in millions————
Non-sustaining exploration expenditures(1)
$ in millions————
(1) Non-IFRS measure. For a description of how these measures are calculated and a reconciliation of these measures to the most directly comparable measures specified, defined or determined under IFRS and presented in the Company’s financial statements, refer to “Non-IFRS Measures”.

For the third quarter of 2026, production from Fekola was 47% (68,764 ounces) lower than the third quarter of 2025. For the first nine months of 2026, production from Fekola was 15% (55,199 ounces) lower than the first nine months of 2025. Gold
5



production in the third quarter and first nine months of 2026 was lower predominantly due to lower mill feed grade in the current period. Fekola processed more low-grade stockpiles due to delays in accessing ore from the Menankoto permit area and pit sequencing as a result of mining pre-stripping for Phase 8 of the Fekola open pit.

Cash operating costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were 87% ($672 per ounce produced) higher than the third quarter of 2025. Cash operating costs for the first nine months of 2026 were 40% ($331 per ounce produced) higher than the first nine months of 2025. Cash operating costs per ounce produced were higher for the third quarter and first nine months of 2026 due to lower gold production, as noted above, and higher fuel costs due to higher fuel prices and increased mining costs as a result of increased underground production.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were 61% ($1,025 per gold ounce sold) higher than the third quarter of 2025. All-in sustaining costs for the third quarter of 2026 were higher due to lower gold ounces sold, as noted above, higher sustaining capital expenditures, and higher royalties expense per ounce sold due to a higher realized gold price.

All-in sustaining costs for the first nine months of 2026 were 28% ($490 per gold ounce sold) higher than the first nine months of 2025. All-in sustaining costs for the first nine months of 2026 were higher due to higher production costs, as noted above, plus higher royalties expense per ounce sold due to a higher realized gold price.

Sustaining capital expenditures (refer to “Non-IFRS Measures”) for the Fekola Mine in the third quarter of 2026 totalled $49 million primarily consisting of $29 million for mining pre-stripping, $9 million for major rebuilds of mobile equipment, $4 million for Fekola underground development and $3 million for power plant rebuilds.

Sustaining capital expenditures for the Fekola Mine in the first nine months of 2026 totalled $135 million primarily consisting of $73 million for mining pre-stripping, $30 million for major rebuilds of mobile equipment, $12 million for Fekola underground development, $6 million for general site projects and $6 million for power plant rebuilds.

Development capital expenditures for Fekola Regional in the third quarter of 2026 totalled $16 million, primarily related to $11 million of mobile equipment purchases and $5 million of other site preparation projects.

Development capital expenditures for Fekola Regional in the first nine months of 2026 totalled $61 million, primarily related to $39 million of mobile equipment purchases and $21 million of site preparation projects.

On August 7, 2026, the State of Mali issued the Menankoto exploitation permit under the 2023 Mining Code. In October 2026, the Company began mining pre-stripping activities on the Menankoto permit area. The Company anticipates that mining pre-stripping activities and finalization of a tolling agreement will be completed in the coming months, and ore production from Fekola Regional is expected to commence in early 2027.

Fekola Guidance

Fekola Complex gold production guidance remains unchanged at between 390,000 and 420,000 ounces of gold in 2026. Cash operating costs guidance of between $1,060 and $1,160 per gold ounce produced also remains unchanged. The Company is lowering the Fekola all-in sustaining costs guidance to $2,350 to $2,500 per gold ounce sold (previously between $2,670 and $2,820 per gold ounce sold) to reflect year-to-date operating performance and expected results in the fourth quarter of 2026.

6



Goose Mine - Canada

Back River Gold District consists of several mineral claims blocks along an 80 km belt in Nunavut, Canada, and contains the most advanced project in the district, the 100% owned Goose Mine.

B2Gold acknowledges our partner the Kitikmeot Inuit Association (“KIA”), who has played a critical role for many years to ensure the development of a successful gold mining operation at Goose. Respect and collaboration with the KIA is central to the license to operate in the Back River Gold District and the Company will continue to prioritize developing the District in a manner that recognizes Inuit priorities, addresses concerns and brings long-term socio-economic benefits to the Kitikmeot Region. B2Gold looks forward to continuing to build on its strong collaboration with the KIA and Kitikmeot communities. With its significant gold resource endowment, the Back River Gold District is expected to be a large, long-life mining complex.

Three months endedNine months ended
September 30,September 30,
2026202520262025
Gold revenue$ in millions1352943229
Gold soldounces in thousands318938
Average realized gold price$/ounce sold4,3713,7604,6603,760
Ore mined - open pittonnes in millions0.220.060.250.28
Ore grade mined - open pitgrams/tonne6.746.366.426.50
Waste mined - open pittonnes in millions2.702.188.536.28
Strip ratio - open pitwaste/ore12.336.334.122.4
Ore mined - undergroundtonnes in millions0.060.010.130.03
Ore grade mined - undergroundgrams/tonne6.879.128.445.59
Ore milledtonnes in millions0.180.140.430.15
Mill feed gradegrams/tonne7.323.687.333.62
Recovery%93.286.493.585.8
Gold productionounces in thousands40149615
Production costs$ in millions6991729
Cash operating costs(1)
$/ounce sold2,244—1,851—
Cash operating costs(1)
$/ounce produced1,870—1,916—
All-in sustaining costs(1)
$/ounce sold4,816—4,148—
Sustaining capital expenditures(1)
$ in millions69—183—
Non- sustaining capital expenditures(1)
$ in millions415728395
Sustaining exploration expenditures(1)
$ in millions7—17—
Non-sustaining exploration expenditures(1)
$ in millions—6—16
(1) Non-IFRS measure. For a description of how these measures are calculated and a reconciliation of these measures to the most directly comparable measures specified, defined or determined under IFRS and presented in the Company’s financial statements, refer to “Non-IFRS Measures”.

For the third quarter of 2026, production from Goose was 39,973 ounces of gold. For the first nine months of 2026, production from Goose was 95,739 ounces of gold. Gold production for the third quarter and first nine months of 2026 was impacted by lower mill throughput, as a result of the previously announced fire in the crushing circuit, which was partially offset by higher mill feed grade. During the third quarter of 2026, the Company used the newly commissioned mobile crusher to provide crushed ore feed to the plant while repairs to the crushing circuit were ongoing. The third quarter of 2025 included 13,862 ounces of pre-commercial production from Goose.

Cash operating costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were $1,870 per gold ounce produced. Cash operating costs for the first nine months of 2026 were $1,916 per gold ounce produced.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were $4,816 per gold ounce sold. All-in sustaining costs for the first nine months of 2026 were $4,148 per gold ounce sold. All-in sustaining costs for the third quarter and first nine months of 2026 were impacted by lower gold ounces sold and higher sustaining capital expenditures. Gold ounces sold were lower as a result of a build-up in inventory. Sustaining capital expenditures were higher as a result of a catch-up on costs not incurred earlier in the year, costs to commission the mobile crusher, and costs to repair the fire damage to the crushing circuit.

Sustaining capital expenditures (refer to “Non-IFRS Measures”) in the third quarter of 2026 totalled $69 million primarily
7



consisting of $17 million for repairs to the crushing circuit, $14 million for site infrastructure and civil projects, $13 million for underground development, $12 million for the purchase and commissioning of the mobile crusher, $7 million for mobile equipment purchases and rebuilds, and $2 million for mining pre-stripping. Non-sustaining capital expenditures (refer to “Non-IFRS Measures”) totalled $4 million for Phase 1 and 2 crusher circuit upgrades.

Sustaining capital expenditures in the first nine months of 2026 totalled $183 million primarily consisting of $51 million for site infrastructure and civil projects, $37 million for mining pre-stripping, $36 million for underground development, $20 million for mobile equipment purchases and rebuilds, $17 million for repairs to the crushing circuit, and $13 million for the purchase and commissioning of the mobile crusher. Non-sustaining capital expenditures totalled $28 million primarily consisting of $23 million for rollover site construction activities from 2025 and $5 million for Phase 1 and 2 crushing circuit upgrades.

During third quarter of 2026, the Company purchased and commissioned a new mobile crushing plant to supplement existing crushing capacity while repairs to the fixed crushing circuit were completed. Phase 1 upgrades to the fixed crushing circuit, which included the addition of a run-of-mine mass-flow bin and apron feeder, a new larger jaw crusher and a rock breaker, were commissioned in mid-October at the same time as the fire damage repairs to the fixed crushing circuit were completed. The Goose fixed crushing circuit was operating at an average of 3,200 tpd at the end of October 2026, following the commissioning of the Phase 1 upgrades in mid-October.

Phase 2 upgrades to the fixed crushing circuit are scheduled for the first half of 2027, at which time the fixed crushing circuit is expected to be down for up to 10 weeks while upgrades are completed. The Company expects to build sufficient crushed ore stockpiles prior to the Phase 2 shutdown and utilize the new mobile crushing plant during the upgrade, to ensure that mill operations are not impacted during the shutdown period. Once complete, the Phase 2 upgrades are expected to increase average fixed crushing capacity to design throughput of 4,000 tpd.

Goose Guidance

Goose gold production guidance remains unchanged at between 170,000 and 200,000 ounces of gold in 2026. Cash operating costs guidance of between $1,610 and $1,810 per gold ounce produced and all-in sustaining costs guidance of between $2,670 and $2,970 per gold ounce sold also remain unchanged. The Company expects to be near the high end of the all-in sustaining costs guidance range for Goose in 2026, predominantly as a result of the fire in the second quarter of 2026, as noted above.

Masbate Mine – Philippines

The Masbate Mine is located in the Republic of the Philippines on the north end of the island of Masbate, within the municipality of Aroroy.

Three months endedNine months ended
September 30,September 30,
2026202520262025
Gold revenue$ in millions227226701488
Gold soldounces in thousands5364156148
Average realized gold price$/ounce sold4,2953,5334,5073,291
Ore mined - open pittonnes in millions2.271.837.146.00
Ore grade mined - open pitgrams/tonne1.060.830.980.85
Waste mined - open pittonnes in millions6.566.5418.7720.34
Strip ratio - open pitwaste/ore2.93.62.63.4
Ore milledtonnes in millions2.362.176.846.64
Mill feed gradegrams/tonne0.970.880.950.88
Recovery%72.580.075.577.9
Gold productionounces in thousands5350157147
Production costs$ in millions4050114122
Cash operating costs(1)
$/ounce sold750775732823
Cash operating costs(1)
$/ounce produced761805740812
All-in sustaining costs(1)
$/ounce sold1,1821,1081,2231,242
Sustaining capital expenditures(1)
$ in millions11104131
Non- sustaining capital expenditures(1)
$ in millions1—24
Sustaining exploration expenditures(1)
$ in millions2—2—
Non-sustaining exploration expenditures(1)
$ in millions—111
(1) Non-IFRS measure. For a description of how these measures are calculated and a reconciliation of these measures to the most directly comparable measures specified, defined or determined under IFRS and presented in the Company’s financial statements, refer to “Non-IFRS Measures”.
8




Masbate continued its strong performance in the third quarter of 2026 with gold production that was 8% (3,844 ounces) higher than the third quarter of 2025. For the first nine months of 2026, production from Masbate was 7% (10,684 ounces) higher than the first nine months of 2025. Gold production in the third quarter and first nine months of 2026 was higher as mill throughput and feed grade were both higher than the prior period. The increase in mill feed grade and the decrease in recovery was due to a planned higher proportion of mill feed primarily from higher-grade, lower recovery areas of the Main Vein pit compared to the prior period.

Cash operating costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were 5% ($44 per ounce produced) lower than the third quarter of 2025. Cash operating costs for the first nine months of 2026 were 9% ($72 per ounce produced) lower than the first nine months of 2025. Cash operating costs per ounce produced for the third quarter and first nine months of 2026 were lower due to higher gold production in the current period, as noted above, as well as lower operating costs due primarily to lower than expected processing costs.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were 7% ($74 per gold ounce sold) higher than the third quarter of 2025. All-in sustaining costs for the third quarter of 2026 were higher as lower cash operating costs per ounce sold were more than offset by higher royalty costs, as a result of a higher realized gold price, and higher sustaining capital expenditures.

All-in sustaining costs for the first nine months of 2026 were 2% ($19 per gold ounce sold) lower compared to the first nine months of 2025. All-in sustaining costs for the first nine months of 2026 were lower primarily as a result of lower cash operating costs per ounce sold, partially offset by higher royalty costs, as a result of a higher realized gold price, and higher sustaining capital expenditures.

Sustaining capital expenditures (refer to “Non-IFRS Measures”) in the third quarter of 2026 totalled $11 million primarily consisting of $4 million for the mining pre-stripping, $4 million in mobile equipment purchases and major rebuilds, $1 million for mine development and $1 million for tailings storage facility construction projects. Non-sustaining capital expenditures (refer to “Non-IFRS Measures”) totalled $1 million for land acquisition costs.

Sustaining capital expenditures in the first nine months of 2026 totalled $41 million, primarily consisting of $16 million in mobile equipment purchases and major rebuilds, $7 million for mining pre-stripping, $5 million for the solar plant, $6 million for tailings storage facility construction projects, $2 million for major overhauls in the mill and $4 million for mine development. Non-sustaining capital expenditures totalled $2 million for land acquisition costs.

Masbate Guidance

Masbate gold production guidance remains unchanged at between 180,000 and 200,000 ounces of gold in 2026. The Company is lowering the Masbate cash operating costs guidance to $800 to $900 per gold ounce produced (previously $900 to $1,000 per gold ounce produced), and lowering the all-in sustaining costs guidance to $1,250 to $1,400 per gold ounce sold (previously between $1,430 and $1,580 per gold ounce sold) to reflect year-to-date operating performance and expected results in the fourth quarter of 2026.

9



Otjikoto Mine - Namibia

Otjikoto in Namibia is owned 90% by B2Gold and 10% by EVI, a Namibian empowerment company.

Three months endedNine months ended
September 30,September 30,
2026202520262025
Gold revenue$ in millions92143344473
Gold soldounces in thousands224176148
Average realized gold price$/ounce sold4,2673,5034,5163,201
Ore mined - open pittonnes in millions—1.18—4.40
Ore grade mined - open pitgrams/tonne—1.06—1.01
Waste mined - open pittonnes in millions—0.28—1.88
Strip ratio - open pitwaste/ore—0.2—0.4
Ore mined - undergroundtonnes in millions0.150.150.440.44
Ore grade mined - undergroundgrams/tonne1.843.282.573.39
Ore milledtonnes in millions0.870.872.472.60
Mill feed gradegrams/tonne0.801.590.901.80
Recovery%97.698.697.898.7
Gold productionounces in thousands224470148
Production costs$ in millions28328197
Cash operating costs(1)
$/ounce sold1,3127821,070654
Cash operating costs(1)
$/ounce produced1,3707811,143638
All-in sustaining costs(1)
$/ounce sold1,8751,0891,526930
Sustaining capital expenditures(1)
$ in millions531112
Non- sustaining capital expenditures(1)
$ in millions61151
Sustaining exploration expenditures(1)
$ in millions——11
Non-sustaining exploration expenditures(1)
$ in millions2245
(1) Non-IFRS measure. For a description of how these measures are calculated and a reconciliation of these measures to the most directly comparable measures specified, defined or determined under IFRS and presented in the Company’s financial statements, refer to “Non-IFRS Measures”.

Gold production at Otjikoto in the third quarter of 2026 was 50% (22,239 ounces) lower than the third quarter of 2025. Production for the first nine months of 2026 was 53% (78,513 ounces) lower than the first nine months of 2025. Lower production in the third quarter and first nine months of 2026 was due to the end of open pit operations at Otjikoto in 2025 resulting in a lower overall feed grade as underground ore was supplemented with low-grade stockpiles in accordance with the 2026 mine plan.

Cash operating costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were $589 (75% per gold ounce produced) higher than the third quarter of 2025. Cash operating costs for the first nine months of 2026 were $505 (79% per gold ounce produced) higher than the first nine months of 2025. Cash operating costs per ounce produced for the third quarter and first nine months of 2026 were higher primarily as a result of lower gold production as outlined above.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the third quarter of 2026 were 72% ($786 per gold ounce sold) higher than the third quarter of 2025. All-in sustaining costs for the first nine months of 2026 were 64% ($596 per gold ounce sold) higher than the first nine months of 2025. Higher all-in sustaining costs for the third quarter and first nine months of 2026 were primarily due to higher cash operating costs as outlined above and higher royalties expense as a result of a higher average realized gold price. The third quarter of 2026 all-in sustaining costs were also impacted by higher sustaining capital expenditures.

Sustaining capital expenditures for the third quarter of 2026 totalled $5 million, consisting mainly of $3 million for the tailings storage facility ("TSF") expansion and $2 million for Wolfshag underground development. Non-sustaining capital expenditures totalled $6 million for Antelope development.

Sustaining capital expenditures for the first nine months of 2026 totalled $11 million, consisting mainly of $7 million for Wolfshag underground development and $3 million for the TSF expansion. Non-sustaining capital expenditures totalled $15 million for Antelope development.

Activities at the Antelope underground project in 2026 included portal development, installation of electrical infrastructure and decline work. Antelope decline work, which began in February 2026, advanced 505 metres in the third quarter of 2026, with total year-to-date development of 1,134 metres.

10



Otjikoto Guidance

Otjikoto gold production guidance remains unchanged at between 80,000 and 100,000 ounces of gold in 2026. Cash operating costs guidance of between $1,200 and $1,300 per gold ounce produced also remains unchanged. The Company is lowering the Otjikoto all-in sustaining costs guidance to $1,630 to $1,780 per gold ounce sold (previously between $1,830 and $1,980 per gold ounce sold) to reflect year-to-date operating performance and expected results in the fourth quarter of 2026.

Gramalote Project - Colombia

Gramalote is located in central Colombia, approximately 230 km northwest of Bogota and 100 km northeast of Medellin, in the Province of Antioquia, which has expressed a positive attitude towards the development of responsible mining projects in the region. Following consolidation of ownership in 2023, B2Gold completed a detailed review of Gramalote, including the higher-grade core of the resource, facility size and location, power supply, mining and processing options, TSF design, resettlement, potential construction sequencing and camp design to identify potential cost savings to develop a medium-scale project.

Due to the desired modifications to the processing plant and infrastructure locations from those previously approved, a Modified Work Plan and Modified Environment Impact Assessment ("EIA") are required. The Modified Work Plan was submitted in December 2025 and the Modified EIA was submitted in March 2026, with completion of the modification process expected to take approximately twelve months. In conjunction with these permit modifications, resettlement construction is underway and the Company expects to complete a significant portion of its resettlement objectives by the end of 2026, in accordance with its existing resettlement plan.

Gramalote has a budget of $61 million for 2026 to continue to de-risk the project, including $35 million to advance resettlement programs, establish coexistence programs for small miners, work on health, safety and environmental projects and continue to work with the government and local communities on social programs. To September 30, 2026, $27 million has been incurred primarily related to the Modified Work Plan, submission of the Modified EIA, construction of resettlement roads, homes and community areas including a school and athletic facility, as well as ongoing site activities. Engineering and resettlement work are expected to continue into the first half of 2027. Based on the current forecast, the Company expects to be below budget for Gramalote expenditure in 2026.

REVIEW OF EXPLORATION ACTIVITIES

Three months endedNine months ended
September 30,September 30,
2026202520262025
($'000’s)($'000’s)($'000’s)($'000’s)
Canada exploration15,274 12,217 33,006 25,545 
Mali exploration869 1,492 2,475 4,539 
Philippine exploration2,110 973 4,414 2,474 
Namibia exploration2,015 2,234 4,613 6,447 
Kazakhstan exploration393 133 729 133 
Generative exploration673 774 2,287 2,549 
Other260 581 2,135 1,464 
21,594 18,404 49,659 43,151 

Canada Exploration

A total of $50 million was budgeted for exploration at the Back River Gold District in 2026, of which $28 million for 19,900 metres ("m") of drilling was planned for Goose, and a significantly increased budget of $22 million for 15,200 m of drilling was planned for Back River Gold District regional exploration.

At September 30, 2026, the Back River Gold District exploration program was over 95% complete, with a total of 30,445 m of drilling completed to date. On September 28, 2026, the Company announced positive exploration drilling results from the 2026 Back River Gold District exploration program. At Llama, 7,255 m of drilling was completed to infill Inferred Mineral Resources down plunge from the Llama open pit development, with results confirming the current models of high grade mineralization. At Goose Main, the Nuvuyak zone was the focus of over 6,900 m of combined infill and exploration drilling to extend known resources. Exploration success was highlighted by the discovery along a new limb of the Goose Main fold, approximately 150 m down-plunge from Nuvuyak, called “Tattuk”.

11



In addition, 13,200 m of Back River Regional drilling was completed by September 30, 2026. Over 6,500 metres of infill drilling was focused on Locale 1, one of several deposits comprising the Inferred Resource base at the George Project. Results confirm the narrow, high-grade nature of Locale 1 mineralization. An additional 2,100 m of combined drilling were completed at regional targets Boot and Needle.

Mali Exploration

A total of $5 million was budgeted for exploration in Mali in 2026 with an ongoing focus on discovery of additional high-grade, sulfide mineralization across Fekola to supplement feed to the Fekola mill. A total of 8,200 m of diamond and reverse circulation drilling was budgeted for Mali in 2026.

Surface drilling on the Menankoto permit area in 2026 was delayed pending receipt of the Menankoto exploitation permit. Surface drilling on the Menankoto permit area is currently underway and will continue to the end of 2026. To date, approximately 1,000 m of reverse circulation drilling has been completed in preparation for the commencement of mining activities at the Mamba open pit.

Philippine Exploration

The total budget for the Philippines in 2026 was $10 million, of which the increased Masbate exploration budget was $6 million, including approximately 13,700 m of drilling, and $3 million was allocated to targeting new regional projects in highly prospective areas in the Philippines, leveraging the Company's presence and operational experience in the country.

A major focus for the 2026 exploration program has been infill drilling of inferred resources at the Blue Quartz pit. At September 30, 2026, approximately 5,800 m of drilling was completed with results confirming the continuity of known resources to depth and highlighting opportunities to extend the Blue Quartz resources along structurally controlled plunge lines. Blue Quartz drilling remains ongoing. Over 3,000 m of drilling were completed on the nearby Bart-Ag target and a five-hole, 1,300 m program at Holy Cross is scheduled to begin before year end.

Namibia Exploration

A total of $6 million was budgeted for exploration at Otjikoto in 2026. The focus of the 15,000 m exploration program was to expand and refine the Antelope deposit, located approximately 3 km south of Phase 5 of the Otjikoto open pit. Over the course of the year, optimization of the drilling program has resulted in savings that increased the efficiency of the planned program which is currently on track to exceed 15,000 m by end of year. At September 30, 2026, approximately 14,500 m had been completed, primarily focused on the Oryx, Oryx North and Kudu targets, which comprise the northeastern extensions of Antelope mineralization towards the Otjikoto Pit.

Guidance for Greenfield Exploration

The Company allocated approximately $7 million to other grassroots exploration projects in 2026, including $3 million (7,200 m) in Kazakhstan. The Company allocated approximately $3 million for the generation and evaluation of new greenfield targets. At September 30, 2026, the initial surface exploration on the Company's Kazakhstan project had been completed, and several new licenses had been acquired through staking. A ground geophysical program is currently underway with completion scheduled for the fourth quarter of 2026.

REVIEW OF FINANCIAL RESULTS

Gold revenue

Consolidated gold revenue for the third quarter of 2026 was $0.84 billion on sales of 195,018 ounces at an average price of $4,289 per ounce compared to $0.78 billion on sales of 249,925 ounces at an average price of $3,133 per ounce in the third quarter of 2025. The increase in gold revenue of 7% ($0.05 billion) was attributable to a 37% increase in average realized gold price offset by a 22% decrease in gold ounces sold.

Consolidated gold revenue for the first nine months of 2026 was $2.78 billion on sales of 680,901 ounces at an average price of $4,089 per ounce compared to $2.01 billion on sales of 644,307 ounces at an average price of $3,115 per ounce in the first nine months of 2025. The increase in gold revenue of 39% ($0.78 billion) was attributable to a 31% increase in average realized gold price and a 6% increase in gold ounces sold. Consolidated gold revenue for the first nine months of 2026 included $0.29 billion ($2,200 per ounce sold) related to the delivery of 132,384 ounces under the Company’s prepaid gold sales contracts ("Prepaid Gold Sales") (first nine months of 2025 included revenue of $0.14 billion at an average of $2,177 per ounce sold related to 66,192 ounces). Revenues received under the Prepaid Gold Sales were initially deferred and have been recognized upon delivery of the underlying contract gold ounces. The Company has now delivered all ounces into the Prepaid Gold Sales.

12



Production and operating costs

Consolidated production costs for the third quarter of 2026 were $263 million on 195,018 ounces sold at an average cost of $1,347 per ounce sold compared to $195 million on 249,925 ounces sold at an average cost of $768 per ounce sold in the third quarter of 2025. The increase in production costs of 35% ($68 million) was attributable to a 75% increase in average cost per ounce sold offset by a 22% decrease in gold ounces sold. Higher production costs were primarily driven by lower production and higher costs per ounce at Goose, Fekola and Otjikoto.

Consolidated production costs for the first nine months of 2026 were $733 million on 680,901 ounces sold at an average cost of $1,076 per ounce sold compared to $518 million on 644,307 ounces sold at an average cost of $799 per ounce sold in the first nine months of 2025. The increase in production costs of 42% ($215 million) was attributable to a 35% increase in average cost per ounce sold and a 6% increase in gold ounces sold. Higher production costs per ounce sold were primarily driven by lower production and higher costs per ounce at Goose, Fekola and Otjikoto.

Depreciation and depletion

Depreciation and depletion expense included in total cost of sales was $119 million in the third quarter of 2026, 14% higher than the third quarter of 2025 primarily due to an approximately 46% increase in the depreciation rate per gold ounce sold partially offset by a 22% decrease in gold ounces sold. Depreciation per gold ounce sold was higher due to the impact of depreciation of Goose which achieved commercial production at the beginning of the fourth quarter of 2025.

Depreciation and depletion expense included in total cost of sales was $401 million in the first nine months of 2026, 35% higher than the first nine months of 2025 due to 6% higher gold ounces sold in the first nine months of 2026, and an approximately 28% increase in the depreciation rate per gold ounce sold. Depreciation per gold ounce sold was higher due to the impact of depreciation of Goose which achieved commercial production at the beginning of the fourth quarter of 2025.

Royalties and production taxes

Royalties and production taxes included in total cost of sales were $83 million for the third quarter of 2026, 11% higher than the third quarter of 2025. The increase in royalties and production taxes for the third quarter of 2026 was primarily due to a 37% higher average realized gold price partially offset by lower gold ounces sold, particularly at Fekola which has a comparatively higher royalty rate.

Royalties and production taxes included in total cost of sales were $344 million for the first nine months of 2026, 61% higher than the first nine months of 2025. The increase in royalties and production taxes for the first nine months of 2026 was primarily due to a 31% higher average realized gold price and higher gold ounces sold in the period.

General and administrative

General and administrative (“G&A”) costs relate primarily to the Company’s head office in Vancouver, the Bamako office in Mali, the Makati office in the Philippines and the Windhoek office in Namibia. G&A costs for the third quarter of 2026 were $14 million, 9% lower than the third quarter of 2025 primarily due to lower corporate office costs in the period.

G&A costs for the first nine months of 2026 were $49 million, 15% higher than the first nine months of 2025 due to higher salary costs and higher bank charges in Mali on cash repatriation.

Share-based payments

Share-based payment expense for the third quarter of 2026 was $8 million, an increase of $2 million over the third quarter of 2025. Share-based payment expense for the first nine months of 2026 was $23 million, an increase of $2 million over the first nine months of 2025.

Foreign exchange

The Company reported $4 million in foreign exchange losses for the third quarter of 2026 compared to foreign exchange losses of $15 million in the third quarter of 2025 reflecting the impact of exchange rate movements on higher losses on cash repatriation from Mali in the third quarter of 2025.

The Company reported $23 million in foreign exchange losses for the first nine months of 2026 compared to foreign exchange gains of $5 million in the first nine months of 2025 reflecting the impact of exchange rate movements on VAT receivable and taxes payable balances in Mali, and higher losses on cash repatriation from Mali in the first nine months of 2026.

13



Interest and financing

The Company reported $14 million in interest and financing expense during the third quarter of 2026 which was $9 million higher than the third quarter of 2025 primarily due to less interest capitalized to the construction of qualifying assets in the third quarter of 2026. The Company reported interest income of $2 million in the third quarter of 2026 which was $1 million higher than the third quarter of 2025.

The Company reported $48 million in interest and financing expense during the first nine months of 2026, approximately $33 million higher than the first nine months of 2025 primarily due to less interest capitalized to the construction of qualifying assets in the first nine months of 2026. The Company reported interest income of $9 million in the first nine months of 2026 which was approximately in line with the first nine months of 2025.

Derivative instruments

The Company recorded losses on derivative instruments of $1 million for the third quarter of 2026 compared to losses of $106 million in the third quarter of 2025. The Company recorded gains on derivative instruments of $19 million for the first nine months of 2026 compared to losses of $170 million in the first nine months of 2025. The changes in derivative gains and losses in both the third quarter and first nine months of 2026 were primarily due to lower losses on the Company's gold collars.

Gold stream obligations

The Company reported a gain on change in fair value of the gold stream obligation of $1 million for the third quarter of 2026 compared to a loss of $28 million for the third quarter of 2025 as changes in the long-term gold price were offset by the impact of changes in the risk-free rate in the current period.

The Company reported a gain on change in fair value of the gold stream obligation of $18 million for the first nine months of 2026 compared to a loss of $80 million for the first nine months of 2025 resulting from the impact of changes in the risk-free rate in the current period and increases in long-term gold price assumption in the prior period.

Income taxes

For the third quarter of 2026, the Company recorded a net current income and other tax expense of $98 million, compared to $144 million in the third quarter of 2025, consisting of current income tax of $70 million (third quarter of 2025 - $113 million), the 20% priority dividend to the State of Mali of $18 million (third quarter of 2025 - $28 million), windfall profit tax of $9 million (third quarter of 2025 - $nil) and withholding tax (on intercompany dividends and management fees) of $1 million (third quarter of 2025 - $3 million). The priority dividend is accounted for as an income tax in accordance with IAS 12, Income Taxes. Compared to the third quarter of 2025, current tax expense in the third quarter of 2026 (including the priority dividend and withholding taxes) was $46 million lower mainly as a result of lower taxable net income in the third quarter of 2026. For the third quarter of 2026, the Company recorded a deferred income tax expense of $72 million compared to an expense of $31 million in the third quarter of 2025. The higher deferred income tax expense in the third quarter of 2026 was due to higher temporary differences between accounting and taxable income due to the Fekola Complex impairment reversal in the third quarter of 2026.

For the first nine months of 2026, the Company recorded a net current income and other tax expense of $492 million, compared to $390 million in the first nine months of 2025, consisting of current income tax of $320 million (first nine months of 2025 - $285 million), the 20% priority dividend to the State of Mali of $99 million (first nine months of 2025 - $64 million), windfall profit tax of $25 million (first nine months of 2025 - $nil) and withholding tax (on intercompany dividends and management fees) of $48 million (first nine months of 2025 - $41 million). The priority dividend is accounted for as an income tax in accordance with IAS 12, Income Taxes. Compared to the first nine months of 2025, current income tax expense in the first nine months of 2026 (including the priority dividend and withholding taxes) was $102 million higher than the first nine months of 2026 due to higher taxable net income at the Company's mining operations which also resulted in higher intercompany dividends. For the first nine months of 2026, the Company recorded a deferred income tax expense of $182 million compared to a deferred income tax recovery of $20 million in the first nine months of 2025. The higher deferred income tax expense in the first nine months of 2026 was due to higher impacts of foreign exchange on the tax base, higher temporary differences between accounting and taxable income as outlined above and higher future withholding tax estimates.

Cash income tax and withholding tax payments in the third quarter of 2026 totalled $103 million (third quarter of 2025 - $33 million). Cash income tax and withholding tax payments in the third quarter of 2026 were 212% higher due to the payment of higher final 2025 tax obligations (due to higher 2025 taxable net income) in the third quarter of 2026.

Cash income tax and withholding tax payments in the first nine months of 2026 totalled $399 million (first nine months of 2025 - $203 million). Cash income tax and withholding tax payments in the first nine months of 2026 were 97% higher due to the payment of higher final 2025 tax obligations (due to higher 2025 taxable net income) for Masbate and Fekola, including the 20% priority dividend to the State of Mali, and higher cash withholding tax payments (on intercompany dividends and management fees) in the first nine months of 2026.

14



Assuming an average gold price of $4,000 per ounce for the fourth quarter of 2026, total cash payments for current income tax, withholding and other taxes for 2026 are expected to be approximately $630 million, including estimated withholding taxes of $154 million on repatriation of funds through dividends from operating sites.

Net income

For the third quarter of 2026, the Company generated net income of $414 million compared to $23 million in the third quarter of 2025, including net income attributable to the shareholders of the Company of $409 million ($0.31 per share) in the third quarter of 2026 compared to $19 million ($0.01 per share) in the third quarter of 2025. Adjusted net income attributable to shareholders of the Company (refer to "Non-IFRS Measures") for the third quarter of 2026 was $183 million ($0.14 per share) compared to adjusted net income attributable to shareholders of $180 million ($0.14 per share) in the third quarter of 2025. Adjusted net income attributable to shareholders in the third quarter of 2026 excluded a non-cash impairment reversal of $253 million, unrealized gains on derivative instruments of $40 million, and recoveries on insurance claims of $14 million. Included in adjusted net income attributable to shareholders for the third quarter of 2026 is $47 million of realized losses on the Company's gold collars as described in the “Derivative financial instruments” section. Final settlement of the gold collar contracts will be completed in January 2027.

For the first nine months of 2026, the Company generated net income of $1,039 million compared to $246 million in the first nine months of 2025, including net income attributable to the shareholders of the Company of $1,026 million ($0.77 per share) in the first nine months of 2026 compared to $231 million ($0.18 per share) in the first nine months of 2025. Adjusted net income attributable to shareholders of the Company (refer to "Non-IFRS Measures") for the first nine months of 2026 was $471 million ($0.35 per share) compared to adjusted net income attributable to shareholders of $465 million ($0.35 per share) in the first nine months of 2025. Adjusted net income attributable to shareholders in the first nine months of 2026 excluded a gain on sale of mining interests of $292 million, a non-cash impairment reversal of $253 million, unrealized gains on derivative instruments of $192 million, a write-off of plant and equipment of $53 million, a gain on dilution of an investment in associate of $28 million, a gain on change in fair value of the gold stream obligation of $18 million, other cost of sales of $22 million, and recoveries on insurance claims of $27 million. Included in adjusted net income attributable to shareholders for the first nine months of 2026 is $188 million of realized losses on the Company's gold collars as described in the “Derivative financial instruments” section.

Other

The results from the first nine months of 2026 included a gain of $292 million on the sale of the Company's 70% interest in several claims in Northern Finland (the "Finland Properties") to Agnico Eagle Mines Limited. Cash proceeds from the sale of the Finland Properties were $325 million.

During the third quarter and first nine months of 2026, the Company recorded a non-cash reversal of the previous impairment charge on the Fekola Complex of $253 million (refer to "Critical Accounting Estimates and Judgements" section below).

During the third quarter and first nine months of 2026, the Company has recorded an expense of $6 million and $22 million, respectively, as Other cost of sales, related to the suspension of crushing operations at Goose, and a write-off of plant and equipment of $3 million and $53 million, respectively, related to the netbook value of components of the crushing circuit at Goose that were damaged by the fire in the crushing circuit.

For the third quarter of 2026, other operating income totalled $14 million, primarily related to the recoveries on insurance claims at Goose and Masbate.

For the first nine months of 2026, other operating expenses totalled $13 million, primarily related to recoveries on insurance claims at Fekola, Goose and Masbate partially offset by non-capital exploration expenses.

LIQUIDITY AND CAPITAL RESOURCES

B2Gold continues to maintain a strong financial position and liquidity. At September 30, 2026, the Company had cash and cash equivalents of $294 million (December 31, 2025 - $380 million) and working capital (defined as current assets less assets classified as held for sale and current liabilities) of $497 million (December 31, 2025 - $68 million). During the third quarter of 2026, the Company drew down $95 million on the $800 million revolving credit facility ("RCF"), leaving $705 million remaining available for future draw downs.

The Company has an RCF with a syndicate of international banks for an aggregate amount of $800 million, plus a $200 million accordion feature. Draw-downs on the RCF can be in either United States or Canadian dollars. The RCF bears interest on a sliding scale based on the Secured Overnight Financing Rate (“SOFR”) or the Canadian Overnight Repo Rate Average ("CORRA"), plus term credit spread adjustment, in addition to a sliding scale premium between 1.88% and 2.50% based on the Company's net leverage ratio. Commitment fees for the undrawn portion of the RCF are also on a sliding scale basis, between 0.42% and 0.563%, based on the Company's net leverage ratio. The term of the RCF is four years, maturing on December 17, 2028. The Company has provided security on the RCF in the form of a general security interest over the Company’s assets and pledges, creating a charge over the shares of certain of the Company’s direct and indirect subsidiaries. In connection with the
15



RCF, the Company must maintain certain ratios for leverage and interest coverage. At September 30, 2026, the Company was in compliance with these debt covenants.

On January 28, 2025, the Company issued convertible senior unsecured notes (the "Notes") with an aggregate principal amount of $460 million. The Notes bear interest at a rate of 2.75% per annum, payable semi-annually on February 1st and August 1st of each year commencing from August 1, 2025. The Notes mature on February 1, 2030. The initial conversion rate for the Notes is 315.2088 Shares per $1,000 principal amount of Notes, equivalent to an initial conversion price of approximately $3.17 per Share. The initial conversion rate represented a premium of approximately 35% relative to the closing sale price of the Shares on January 23, 2025, and is subject to adjustment in certain events, including redemption of the Notes by the Company. B2Gold has the right to redeem the Notes in certain circumstances and holders have the right to require B2Gold to repurchase their Notes upon the occurrence of certain events. The Notes are our senior unsecured obligations and rank equally with all of our existing and future senior unsecured indebtedness. The Notes are effectively subordinated to all of the Company's existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness. The Notes are structurally subordinated to all existing and future liabilities, including trade payables, of the Company's subsidiaries.

The Company has a gold stream arrangement with Wheaton Precious Metals Corp. with a deposit amount of $84 million. The delivery obligation is as follows:

•2.7805% of gold production up to delivery of 87,100 oz;
•1.4405% of gold production up to an aggregate of 134,000 oz; and
•1.005% of gold production thereafter.

The Company has guaranteed any remaining portion of the gold stream deposit amount not satisfied by delivery of ounces.

For the third quarter of 2026, capital expenditures totalled $191 million. The most significant capital expenditures were Fekola Mine expenditures of $49 million, Goose expenditures of $73 million, Masbate expenditures of $12 million, Otjikoto expenditures of $10 million, Gramalote expenditures of $10 million, and Fekola Regional expenditures of $16 million. Other exploration costs for the third quarter of 2026 totalled $20 million. For the first nine months of 2026, capital expenditures totalled $547 million. The most significant capital expenditures were Fekola Mine expenditures of $135 million, Goose expenditures of $211 million, Masbate expenditures of $43 million, Otjikoto expenditures of $25 million, Gramalote expenditures of $27 million, and Fekola Regional expenditures of $61 million. Other exploration costs for the first nine months of 2026 totalled $44 million.

As at September 30, 2026, the Company had the following commitments (in addition to those disclosed elsewhere in the MD&A):

•For payments at the Fekola Mine of $5 million for mobile equipment purchases and major rebuilds, and $1 million for other capital expenditures, of which $5 million is expected to be incurred in 2026 and $1 million is expected to be incurred in 2027.
•For payments at the Goose Mine of $19 million for mobile equipment purchases, $3 million for crushing circuit upgrades, $3 million for underground mining infrastructure and $2 million for other capital projects, of which $8 million is expected to be incurred in 2026 and $19 million is expected to be incurred in 2027.
•For payments at Fekola Regional of $3 million related to site infrastructure, all of which expected to be incurred in 2026.
•For payments at the Masbate Mine of $3 million related to mobile equipment purchases, all of which is expected to be incurred in 2026.
•For payments of $31 million at the Otjikoto Mine for the development of the Antelope project, of which $4 million is expected to be incurred in 2026, $20 million is expected to be incurred in 2027 and $7 million is expected to incurred in 2028.
•For payments of $15 million at the Gramalote Project for resettlement programs of which $11 million is expected to be incurred in 2026 and $4 million is expected to be incurred in 2027.

Derivative financial instruments

Gold collars

During the year ended December 31, 2024, as a requirement of the RCF, the Company entered into a series of 1:1 zero-cost put/call collar contracts for gold with settlement between February 2025 and January 2027. These derivative instruments were not designated as hedges by the Company and were recorded at fair value through profit and loss ("FVTPL").

The following is a summary, by maturity dates, of the Company’s gold derivative contracts outstanding as at September 30, 2026:
20262027Total
Ounces49,911 16,637 66,548 
Average floor price$2,450 $2,450 $2,450 
Average ceiling price$3,294 $3,294 $3,294 

The unrealized fair value of these contracts at September 30, 2026 was $(63) million.
16




Fuel forward contracts

The Company uses forward contracts for fuel oil and gas oil to manage the risk of volatility in future operating costs. The Company reviews open positions and potential for additional forward contracts on an ongoing basis. The Company's fuel forward contracts were not designated as hedges and are being recorded at FVTPL.

The following is a summary, by maturity dates, of the Company’s fuel forward contracts outstanding as at September 30, 2026:
20262027Total
Forward – fuel oil:
Litres (thousands)6,658 14,483 21,141 
Average strike price$0.38 $0.37 $0.37 
Forward – gas oil:
Litres (thousands)8,007 21,003 29,010 
Average strike price$0.51 $0.52 $0.52 

The unrealized fair value of these contracts at September 30, 2026 was $16 million.

Operating activities

Cash flow provided by operating activities was $239 million in the third quarter of 2026 compared to $176 million in the third quarter of 2025, an increase of $63 million. Cash flow provided by operating activities in the third quarter of 2026 was mainly higher due to higher gold revenues in third quarter of 2026 partially offset by higher production costs, higher cash tax payments (including a higher priority dividend paid to the State of Mali), and higher royalty payments. In addition, the third quarter of 2025 included $144 million in non-cash revenue related to 66,192 ounces delivered into the Prepaid Gold Sales in the quarter.

Cash flow provided by operating activities was $699 million in the first nine months of 2026 compared to $609 million in the first nine months of 2025, an increase of $90 million. As with the third quarter of 2026, cash flow provided by operating activities in the first nine months of 2026 was mainly higher due to higher gold revenues partially offset by higher production costs, higher cash tax payments, and higher royalty expenses. In addition, the first nine months of 2026 included $291 million (2025 - $144 million) in non-cash revenue related to 132,384 ounces (2025 - 66,192 ounces) delivered into the Prepaid Gold Sales in the first nine months of 2026.

Cash flow from operating activities before changes in working capital (refer to "Non-IFRS Measures") for the third quarter of 2026 was $387 million compared to $184 million in the third quarter of 2025, an increase of $203 million. Cash flow from operating activities before changes in working capital (refer to "Non-IFRS Measures") for the first nine months of 2026 was $868 million compared to $729 million in the first nine months of 2025, an increase of $139 million. Cash flow from operating activities before changes in working capital in the third quarter and first nine months of 2026 were higher than the prior period due to higher cash flow from operating activities, as noted above, a build up in long-term supplies inventory, drawdown in long-term stockpiles, and higher cash tax payments in 2026.

Free cash flow (refer to "Non-IFRS Measures") for the third quarter of 2026 was an inflow of $48 million compared to an outflow of $84 million in the third quarter of 2025, an increase of $132 million due to higher cash flow from operating activities, as noted above, and lower capital expenditures in the third quarter of 2026 reflecting completion of construction of Goose in 2025.

Free cash flow (refer to "Non-IFRS Measures") for the first nine months of 2026 was an inflow of $152 million compared to an outflow of $79 million in the first nine months of 2025, an increase of $231 million due to higher cash flow provided by operating activities, as noted above, and lower capital expenditures in the first nine months of 2026. Under the Company's definition, free cash flow for the first nine months of 2026 does not include $325 million of cash proceeds on the sale of the Finland Properties.

Financing activities

For the third quarter of 2026, the Company’s cash used by financing activities was $22 million, compared to cash provided by financing activities of $172 million in the third quarter of 2025. During the third quarter of 2026, the Company drew down $95 million on the RCF, repurchased $33 million of shares in cash under the NCIB, realized $47 million in losses on gold collars, made dividend payments of $26 million, received $7 million in proceeds from the exercise of stock options, made principal payments on lease arrangements of $6 million, distributed $1 million to non-controlling interests, made interest and commitment fee payments of $8 million, and made equipment loan facility repayments of $2 million.

17



For the first nine months of 2026, the Company’s cash used by financing activities was $543 million, compared to cash provided by financing activities of $138 million in the first nine months of 2025. During the first nine months of 2026, the Company repaid net $55 million on the RCF, repurchased $205 million of shares in cash under the NCIB, realized $188 million in losses on gold collars, made dividend payments of $78 million, received $45 million in proceeds from the exercise of stock options, made principal payments on lease arrangements of $18 million, distributed $18 million to non-controlling interests, made interest and commitment fee payments of $19 million, and made equipment loan facility repayments of $6 million.

During the first nine months of 2026, the Company's Board of Directors ("Board") declared three quarterly cash dividends of $0.02 per common share each (or an expected $0.08 per share on an annualized basis). On November 4, 2026, the Board declared a cash dividend for the fourth quarter of 2026 of $0.02 per common share, payable on December 15, 2026, to shareholders of record as of December 2, 2026.

Returning capital to shareholders remains a foundational element of the Company's capital allocation philosophy. The declaration and payment of future dividends and the amount of any such dividends will be subject to the determination of the Board, in its sole and absolute discretion, taking into account, among other things, economic conditions, business performance, financial condition, growth plans, expected capital requirements, compliance with B2Gold's constating documents, all applicable laws, including the rules and policies of any applicable stock exchange, as well as any contractual restrictions on such dividends, including any agreements entered into with lenders to the Company, and any other factors that the Board deems appropriate at the relevant time. There can be no assurance that any dividends will be paid at the revised intended rate or at all in the future.

The Company has a dividend reinvestment plan ("DRIP"). The DRIP provides B2Gold shareholders residing in Canada and the United States with the opportunity to have the cash dividends declared on all or some of their common shares automatically reinvested into Reinvestment Shares on an ongoing basis. Participation in the DRIP is optional and will not affect shareholders’ cash dividends unless they elect to participate in the DRIP. Dividends are only payable as and when declared by the Board. The benefits of enrolling in the DRIP include the convenience of automatic reinvestment of dividends into Reinvestment Shares; flexibility to enroll some or all common shares in the DRIP; and ability to acquire Reinvestment Shares without paying any brokerage fees. Participants in the DRIP will acquire Reinvestment Shares issued from a Treasury Purchase at a price equal to the volume weighted average price of the Company’s common shares on the Toronto Stock Exchange for the five consecutive trading days immediately preceding a dividend payment date, subject to a possible discount, in the Company’s sole discretion, of up to 5%. For the dividends declared to date in 2026, no discount was offered.

This dividend is designated as an "eligible dividend" for the purposes of the Income Tax Act (Canada). Dividends paid by B2Gold to shareholders outside Canada (non-resident investors) will be subject to Canadian non-resident withholding taxes.

On April 1, 2026, the Company announced that the Toronto Stock Exchange accepted the notice of the Company’s intention to renew its NCIB, which became effective on April 3, 2026, and will expire no later than April 2, 2027. The NCIB allows the Company to purchase up to 10% of its issued and outstanding common shares during the period. During the first nine months of 2026, the Company bought back 41 million shares for $205 million in cash under the NCIB.

Investing activities

For the third quarter of 2026, the Company’s cash used by investing activities was $205 million compared to $277 million for the third quarter of 2025. For the third quarter of 2026, capital expenditures totalled $191 million. The most significant capital expenditures were Fekola Mine expenditures of $49 million, Goose expenditures of $73 million, Masbate expenditures of $12 million, Otjikoto expenditures of $10 million, Gramalote expenditures of $10 million and Fekola Regional expenditures of $16 million. Other exploration costs for the third quarter of 2026 totalled $20 million. In addition, during the third quarter of 2026, the Company spent $14 million on the purchase of long-term investments.

For the first nine months of 2026, the Company’s cash used by investing activities was $224 million, compared to $709 million for the first nine months of 2025. For the first nine months of 2026, capital expenditures totalled $547 million. The most significant capital expenditures were Fekola Mine expenditures of $135 million, Goose expenditures of $211 million, Masbate expenditures of $43 million, Otjikoto expenditures of $25 million, Gramalote expenditures of $27 million and Fekola Regional expenditures of $61 million. Other exploration costs for the first nine months of 2026 totalled $44 million. In addition, during the first nine months of 2026, the Company received net proceeds of $325 million from the sale of mining interests and proceeds of $18 million from the sale of long-term investments and spent $17 million on the purchase of long-term investments.

CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES

Full disclosure of the Company’s accounting policies and significant accounting judgments and estimation uncertainties in accordance with IFRS can be found in Notes 4 and 5 of its Notes to the annual consolidated financial statements for the year ended December 31, 2025. Management considers the following estimates to be the most critical in understanding the judgments involved in preparing the Company’s interim consolidated financial statements and the uncertainties that could impact its results of operations, financial condition and cash flows:

18



Mineral reserve and resource estimates

Mineral reserves are estimates of the amount of ore that can be economically and legally extracted from the Company’s mining properties. The Company estimates its mineral reserves and mineral resources based on information compiled by appropriately qualified persons relating to the geological data on the size, depth and shape of the ore body, and requires complex geological assessments to interpret the data. The estimation of recoverable mineral reserves and mineral resources is based upon factors such as estimates of foreign exchange rates, commodity prices, future capital requirements, metallurgical recoveries, permitting and production costs along with geological assumptions made in estimating the size and grade of the ore body. Changes in the mineral reserve or mineral resource estimates may impact the carrying value of mining interests, mine restoration provisions, the gold stream obligation, recognition of deferred tax assets, depreciation and amortization charges and royalty obligations.

Assessment of impairment and reversal of impairment indicators for long-lived assets

The Company applies significant judgement in assessing whether there are indicators of impairment, or the reversal of previously recorded impairment, present that give rise to the requirement to conduct an impairment test. Internal and external factors such as significant changes in the use of the asset, legal and permitting factors, future gold prices, operating and capital cost forecasts, quantities of mineral reserves and resources, and movements in market interest rates are used by the Company in determining whether there are any indicators of impairment or reversal of impairment.

During the three months ended September 30, 2026, the Company identified indicators of impairment reversal for the Fekola Complex cash-generating unit ("CGU"). As a result, these assets were tested for reversal of impairment.

Impairment of long-lived assets

Long-lived assets are tested for impairment, or reversal of a previous impairment, if there is an indicator of impairment or a subsequent reversal. Calculating the estimated recoverable amount of CGUs for long-lived assets requires management to make estimates and assumptions that include such factors as mineable mineralization including reserves and resources, future production levels, operating and capital costs, application of royalty, income tax and mining tax rates, future metal prices and discount rates. Changes in any of these assumptions or estimates used in determining the recoverable amount could impact the analysis. Such changes could be material.

During the year ended December 31, 2023, the Company recorded an impairment of $206 million on the Fekola Complex CGU based on the Company's best estimate of the application of the 2023 Mining Code at that date. A net impairment charge of $192 million, after taking into account a deferred income tax recovery of $14 million, was recorded in the Consolidated Statement of Operations for the year ended December 31, 2023. During the year ended December 31, 2024, the accompanying Implementation Decrees, which clarify how the provisions of the 2023 Mining Code and Local Content Law should be applied, were enacted into law. As a result, the Company recorded a further impairment of $215 million on the Fekola Complex CGU. A net impairment charge of $194 million, after taking into account a deferred income tax recovery of $21 million, was recorded in the Consolidated Statement of Operations for the year ended December 31, 2024.

On August 7, 2026, the State of Mali granted the Menankoto exploitation permit B2Gold’s Malian subsidiary. The Company concluded that, although there are still further steps necessary to produce gold from the Menankoto permit area, significant uncertainty had been removed with respect to the expected timing of the production. As a result, the granting of the Menankoto exploitation permit was considered an indication of reversal of the previously recorded impairment, and the Company performed an impairment reversal test on the Fekola Complex as at September 30, 2026. The carrying value of the CGU was compared to the CGU’s recoverable amount which was determined to be its fair value less costs of disposal ("FVLCD"). To estimate the recoverable amount of the CGU for impairment reversal, the Company utilized a discounted cash flow model incorporating significant assumptions that included such factors as reserves and resources, future production levels, operating and capital costs, royalties and tax rates, a long-term gold price of $3,500 per ounce, and a discount rate of 12.5% for the Fekola Complex. Management’s estimate of the FVLCD of its CGU is classified as level 3 in the fair value hierarchy. The Company’s estimate of future cash flows is subject to risks and uncertainties and therefore could change in the future if the underlying assumptions change.

The Company’s analysis concluded that the carrying value of the Fekola Complex CGU at September 30, 2026 was lower than the FVLCD and that the previously recorded impairment has reversed. The residual impairment reversal was calculated to be $253 million after reflecting the amount of depreciation that would have been recorded had the assets not been impaired. The Company recorded a net impairment reversal of $212 million in the Condensed Interim Consolidated Statement of Operations after taking into account a deferred income tax expense of $41 million.

Fair value of financial instruments

The fair value of financial instruments that are not traded in an active market are determined using valuation techniques. In determining the fair value of the gold stream obligation, the Company makes significant assumptions that are based on the underlying models and the market conditions existing at both initial recognition and the end of each reporting period.

19



Value-added tax receivables

The Company incurs indirect taxes, including value-added tax, on purchases of goods and services at its operating mines and development projects. Indirect tax balances are recorded at their estimated recoverable amounts within current or long-term assets, net of provisions, and reflect the Company’s best estimate of their recoverability under existing tax rules in the respective jurisdictions in which they arise. Management’s assessment of recoverability considers the probable outcomes of claimed deductions and/or disputes. The provisions and balance sheet classifications made to date may be subject to change and such change may be material.

Long-term value-added tax receivables at September 30, 2026, included amounts for Fekola of $288 million (December 31, 2025 - $244 million), for Masbate of $16 million (December 31, 2025 – $11 million), and for Gramalote of $26 million (December 31, 2025 - $22 million).

Uncertain tax positions

The Company’s operations involve the application of complex tax regulations in multiple international jurisdictions. Determining the tax treatment of a transaction requires the Company to apply judgement in its interpretation of the applicable tax law. These positions are not final until accepted by the relevant tax authority. The tax treatment may change based on the result of assessments or audits by the tax authorities often years after the initial filing.

The Company recognizes and records potential liabilities for uncertain tax positions based on its assessment of the amount, or range of amounts, of tax that will be due. The Company adjusts these accruals as new information becomes available. Due to the complexity and uncertainty associated with certain tax treatments, the ultimate resolution could result in a payment that is materially different from the Company’s current estimate of the tax liabilities.

Current and deferred income taxes

The Company is periodically required to estimate the tax basis of assets and liabilities. Where applicable tax laws and regulations are either unclear or subject to varying interpretations, it is possible that changes in these estimates could occur that materially affect the amounts of deferred income tax assets and liabilities recorded in the financial statements. Changes in deferred tax assets and liabilities generally have a direct impact on earnings in the period that the changes occur.

Each period, the Company evaluates the likelihood of whether some portion or all of each deferred tax asset will not be realized. This evaluation is based on historic and future expected levels of taxable income and the associated repatriation of retained earnings, the pattern and timing of reversals of taxable temporary timing differences that give rise to deferred tax liabilities, and tax planning initiatives. Levels of future taxable income are affected by, among other things, metal prices, production costs, quantities of proven and probable gold reserves, interest rates and foreign currency exchange rates. The availability of retained earnings for distribution depends on future levels of taxable income as well as future reclamation expenditures, capital expenditures, dividends and other uses of available cash flow.

RISKS AND UNCERTAINTIES

The exploration and development of natural resources are highly speculative in nature and the Company’s business operations, investments and prospects are subject to significant risks. For details of these risks, please refer to the risk factors set forth in the Company’s current Annual Information Form, which can be found under the Company’s corporate profile on SEDAR+ at www.sedarplus.ca, the Company’s current Form 40-F Annual Report, which can be found on EDGAR at www.sec.gov, and the Company’s other filings and submissions with securities regulators on SEDAR+ and EDGAR, which could materially affect the Company’s business, operations, investments and prospects and could cause actual events to differ materially from those described in forward-looking statements relating to the Company. Additional risks and uncertainties not presently known to the Company or that the Company currently considers immaterial may also impair the business, operations, investments and prospects of the Company. If any of the risks actually occur, the business of the Company may be negatively impacted and its financial condition and results of operations may suffer significantly.

INTERNAL CONTROL OVER FINANCIAL REPORTING

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, are responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. Any system of internal control over financial reporting, no matter how well designed, has inherent limitations. As a result, even those systems determined to be effective can only provide reasonable assurance regarding the preparation of financial statements.

The Company’s management has determined that there have been no significant changes in the Company’s internal control over financial reporting during the three months ended September 30, 2026, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
20




NON-IFRS MEASURES

Cash operating costs per gold ounce sold

‘‘Cash operating costs per gold ounce’’ is a common financial performance measure in the gold mining industry but, as non-IFRS measure, it does not have a standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. Management believes that, in addition to conventional measures prepared in accordance with IFRS, certain investors use this information to evaluate our performance and ability to generate cash flow. Accordingly, this measure is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. This measure, along with sales, is considered to be a key indicator of the Company’s ability to generate earnings and cash flow from its mining operations.

Cash cost figures are calculated on a sales basis in accordance with a standard developed by The Gold Institute, which was a worldwide association of suppliers of gold and gold products and included leading North American gold producers. The Gold Institute ceased operations in 2002, but the standard is the accepted standard of reporting cash cost of production in North America. Adoption of the standard is voluntary and the cost measures presented may not be comparable to other similarly titled measures of other companies. Other companies may calculate these measures differently. Cash operating costs is derived from amounts included in the statement of operations and include post-commercial production mine site operating costs such as mining, processing, smelting, refining, transportation costs, royalties and production taxes, plus an allocation of costs to by-products. The Company uses the income from silver by-product credits as a proxy for the cost to produce the silver. The tables below show a reconciliation of cash operating costs per gold ounce sold to production costs as extracted from the unaudited condensed interim consolidated financial statements on a consolidated and a mine-by-mine basis (dollars in thousands):
For the three months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs125,485 69,327 39,651 28,242 262,705 
Royalties and production taxes65,670 1,923 11,448 3,685 82,726 
Total cash costs191,155 71,250 51,099 31,927 345,431 
Gold sold (ounces)89,718 30,894 52,885 21,521 195,018 
Cash operating costs per ounce ($/ gold ounce sold)1,399 2,244 750 1,312 1,347 
For the three months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs104,448 9,127 49,632 31,947 195,154 
Royalties and production taxes76,717 380 9,963 5,725 92,785 
Less pre-commercial production costs— (9,507)— — (9,507)
Total cash costs181,165 — 59,595 37,672 278,432 
Gold sold (ounces)137,360 7,685 64,043 40,837 249,925 
Less pre-commercial production sold (ounces)— (7,685)— — (7,685)
Gold sold from commercial production (ounces)137,360 — 64,043 40,837 242,240 
Cash operating costs per ounce ($/ gold ounce sold)760 — 775 782 768 
For the nine months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs365,700 171,712 113,953 81,389 732,754 
Royalties and production taxes287,222 7,826 35,631 13,771 344,450 
Total cash costs652,922 179,538 149,584 95,160 1,077,204 
Gold sold (ounces)356,458 92,765 155,586 76,092 680,901 
Cash operating costs per ounce ($/ gold ounce sold)1,026 1,851 732 1,070 1,076 
21



For the nine months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs289,594 9,127 122,116 96,674 517,511 
Royalties and production taxes167,768 380 26,213 18,931 213,292 
Less pre-commercial production costs— (9,507)— — (9,507)
Total cash costs457,362 — 148,329 115,605 721,296 
Gold sold (ounces)340,352 7,685 148,393 147,877 644,307 
Less pre-commercial production sold (ounces)— (7,685)— — (7,685)
Gold sold from commercial production (ounces)340,352 — 148,393 147,877 636,622 
Cash operating costs per ounce ($/ gold ounce sold)851 — 823 654 799 

Cash operating costs per gold ounce produced

In addition to cash operating costs on a per gold ounce sold basis, the Company also presents cash operating costs on a per gold ounce produced basis. Cash operating costs per gold ounce produced is derived from amounts included in the statement of operations and include post-commercial production mine site operating costs such as mining, processing, smelting, refining, transportation costs, plus an allocation of costs to by-products. The Company uses the income from silver by-product credits as a proxy for the cost to produce the silver. Cash operating costs per gold ounce produced do not include pre-commercial production from Goose. The tables below show a reconciliation of cash operating costs per gold ounce produced to production costs as extracted from the unaudited condensed interim consolidated financial statements on a consolidated and a mine-by-mine basis (dollars in thousands):
For the three months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs125,485 69,327 39,651 28,242 262,705 
Inventory sales adjustment (12,716)5,411 953 1,708 (4,644)
Cash operating costs112,769 74,738 40,604 29,950 258,061 
Gold produced (ounces)78,119 39,973 53,363 21,866 193,321 
Cash operating costs per ounce ($/ gold ounce produced)1,444 1,870 761 1,370 1,335 
22



For the three months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs104,448 9,127 49,632 31,947 195,154 
Inventory sales adjustment 8,880 4,965 (9,762)2,509 6,592 
Less pre-commercial production costs— (14,092)— — (14,092)
Cash operating costs113,328 — 39,870 34,456 187,654 
Gold produced (ounces)146,883 13,862 49,519 44,105 254,369 
Less pre-commercial gold production— (13,862)— — (13,862)
Adjusted gold produced (ounces)146,883 — 49,519 44,105 240,507 
Cash operating costs per ounce ($/ gold ounce produced)772 — 805 781 780 
For the nine months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs365,700 171,712 113,953 81,389 732,754 
Inventory sales adjustment (3,662)11,727 2,380 (1,570)8,875 
Cash operating costs362,038 183,439 116,333 79,819 741,629 
Gold produced (ounces)311,850 95,739 157,310 69,833 634,732 
Cash operating costs per ounce ($/ gold ounce produced)1,161 1,916 740 1,143 1,168 
For the nine months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Production costs289,594 9,127 122,116 96,674 517,511 
Inventory sales adjustment 15,174 6,143 (2,983)(2,083)16,251 
Less pre-commercial production costs— (15,270)— — (15,270)
Cash operating costs304,768 — 119,133 94,591 518,492 
Gold produced (ounces)367,049 14,554 146,626 148,346 676,575 
Less pre-commercial gold production— (14,554)— — (14,554)
Adjusted gold produced (ounces)367,049 — 146,626 148,346 662,021 
Cash operating costs per ounce ($/ gold ounce produced)830 — 812 638 783 

All-in sustaining costs per gold ounce

In June 2013, the World Gold Council, a non-regulatory association of the world’s leading gold mining companies established to promote the use of gold to industry, consumers and investors, provided guidance for the calculation of the measure “all-in sustaining costs per gold ounce”, but as a non-IFRS measure, it does not have a standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. The original World Gold Council standard became effective January 1, 2014 with further updates announced on November 16, 2018 which were effective starting January 1, 2019.

Management believes that the all-in sustaining costs per gold ounce measure provides additional insight into the costs of producing gold by capturing all of the expenditures required for the discovery, development and sustaining of gold production and allows the Company to assess its ability to support capital expenditures to sustain future production from the generation of operating cash flows. Management believes that, in addition to conventional measures prepared in accordance with IFRS, certain investors use this information to evaluate the Company's performance and ability to generate cash flow. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Adoption of the standard is voluntary and the cost measures presented may not be comparable to other similarly titled measures of other companies. The Company has applied the principles of the World Gold Council recommendations and has reported all-in sustaining costs on a sales basis. Other companies may calculate these measures differently.

23



B2Gold defines all-in sustaining costs per ounce as the sum of post-commercial production cash operating costs, royalties and production taxes, capital expenditures and exploration costs that are sustaining in nature, sustaining lease expenditures, corporate general and administrative costs, share-based payment expenses related to restricted share units/deferred share units/performance share units ("RSUs/DSUs/PSUs"), community relations expenditures, reclamation liability accretion and realized (gains) losses on fuel derivative contracts, all divided by the total post-commercial production gold ounces sold to arrive at a per ounce figure.

The tables below show a reconciliation of all-in sustaining costs per ounce to production costs as extracted from the unaudited condensed interim consolidated financial statements on a consolidated and a mine-by-mine basis (dollars in thousands):
For the three months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
CorporateTotal
$$$$$$
Production costs125,485 69,327 39,651 28,242 — 262,705 
Royalties and production taxes65,670 1,923 11,448 3,685 — 82,726 
Corporate administration2,514 371 523 1,253 9,218 13,879 
Share-based payments – RSUs/DSUs/PSUs(1)
— — — — 3,673 3,673 
Community relations 666 230 146 656 — 1,698 
Reclamation liability accretion
670 353 346 345 — 1,714 
Realized gains on derivative contracts(4,101)— (2,214)(191)— (6,506)
Sustaining lease expenditures2,944 199 303 1,275 447 5,168 
Sustaining capital expenditures(2)
48,667 69,291 10,686 4,643 — 133,287 
Sustaining mine exploration(2)
— 7,095 1,641 448 — 9,184 
Total all-in sustaining costs from commercial production242,515 148,789 62,530 40,356 13,338 507,528 
Gold Sold (ounces)89,718 30,894 52,885 21,521 — 195,018 
All-in sustaining cost per ounce ($/ gold ounce sold)2,703 4,816 1,182 1,875 — 2,602 
(1) Included as a component of Share-based payments on the Consolidated statement of operations.
(2) Refer to Sustaining capital expenditures and Sustaining mine exploration reconciliations below.

The table below shows a reconciliation of sustaining capital expenditures to operating mine capital expenditures as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the three months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine capital expenditures48,667 72,868 12,151 10,477 144,163 
Antelope development costs— — — (5,834)(5,834)
Crusher circuit upgrades— (3,577)— — (3,577)
Land acquisition costs— — (1,465)— (1,465)
Sustaining capital expenditures48,667 69,291 10,686 4,643 133,287 

The table below shows a reconciliation of sustaining mine exploration to operating mine exploration as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the three months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine exploration— 7,095 1,656 2,015 10,766 
Non-sustaining exploration— — (15)(1,567)(1,582)
Sustaining mine exploration— 7,095 1,641 448 9,184 

24



The tables below show a reconciliation of all-in sustaining costs per ounce to production costs as extracted from the unaudited condensed interim consolidated financial statements on a consolidated and a mine-by-mine basis (dollars in thousands):
For the three months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
CorporateTotal
$$$$$$
Production costs104,448 9,127 49,632 31,947 — 195,154 
Royalties and production taxes76,717 380 9,963 5,725 — 92,785 
Corporate administration4,265 — 630 1,011 9,343 15,249 
Share-based payments – RSUs/DSUs/PSUs(1)
13 — — — 2,612 2,625 
Community relations464 10,000 91 466 — 11,021 
Reclamation liability accretion637 1,132 333 235 — 2,337 
Realized losses on derivative contracts139 — 85 13 — 237 
Sustaining lease expenditures87 — 320 1,246 359 2,012 
Sustaining capital expenditures(2)
43,778 — 9,886 3,480 — 57,144 
Sustaining mine exploration(2)
— — 48 346 — 394 
Total all-in sustaining costs230,548 20,639 70,988 44,469 12,314 378,958 
Less all-in sustaining costs related to pre-commercial production— (20,639)— — — (20,639)
Total all-in sustaining costs from commercial production230,548 — 70,988 44,469 12,314 358,319 
Gold Sold (ounces)137,360 7,685 64,043 40,837 — 249,925 
Less pre-commercial production ounces(7,685)(7,685)
Gold Sold from commercial production (ounces)137,360 — 64,043 40,837 — 242,240 
All-in sustaining cost per ounce ($/ gold ounce sold)1,678 — 1,108 1,089 — 1,479 
(1) Included as a component of Share-based payments on the Consolidated statement of operations.
(2) Refer to Sustaining capital expenditures and Sustaining mine exploration reconciliations below.

The table below shows a reconciliation of sustaining capital expenditures to operating mine capital expenditures as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the three months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine capital expenditures55,113 157,068 9,916 4,391 226,488 
Fekola underground(11,335)— — — (11,335)
Pre-production capital expenditures(157,068)(157,068)
Other— — (30)(911)(941)
Sustaining capital expenditures43,778 — 9,886 3,480 57,144 

The table below shows a reconciliation of sustaining mine exploration to operating mine exploration as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the three months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine exploration— 5,619 602 2,220 8,441 
Non-sustaining exploration— (5,619)(554)(1,874)(8,047)
Sustaining mine exploration— — 48 346 394 

25



The tables below show a reconciliation of all-in sustaining costs per ounce to production costs as extracted from the unaudited condensed interim consolidated financial statements on a consolidated and a mine-by-mine basis (dollars in thousands):
For the nine months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
CorporateTotal
$$$$$$
Production costs365,700 171,712 113,953 81,389 — 732,754 
Royalties and production taxes287,222 7,826 35,631 13,771 — 344,450 
Corporate administration11,246 1,435 1,640 3,610 31,318 49,249 
Share-based payments – RSUs/DSUs/PSUs(1)
— — — — 17,804 17,804 
Community relations 1,633 1,130 391 1,034 — 4,188 
Reclamation liability accretion
1,987 1,080 1,018 1,013 — 5,098 
Realized gains on derivative contracts(9,457)— (5,762)(504)— (15,723)
Sustaining lease expenditures8,512 1,538 927 4,095 1,356 16,428 
Sustaining capital expenditures(2)
135,319 183,253 40,783 10,769 — 370,124 
Sustaining mine exploration(2)
— 16,858 1,716 952 — 19,526 
Total all-in sustaining costs from commercial production802,162 384,832 190,297 116,129 50,478 1,543,898 
Gold Sold (ounces)356,458 92,765 155,586 76,092 — 680,901 
All-in sustaining cost per ounce ($/ gold ounce sold)2,250 4,148 1,223 1,526 — 2,267 
(1) Included as a component of Share-based payments on the Consolidated statement of operations.
(2) Refer to Sustaining capital expenditures and Sustaining mine exploration reconciliations below.

The table below shows a reconciliation of sustaining capital expenditures to operating mine capital expenditures as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the nine months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine capital expenditures135,319 211,147 42,949 25,366 414,781 
Site infrastructure construction— (23,116)— — (23,116)
Antelope development costs— — — (14,597)(14,597)
Crusher upgrade costs— (4,778)— — (4,778)
Land acquisitions— — (2,166)— (2,166)
Sustaining capital expenditures135,319 183,253 40,783 10,769 370,124 

The table below shows a reconciliation of sustaining mine exploration to operating mine exploration as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the nine months ended September 30, 2026
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine exploration— 16,858 2,957 4,613 24,428 
Non-sustaining exploration— — (1,241)(3,661)(4,902)
Sustaining mine exploration— 16,858 1,716 952 19,526 
26



The tables below show a reconciliation of all-in sustaining costs per ounce to production costs as extracted from the unaudited condensed interim consolidated financial statements on a consolidated and a mine-by-mine basis (dollars in thousands):
For the nine months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
CorporateTotal
$$$$$$
Production costs289,594 9,127 122,116 96,674 — 517,511 
Royalties and production taxes167,768 380 26,213 18,931 — 213,292 
Corporate administration10,793 — 1,698 3,298 27,045 42,834 
Share-based payments – RSUs/DSUs/PSUs(1)
43 — — — 10,813 10,856 
Community relations 1,138 10,000 272 1,169 — 12,579 
Reclamation liability accretion
1,949 1,132 1,013 744 — 4,838 
Realized losses on derivative contracts760 — 466 95 — 1,321 
Sustaining lease expenditures251 — 961 3,658 1,329 6,199 
Sustaining capital expenditures(2)
126,612 — 31,466 11,694 — 169,772 
Sustaining mine exploration(2)
— — 118 1,191 — 1,309 
Total all-in sustaining costs598,908 20,639 184,323 137,454 39,187 980,511 
Less all-in sustaining costs related to pre-commercial production— (20,639)— — — (20,639)
Total all-in sustaining costs from commercial production598,908 — 184,323 137,454 39,187 959,872 
Gold Sold (ounces)340,352 7,685 148,393 147,877 — 644,307 
Less pre-commercial production ounces— (7,685)— — — (7,685)
Gold Sold from commercial production (ounces)340,352 — 148,393 147,877 — 636,622 
All-in sustaining cost per ounce ($/ gold ounce sold)1,760 — 1,242 930 — 1,508 
(1) Included as a component of Share-based payments on the Consolidated statement of operations.
(2) Refer to Sustaining capital expenditures and Sustaining mine exploration reconciliations below.

The table below shows a reconciliation of sustaining capital expenditures to operating mine capital expenditures as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the nine months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine capital expenditures172,495 395,364 35,148 12,707 615,714 
Fekola underground(45,883)— — — (45,883)
Pre-production capital expenditures— (395,364)— — (395,364)
Other— — (3,682)(1,013)(4,695)
Sustaining capital expenditures126,612 — 31,466 11,694 169,772 

The table below shows a reconciliation of sustaining mine exploration to operating mine exploration as extracted from the unaudited condensed interim consolidated financial statements (dollars in thousands):
For the nine months ended September 30, 2025
Fekola
Mine
Goose
Mine
Masbate
Mine
Otjikoto
Mine
Total
$$$$$
Operating mine exploration— 15,941 1,553 6,433 23,927 
Regional exploration— (15,941)(1,435)(5,242)(22,618)
Sustaining mine exploration— — 118 1,191 1,309 
27



Adjusted net income attributable to shareholders and adjusted earnings per share - basic

"Adjusted net income attributable to shareholders" and "adjusted earnings per share – basic" are non-IFRS measures that do not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by other issuers. The Company defines adjusted net income attributable to shareholders as net income attributable to shareholders of the Company adjusted for non-recurring items and also significant recurring non-cash items. The Company defines adjusted earnings per share – basic as adjusted net income divided by the basic weighted number of common shares outstanding.

Management believes that the presentation of adjusted net income attributable to shareholders and adjusted earnings per share - basic is appropriate to provide additional information to investors regarding items that we do not expect to continue at the same level in the future or that management does not believe to be a reflection of the Company's ongoing operating performance. Management further believes that its presentation of these non-IFRS financial measures provides information that is useful to investors because they are important indicators of the strength of our operations and the performance of our core business. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate this measure differently.

A reconciliation of net income to adjusted net income attributable to shareholders as extracted from the unaudited condensed interim consolidated financial statements is set out in the table below (dollars in thousands):
Three months endedNine months ended
September 30,September 30,
2026202520262025
$$$$
Net income attributable to shareholders of the Company for the period:408,898 19,313 1,026,169 231,324 
Adjustments for non-recurring and significant recurring non-cash items:
Gain on sale of mining interests— — (292,374)— 
Reversal of impairment on long-lived assets(253,488)— (253,488)— 
Unrealized (gains) losses on derivative instruments(39,957)101,715 (191,969)172,370 
Write-off of plant and equipment3,067 — 52,780 — 
Loss (gain) on dilution of associate1,916 — (28,213)— 
Change in fair value of gold stream(963)28,100 (17,877)80,406 
Other cost of sales6,018 — 21,880 — 
Recoveries on insurance claims(14,304)— (26,904)— 
Realized gain on total return swap— — — (7,731)
Write-down of mining interests — — — 5,118 
Deferred income tax expense (recovery)71,481 30,785 180,822 (16,885)
Adjusted net income attributable to shareholders of the Company for the period182,668 179,913 470,826 464,602 
Basic weighted average number of common shares outstanding (in thousands)1,320,959 1,324,279 1,331,076 1,321,491 
Adjusted net earnings attributable to shareholders of the Company per share–basic ($/share)0.14 0.14 0.35 0.35 

Free cash flow

"Free cash flow" is a non-IFRS measure that does not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by other issuers. The Company defines free cash flow as cash flow provided by operating activities less capital expenditures.

Management believes that the presentation of free cash flow is appropriate to provide additional information to investors on the Company's ability to operate without reliance on additional borrowing. Management further believes that its presentation of this non-IFRS financial measure provides information that is useful to investors because it is an important indicator of the strength of our operations and the performance of our core business. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate this measure differently. These measures are not necessarily indicative of operating profit or cash flow from operations as determined under IFRS.

28



A reconciliation of net cash provided by operating activities to free cash flow as extracted from the unaudited condensed interim consolidated financial statements is set out in the table below (dollars in thousands):
Three months endedNine months ended
September 30,September 30,
2026202520262025
$$$$
Cash provided by operating activities238,618 175,603 699,344 609,472 
Capital expenditures
Fekola Mine(48,667)(55,113)(135,319)(172,495)
Goose Mine(72,868)(157,068)(211,147)(395,364)
Masbate Mine(12,151)(9,916)(42,949)(35,148)
Otjikoto Mine(10,477)(4,391)(25,366)(12,707)
Fekola Regional Properties(16,220)(5,579)(60,519)(13,752)
Gramalote Project(10,424)(11,531)(27,450)(23,475)
Other exploration(19,824)(15,738)(44,323)(35,212)
Total capital expenditures(190,631)(259,336)(547,073)(688,153)
Free cash flow47,987 (83,733)152,271 (78,681)

Cash flow from operating activities before changes in working capital

"Cash flow from operating activities before changes in working capital" is a non-IFRS measure that does not have a standardized meaning prescribed by IFRS and, therefore, may not be comparable to similar measures presented by other issuers. The Company defines cash flow from operating activities before changes in working capital as cash flow provided by operating activities adjusted to add back or remove changes in non-cash working capital, changes in long-term inventory and changes in long-term value added tax receivables.

Management believes that the presentation of cash flow from operating activities before changes in working capital is appropriate to provide additional information to investors on the Company's ability cash flow from its operations without the impact of timing differences from changes in short-term and long-term non-cash working capital items. Management further believes that its presentation of this non-IFRS financial measure provides information that is useful to investors because it is an important indicator of the strength of our operations and the performance of our core business. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate this measure differently. These measures are not necessarily indicative of operating profit or cash flow from operations as determined under IFRS.

A reconciliation of net cash provided by operating activities to cash flow provided by operating activities as extracted from the unaudited condensed interim consolidated financial statements is set out in the table below (dollars in thousands):
Three months endedNine months ended
September 30,September 30,
2026202520262025
$$$$
Cash provided by operating activities238,618 175,603 699,344 609,472 
Changes in non-cash working capital
16,954 (70,929)(12,589)(84,951)
Changes in long-term inventory108,015 60,883 138,239 102,166 
Changes in long-term value added tax receivables23,742 18,556 42,615 102,336 
Cash flow from operating activities before changes in working capital387,329 184,113 867,609 729,023 

29



SUMMARY OF QUARTERLY RESULTS
Q3Q2Q1Q4Q3Q2Q1Q4
20262026202620252025202520252024
Gold revenue ($ in thousands)836,466789,3541,158,6551,053,977782,948692,206532,107499,788
Net income (loss) for the period ($ in thousands)
413,571419,620205,550180,25923,123160,75362,564(9,325)
Earnings (loss) per share (1) – basic ($)
0.310.310.150.130.010.120.04(0.01)
Earnings (loss) per share (1) – diluted ($)
0.280.290.140.110.010.100.04(0.01)
Cash flows provided (used) by operating activities ($ in thousands)
238,618(78,755)539,481286,364175,140255,544178,788120,544
Gold sold including pre-commercial production from Goose (ounces)195,018209,537276,346283,490249,925210,384183,998187,793
Average realized gold price ($/ ounce)
4,2893,7674,1933,7183,1333,2902,8922,661
Gold produced (ounces)
193,321203,648237,763303,029240,507228,762192,752186,001
Gold produced, total including Goose pre-commercial production (ounces)
193,321203,648237,763303,029254,369229,454192,752186,001
Production costs ($ in thousands)262,705236,211233,838227,935195,154160,363161,994181,376
(1) Attributable to the shareholders of the Company.

Quarterly gold revenue throughout the eight quarters is a function of quarterly production levels, the timing of bullion shipments and changes in average realized gold price, while cash flows from operating activities are also impacted by production costs of each quarter and changes in working capital. Quarterly gold revenue and production costs for the second half of 2025 and the first nine months of 2026 include the results of Goose, including any sales of pre-commercial production. Net income throughout the eight quarters is a function of quarterly revenues, cash operating costs, related taxes and asset impairment charges, where applicable. The net loss in the fourth quarter of 2024 reflects the retroactive application of the additional 10% priority dividend at Fekola resulting in an additional current income tax expense of $13 million. The net income in the second quarter of 2026 reflects a gain on sale of mining interests of $292 million due to the sale of the Finland Properties and a loss on write-off of plant and equipment of $50 million due to the fire at Goose. Net income in the third quarter of 2026 reflects an impairment reversal on Fekola of $212 million, net of deferred tax.

SUMMARY AND OUTLOOK

Consolidated gold production was 634,732 ounces in the first nine months of 2026. Strong year-to-date production from Masbate and Otjikoto, and lower royalty costs at Fekola, helped drive lower than expected consolidated cash operating costs and all-in sustaining costs.

At the Fekola Mine, the Company remains focused on efficient operations at both the Fekola and Cardinal open-pits and Fekola underground. In the third quarter of 2026, open pit activities at Fekola transitioned to waste stripping in Phase 8. This large waste mining campaign will continue through the majority of 2027. The issuance of the Menankoto exploitation permit by the State of Mali during the third quarter, which together with the Dandoko exploration permit forms Fekola Regional, unlocks one of the Company's most important near-term growth opportunities. With the Menankoto exploitation permit now received, mining pre-stripping activities commenced in October and ore is expected to be delivered to the Fekola process plant in the first quarter of 2027, upon completion of the toll milling agreement. Fekola Regional is expected to ramp up operations through the end of 2027, and produce in excess of 150,000 ounces of gold per year from 2028 through the mid-2030’s.

At Goose, remediation repairs as a result of the crushing circuit fire have been completed along with Phase 1 of the planned Goose fixed crushing circuit upgrades. Mill throughput is now averaging 3,200 tpd and is expected to remain at those levels until mid-year 2027, at which time the Company expects to complete Phase 2 upgrades in order that the Goose mill operates at an average of 4,000 tonnes per day. B2Gold continues to target gold production of 300,000 ounces of gold per year over the medium-term.

At Masbate, strong gold production results from the first nine months of 2026 are expected to continue through the remainder of the year. As a result, the Company is lowering its 2026 cash operating cost and all-in sustaining cost guidance for Masbate. Ongoing exploration, permitting and mine planning work is underway to evaluate additional opportunities for mine life extensions at current gold prices.

Similarly, at Otjikoto strong gold production results from the first nine months of 2026 are expected to continue throughout the remainder of the year. As a result, the Company is lowering its 2026 all-in sustaining cost guidance for Otjikoto. Work progressed during the quarter at Antelope, four kilometres southwest of Otjikoto, where surface and underground infrastructure is being established to support the development phase of the Antelope deposit.

The Company is well placed to complete its planned capital and exploration activities for 2026, manage its financial commitments and continue to return capital to its shareholders. In addition to paying a dividend at a yield consistent with its peer group, the Company has continued to repurchase shares under its NCIB. The Company has repurchased 41 million shares to date in 2026 for a total of $205 million in cash and expects to repurchase further shares as the year progresses.

30



Exploration also remains a key focus as B2Gold seeks to both expand its reserve and resource base at its existing operations as well as greenfield opportunities, including strategic investments in prospective junior exploration companies.

The Company's ongoing strategy is to continue to maximize responsible profitable production from its existing mines, maintain a strong financial position, realize the potential increase in gold production from the Company's existing development projects, continue exploration programs across the Company's robust land packages, evaluate new exploration, development and production opportunities and continue to return capital to shareholders.

OUTSTANDING SHARE DATA

As at November 4, 2026, 1,317,220,545 common shares were outstanding. The Notes, if converted, would result in the issuance of approximately 145 million shares. In addition, the Company had approximately 20 million stock options, approximately 4 million RSUs and approximately 6 million PSUs outstanding at November 4, 2026. The number of shares issued upon the vesting of PSUs could vary from 0% to 200% of the number of PSUs depending on the achievement of certain performance criteria, all other stock-based compensation converts at a 1:1 ratio.

CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION

Production results and production guidance presented in this MD&A reflect the total production at the mines B2Gold operates on a 100% basis. Please see our most recent Annual Information Form for a discussion of our ownership interest in the mines B2Gold operates.

This MD&A includes certain “forward-looking information” (including financial outlook) and “forward-looking statements” (collectively “forward-looking statements”) within the meaning of applicable Canadian and United States securities legislation, including: projections; outlook; guidance; forecasts; estimates; and other statements regarding future or estimated financial and operational performance, gold production and sales, revenues and cash flows, and capital costs (sustaining and non-sustaining) and operating costs, including projected cash operating costs and all-in sustaining costs, and budgets on a consolidated and mine by mine basis, which if they occur, would have on our business, our planned capital and exploration expenditures; future or estimated mine life, metal price assumptions, ore grades or sources, gold recovery rates, stripping ratios, throughput, ore processing; statements regarding anticipated exploration, drilling, development, construction, permitting and other activities or achievements of B2Gold; and including, without limitation: remaining well positioned for continued strong operational and financial performance in 2026; projected gold production, cash operating costs and all-in sustaining costs (on a consolidated and mine by mine basis in 2026 for the Fekola Complex, the Otjikoto Mine, the Masbate Gold Project and the Goose Mine; revised all-in sustaining costs of between $2,230 and $2,410 per ounce; 2026 production guidance for Goose expected to be between 170,000 and 200,000 ounces of gold at cash operating costs of between $1,610 and $1,810 per gold ounce produced and all-in sustaining costs of between $2,670 and $2,970 per gold ounce; B2Gold's continued prioritization of operating the Goose Mine in a manner that recognizes Indigenous input and concerns and brings long-term socio-economic benefits to the area; the Goose Mine annual gold production exceeding 300,000 ounces per year over the medium-term; the timeline and cost for repairs of the Goose crushing circuit damaged by the fire and the interim ability to utilize mobile crushers to maintain the planned production profile; the second phase of the crushing circuit upgrades being completed in the first half of 2027 and the costs associated therewith; upon completion of the second phase of the crusher circuit upgrades, the potential for crushing capacity to be increased to an average of 4,000 tpd by the end of the first half of 2027; 2026 Fekola Complex production guidance expected to be between 390,000 and 420,000 ounces of gold at cash operating costs of between $1,060 and $1,160 per gold ounce produced also remains unchanged and revised Fekola all-in sustaining costs guidance to $2,350 to $2,500 per gold ounce sold; Fekola Regional contributing in excess of 150,000 ounces starting in 2028; 2026 production guidance for Otjikoto expected to be between 80,000 to 100,000 ounces of gold at cash operating costs of between $1,200 and $1,300 per gold ounce produced and revised all-in sustaining costs of $1,630 to $1,780 per gold ounce sold; delivery of ore to the Fekola process plant in the first quarter of 2027; 2026 production guidance for Masbate expecting to be between 180,000 and 200,000 ounces of gold at revised cash operating costs guidance to $800 to $900 per gold ounce produced and revised all-in sustaining costs of $1,250 to $1,400 per gold ounce sold; the receipt of the required permit amendments for Gramalote and the potential to develop the Gramalote Project as an open pit gold mine; planned 2026 exploration budgets for Canada, Mali, Namibia, the Philippines, Kazakhstan and other grassroots projects; and the potential payment of future dividends, including the timing and amount of any such dividends, and the expectation that quarterly dividends will be maintained at the same level. All statements in this MD&A 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 necessarily involve assumptions, risks and uncertainties, certain of which are beyond B2Gold's control, including risks associated with or related to: the volatility of metal prices and B2Gold's common shares; changes in tax laws; the dangers inherent in exploration, development and mining activities; the uncertainty of mineral reserve and resource estimates; not achieving production, cost or other estimates; actual production, development plans and costs differing materially from the estimates in B2Gold's feasibility and other studies; the ability to obtain and maintain any necessary permits,
31



consents or authorizations required for mining activities; environmental regulations or hazards and compliance with complex regulations associated with mining activities; climate change and climate change regulations; the ability to replace mineral reserves and identify acquisition opportunities; the unknown liabilities of companies acquired by B2Gold; the ability to successfully integrate new acquisitions; fluctuations in exchange rates; the availability of financing; financing and debt activities, including potential restrictions imposed on B2Gold's operations as a result thereof and the ability to generate sufficient cash flows; operations in foreign and developing countries and the compliance with foreign laws, including those associated with operations in Mali, Namibia, the Philippines and Colombia and including risks related to changes in foreign laws and changing policies related to mining and local ownership requirements or resource nationalization generally; remote operations and the availability of adequate infrastructure; fluctuations in price and availability of energy and other inputs necessary for mining operations; shortages or cost increases in necessary equipment, supplies and labour; regulatory, political and country risks, including local instability or acts of terrorism and the effects thereof; the reliance upon contractors, third parties and joint venture partners; the lack of sole decision-making authority related to Filminera Resources Corporation, which owns the Masbate Gold Project; challenges to title or surface rights; the dependence on key personnel and the ability to attract and retain skilled personnel; the risk of an uninsurable or uninsured loss; adverse climate and weather conditions; litigation risk; competition with other mining companies; community support for B2Gold's operations, including risks related to strikes and the halting of such operations from time to time; conflicts with small scale miners; failures of information systems or information security threats; the ability to maintain adequate internal controls over financial reporting as required by law, including Section 404 of the Sarbanes-Oxley Act; compliance with anti-corruption laws, and sanctions or other similar measures; social media and B2Gold's reputation; as well as other factors identified and as described in more detail under the heading "Risk Factors" in B2Gold's most recent Annual Information Form, B2Gold's current Form 40-F Annual Report and B2Gold's other filings with Canadian securities regulators and the U.S. Securities and Exchange Commission (the "SEC"), which may be viewed at www.sedarplus.ca and www.sec.gov, respectively (the "Websites"). The list is not exhaustive of the factors that may affect B2Gold's forward-looking statements.

B2Gold's forward-looking statements are based on the applicable assumptions and factors management considers reasonable as of the date hereof, based on the information available to management at such time. These assumptions and factors include, but are not limited to, assumptions and factors related to B2Gold's ability to carry on current and future operations, including: development and exploration activities; 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; B2Gold's ability to meet or achieve estimates, projections and forecasts; the availability and cost of inputs; the price and market for outputs, including gold; foreign exchange rates; taxation levels; the timely receipt of necessary approvals or permits; the ability to meet current and future obligations; the ability to obtain timely financing on reasonable terms when required; the current and future social, economic and political conditions; and other assumptions and factors generally associated with the mining industry.

B2Gold's forward-looking statements are based on the opinions and estimates of management and reflect their current expectations regarding future events and operating performance and speak only as of the date hereof. B2Gold does not assume any obligation to update forward-looking statements if circumstances or management's beliefs, expectations or opinions should change other than as required by applicable law. There can be no assurance that forward-looking statements will prove to be accurate, and actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements. Accordingly, no assurance can be given that any events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits or liabilities B2Gold will derive therefrom. For the reasons set forth above, undue reliance should not be placed on forward-looking statements. Any financial outlook in this MD&A is provided for the purpose of providing information about management’s current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes.

The projected range of all-in sustaining costs includes sustaining capital expenditures, corporate administrative expense, mine-site exploration and evaluation costs and reclamation cost accretion, and exclude the effects of expansionary capital and non-sustaining expenditures. Projected GAAP total production cash costs for the full year would require inclusion of the projected impact of future included and excluded items, including items that are not currently determinable, but may be significant, such as sustaining capital expenditures, reclamation cost accretion. Due to the uncertainty of the likelihood, amount and timing of any such items, B2Gold does not have information available to provide a quantitative reconciliation of projected all-in sustaining costs to a total production cash costs projection. B2Gold believes that this measure represents the total costs of producing gold from current operations, and provides B2Gold and other stakeholders of the Company with additional information about B2Gold’s operational performance and ability to generate cash flows. All-in sustaining costs, as a key performance measure, allows B2Gold to assess its ability to support capital expenditures and to sustain future production from the generation of operating cash flows. This information provides management with the ability to more actively manage capital programs and to make more prudent capital investment decisions.

CAUTIONARY STATEMENT REGARDING MINERAL RESERVE AND RESOURCE ESTIMATES

The disclosure in this MD&A was prepared in accordance with Canadian standards for the reporting of mineral resource and mineral reserve estimates, which differ in some material respects from the disclosure requirements of United States securities laws. In particular, and without limiting the generality of the foregoing, the terms “mineral reserve”, “proven mineral reserve”, “probable mineral reserve”, “inferred mineral resources,”, “indicated mineral resources,” “measured mineral resources” and
32



“mineral resources” used or referenced in this MD&A are Canadian mineral disclosure terms as defined in accordance with Canadian National Instrument 43-101 - Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum (the “CIM”) - CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the “CIM Definition Standards”). The definitions of these terms, and other mining terms and disclosures, differ from the definitions of such terms, if any, for purposes of the SEC’s disclosure rules for domestic United State issuers. As a foreign private issuer that is eligible to file reports with the SEC pursuant to the MJDS, B2Gold is not required to provide disclosure on its mineral properties under applicable SEC rules and regulations and provides disclosure under NI 43-101 and the CIM Definition Standards. Accordingly, mineral reserve and mineral resource information and other technical information contained in this MD&A may not be comparable to similar information disclosed by companies subject to the SEC’s reporting and disclosure requirements for domestic United States issuers.

Mineral resources that are not mineral reserves do not have demonstrated economic viability. Due to the uncertainty of measured, indicated or inferred mineral resources, these mineral resources may never be upgraded to proven and probable mineral reserves. Investors are cautioned not to assume that any part of mineral deposits in these categories will ever be converted into reserves or recovered. In addition, United States investors are cautioned not to assume that any part or all of B2Gold’s measured, indicated or inferred mineral resources constitute or will be converted into mineral reserves or are or will be economically or legally mineable without additional work.

Historical results or feasibility models presented herein are not guarantees or expectations of future performance. Mineral resources that are not mineral reserves do not have demonstrated economic viability. Due to the uncertainty of measured, indicated or inferred mineral resources, these mineral resources may never be upgraded to proven and probable mineral reserves. Investors are cautioned not to assume that any part of mineral deposits in these categories will ever be converted into reserves or recovered. In addition, United States investors are cautioned not to assume that any part or all of B2Gold’s measured, indicated or inferred mineral resources constitute or will be converted into mineral reserves or are or will be economically or legally mineable without additional work.

QUALIFIED PERSONS

William Lytle, Senior Vice President and Chief Operating Officer, a qualified person under National Instrument 43-101, has reviewed and approved the disclosure of all scientific and technical information related to operational matters contained in this MD&A. Andrew Brown, P. Geo., Vice President, Exploration, a qualified person under NI 43-101, has approved the scientific and technical information regarding exploration matters contained in this MD&A.
33

Form 52-109F2
Certification of Interim Filings
Full Certificate

I, Michael Cinnamond, President and Chief Executive Officer of B2Gold Corp., certify the following:

1.    Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of B2Gold Corp. (the “issuer”) for the interim period ended September 30, 2026.

2.    No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.    Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.    Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.    Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a)    designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i)material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(i)information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)    designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1    Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control-Integrated Framework published by The Committee of Sponsoring Organizations of the Treadway Commission.

5.2    ICFR – material weakness relating to design: N/A

5.3    Limitation on scope of design: N/A.

6.    Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2026 and ended on September 30, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.


Date: November 4, 2026

/s/ Michael Cinnamond
Michael Cinnamond
President and CEO

Form 52-109F2
Certification of Interim Filings
Full Certificate

I, Michael McDonald, Chief Financial Officer of B2Gold Corp., certify the following:

1.    Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of B2Gold Corp. (the “issuer”) for the interim period ended September 30, 2026.

2.    No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.    Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.    Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.    Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a)    designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i)material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(i)information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)    designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1    Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control-Integrated Framework published by The Committee of Sponsoring Organizations of the Treadway Commission.

5.2    ICFR – material weakness relating to design: N/A

5.3    Limitation on scope of design: N/A.

6.    Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2026 and ended on September 30, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.


Date: November 4, 2026
/s/ Michael McDonald
Michael McDonald
Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Keep reading