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B2Gold (NYSE: BTG) Q1 2026 profit, cash flow jump on high gold prices

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

B2Gold Corp. reported a very strong first quarter of 2026, with results boosted by higher gold prices, increased production and prepaid sales. Gold revenue reached $1.16 billion on 276,346 ounces sold at an average price of $4,193 per ounce, up sharply from $532.1 million a year earlier.

Net income rose to $205.6 million, including $199.9 million attributable to shareholders, or $0.15 per basic share, compared with $57.6 million and $0.04 per share in 2025. Adjusted net income attributable to shareholders was $259.9 million, or $0.19 per share.

The company produced 237,763 ounces of gold, 23% more than a year earlier, with all four operating mines outperforming budget. Cash operating costs were $1,005 per ounce produced and all‑in sustaining costs were $1,964 per ounce sold. Operating cash flow climbed to $539.5 million, free cash flow was $361.8 million, and cash and cash equivalents increased to $479.4 million while B2Gold also reduced revolving credit facility borrowings.

Positive

  • Substantial revenue and earnings growth: Q1 2026 gold revenue rose to $1.16 billion from $532.1 million, and net income increased to $205.6 million from $62.6 million, with adjusted net income attributable to shareholders reaching $259.9 million ($0.19 per share).
  • Robust cash generation and stronger balance sheet: Cash from operating activities was $539.5 million and free cash flow was $361.8 million, lifting cash and cash equivalents to $479.4 million while the company repaid revolving credit facility borrowings.

Negative

  • None.

Insights

B2Gold delivered a highly profitable quarter with strong cash build and manageable costs.

B2Gold’s Q1 2026 performance combined higher realized gold prices with higher production to nearly double revenue. Gold revenue of $1.16 billion on 276,346 ounces sold at $4,193/oz translated into net income of $205.6 million and adjusted net income of $259.9 million.

Cost metrics remained disciplined despite inflation and new-mine ramp-up. Cash operating costs were $1,005/oz produced and all‑in sustaining costs were $1,964/oz sold, helped by volumes above budget at all four mines and timing of sustaining capital. Derivative losses and higher taxes partially offset operating strength, but did not erase it.

Cash generation was a standout: operating cash flow reached $539.5 million and free cash flow was $361.8 million, allowing B2Gold to grow its cash balance to $479.4 million while repaying revolving credit facility borrowings and funding dividends and share buybacks. Future quarters will reflect higher tax payments and ongoing Goose Mine optimization, yet the quarter underscores strong leverage to high gold prices.

Gold revenue $1,158,655,000 Three months ended March 31, 2026
Net income $205,550,000 Three months ended March 31, 2026
Basic EPS $0.15 per share Attributable to shareholders, Q1 2026
Operating cash flow $539,481,000 Cash provided by operating activities, Q1 2026
Free cash flow $361,800,000 Three months ended March 31, 2026
Gold production 237,763 ounces Consolidated, Q1 2026
All-in sustaining costs $1,964/oz sold Consolidated, Q1 2026
Cash and cash equivalents $479,394,000 As at March 31, 2026
all-in sustaining costs financial
"Consolidated all-in sustaining costs2 for the first quarter of 2026, were $1,964 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.
cash operating costs financial
"consolidated cash operating costs1 were $1,005 per gold ounce produced ($846 per gold ounce sold)"
Cash operating costs are the actual cash outflows a company spends to run its core operations, excluding accounting items that don’t require cash such as depreciation or amortization. Think of it like a household’s monthly utility, grocery and service bills — the real money you pay each month — which helps investors judge how much cash a business needs to keep running and how much cash is available to pay debts or invest in growth.
prepaid gold sales financial
"delivery of 66,192 ounces under the Company’s series of prepaid gold sales (the "Gold Prepay") obligations"
gold stream obligation financial
"The Company's gold stream obligation requires the delivery from production at the Company's Goose Mine"
convertible senior unsecured notes financial
"the Company issued convertible senior unsecured notes (“the Notes”) with an aggregate principal amount of $460 million"
A convertible senior unsecured note is a loan-like security a company issues that pays interest and must be repaid like debt, but can be converted into the company’s shares at a set price. Think of it as an IOU that can become stock; "senior" means it gets paid before other debts in a bankruptcy, "unsecured" means there’s no collateral backing it. Investors care because it combines regular income with potential upside from conversion while creating possible share dilution and affecting the company’s debt risk and credit profile.
normal course issuer bid financial
"implement a Normal Course Issuer Bid ("NCIB") pursuant to which the Company may purchase up to a maximum of 5% of its issued"
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.
Form 6-K: How Foreign Companies Report to the SEC →

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 May, 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: May 6, 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 Three Months Ended March 31, 2026
99.2
Management’s Discussion and Analysis for the Quarter Ended March 31, 2026
99.3
Certification of Interim Filing - CEO
99.4
Certification of Interim Filing - CFO










b2goldlogo.jpg

B2GOLD CORP.
Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2026
(Unaudited)


B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31
(Expressed in thousands of United States dollars, except per share amounts)
(Unaudited)
 20262025
Gold revenue$1,158,655 $532,107 
Cost of sales  
   Production costs(233,838)(161,994)
   Depreciation and depletion(161,236)(89,557)
Royalties and production taxes(153,813)(42,806)
Total cost of sales(548,887)(294,357)
Gross profit609,768 237,750 
General and administrative(16,728)(11,802)
Share-based payments(8,530)(5,869)
Foreign exchange (losses) gains(10,199)7,214 
Share of net income of associates (Note 9)
4,901 754 
Non-recoverable input taxes(2,668)(6,846)
Community relations(1,281)(999)
Write-down of mining interests— (5,118)
Other expense
(7,535)(6,251)
Operating income567,728 208,833 
Losses on derivative instruments, net (Note 14)
(53,817)(43,319)
Gain on dilution of associate (Note 9)
24,003 — 
Change in fair value of gold stream (Note 15)
(18,806)(30,552)
Interest and financing expense (Note 11 and 16)
(18,398)(5,723)
Interest income3,092 3,172 
Other (expense) income(1,829)356 
Income from operations before taxes501,973 132,767 
Current income tax, withholding and other taxes (Note 18)
(214,345)(86,083)
Deferred income tax (expense) recovery (Note 18)
(82,078)15,880 
Net income for the period$205,550 $62,564 
Attributable to:  
   Shareholders of the Company$199,937 $57,587 
   Non-controlling interests (Note 13)
5,613 4,977 
Net income for the period$205,550 $62,564 
Earnings per share (attributable to shareholders of the Company) (Note 12)
Basic$0.15 $0.04 
Diluted$0.14 $0.04 
Weighted average number of common shares outstanding (in thousands) (Note 12)
   Basic1,340,776 1,318,390 
   Diluted1,501,295 1,469,206 
See accompanying notes to condensed interim consolidated financial statements.
B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED MARCH 31
(Expressed in thousands of United States dollars)
(Unaudited)

 20262025
Net income for the period$205,550 $62,564 
Other comprehensive (loss) income  
Items that will not be subsequently reclassified to net income:
(Loss) gain on long-term investments, net of deferred income tax (Note 7)
(51,214)36,287 
Other comprehensive (loss) income for the period(51,214)36,287 
Total comprehensive income for the period$154,336 $98,851 
Other comprehensive (loss) income attributable to:
   Shareholders of the Company$(51,214)$36,287 
   Non-controlling interests— — 
 $(51,214)$36,287 
Total comprehensive income attributable to:
   Shareholders of the Company$148,723 $93,874 
   Non-controlling interests5,613 4,977 
 $154,336 $98,851 

See accompanying notes to condensed interim consolidated financial statements.
B2GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31
(Expressed in thousands of United States dollars)
(Unaudited)
 20262025
Operating activities  
Net income for the period$205,550 $62,564 
Mine restoration provisions settled(712)(493)
Non-cash charges, net (Note 19)
326,650 181,923 
Delivery into prepaid sales (Note 16)
(145,295)— 
Changes in non-cash working capital (Note 19)
147,984 (14,840)
Changes in long-term inventory920 (10,957)
Changes in long-term value added tax receivables4,384 (39,409)
Cash provided by operating activities539,481 178,788 
Financing activities  
Proceeds from convertible senior unsecured notes, net of financing costs (Note 11)
— 445,913 
Revolving credit facility draw downs (Note 11)
25,000 — 
Revolving credit facility repayments (Note 11)
(100,000)(400,000)
Equipment loan facility draw downs (Note 11)
— 8,990 
Equipment loan facility repayments (Note 11)
(2,318)(4,402)
Interest and commitment fees paid(8,744)(3,494)
Cash proceeds from stock option exercises (Note 12)
26,953 2,231 
Repurchase of common shares (Note 12)
(79,561)— 
Dividends paid (Note 12)
(26,308)(25,552)
Principal payments on lease arrangements (Note 11)
(6,796)(2,972)
Distributions to non-controlling interests (Note 13)
(11,530)(8,182)
Realized loss on derivative instruments (Note 14)
(69,768)— 
Other101 (4,267)
Cash (used) provided by financing activities(252,971)8,265 
Investing activities  
Capital expenditures on mining interests:  
Fekola Mine(47,085)(64,003)
Goose Mine(70,675)(94,812)
Masbate Mine(15,919)(7,733)
Otjikoto Mine(7,213)(3,607)
Fekola Regional Properties(15,922)(3,169)
Gramalote Project(9,177)(6,793)
Other exploration (Note 19)
(11,690)(5,596)
Redemption of short-term investments2,286 — 
Purchase of short-term investments— (6,072)
Funding of reclamation accounts— (1,421)
Purchase of long-term investments (Note 7)
— (1,808)
Other(642)(62)
Cash used by investing activities(176,037)(195,076)
Increase (decrease) in cash and cash equivalents110,473 (8,023)
Effect of exchange rate changes on cash and cash equivalents(14,197)1,175 
Cash and cash equivalents prior to restatement for amendments to IFRS 9380,424 — 
Adjustment on adoption of IFRS 9 amendments on January 1, 2026 (Note 2)
2,694 — 
Cash and cash equivalents, beginning of period383,118 336,971 
Cash and cash equivalents, end of period$479,394 $330,123 
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 March 31,
2026		As at December 31,
2025
Assets  
Current  
Cash and cash equivalents$479,394 $380,424 
Receivables, prepaids and other (Note 5)
82,942 58,293 
Value-added and other tax receivables43,901 63,732 
Inventories (Note 6)
663,371 627,225 
Assets classified held for sale (Note 8)
39,161 — 
 1,308,769 1,129,674 
Long-term investments (Note 7)
227,510 286,066 
Value-added tax receivables290,967 276,035 
Mining interests (Note 8)
3,745,818 3,760,337 
Investments in associates (Note 9)
127,567 98,183 
Long-term inventories (Note 6)
140,637 177,595 
Other assets (Note 10)
76,646 74,986 
Deferred income taxes46,716 76,440 
$5,964,630 $5,879,316 
Liabilities  
Current  
Accounts payable and accrued liabilities$184,375 $174,802 
Current income and other taxes payable429,187 267,073 
Current portion of prepaid gold sales (Note 16)
144,277 285,458 
Current portion of long-term debt (Note 11)
28,752 33,870 
Current portion of derivative instruments (Note 14)
241,723 237,308 
Current portion of gold stream obligation (Note 15)
28,800 24,500 
Current portion of mine restoration provisions17,447 18,114 
Other current liabilities23,686 20,131 
 1,098,247 1,061,256 
Long-term debt (Note 11)
491,135 564,440 
Gold stream obligation (Note 15)
267,500 258,231 
Mine restoration provisions149,478 151,293 
Deferred income taxes195,532 151,343 
Employee benefits obligation24,707 25,103 
Other long-term liabilities24,560 26,134 
 2,251,159 2,237,800 
Equity  
Shareholders’ equity  
Share capital (Note 12)
3,603,172 3,607,005 
Contributed surplus146,945 151,218 
Accumulated other comprehensive income4,741 55,955 
Retained deficit(83,938)(220,613)
 3,670,920 3,593,565 
Non-controlling interests (Note 13)
42,551 47,951 
 3,713,471 3,641,516 
 $5,964,630 $5,879,316 
Commitments (Note 21)
Approved by the Board"Clive T. Johnson"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 THREE MONTHS ENDED MARCH 31
(Expressed in thousands of United States dollars)
(Unaudited)
 2026
Shares
(‘000’s)		Share
capital
Contributed
surplus
Accumulated
other
comprehensive
income
Retained 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— — — — 199,937 5,613 205,550 
Dividends (Note 12)
115 557 147 — (27,054)— (26,350)
Loss on investments, net of deferred income tax (Note 7)
— — — (51,214)— — (51,214)
Shares issued on exercise of stock options
7,676 26,953 — — — — 26,953 
Shares issued on vesting of RSUs1,508 4,205 (4,205)— — — — 
Share purchased and cancelled under Normal Course Issuer Bid (Note 12)
(16,113)(43,353)— — (36,208)— (79,561)
Transactions with non-controlling interests
(Note 13)
— — — — — (11,013)(11,013)
Share-based payments
— — 7,590 — — — 7,590 
Transfer to share capital on exercise of stock options— 7,805 (7,805)— — — — 
Balance at March 31, 20261,333,808 $3,603,172 $146,945 $4,741 $(83,938)$42,551 $3,713,471 

 2025
Shares
(‘000’s)		Share
capital
Contributed
surplus
Accumulated
other
comprehensive
loss
Retained (deficit) earnings
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— — — — 57,587 4,977 62,564 
Dividends (Note 12)
246 766 228 — (26,606)— (25,612)
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
— — — 36,287 — — 36,287 
Shares issued on exercise of stock options983 2,231 — — — — 2,231 
Shares issued on vesting of RSUs842 2,327 (2,327)— — — — 
Transactions with non-controlling interests— — — — — (8,005)(8,005)
Share-based payments
— — 4,178 — — — 4,178 
Transfer to share capital on exercise of stock options— 1,048 (1,048)— — — — 
Balance at March 31, 20251,320,112 $3,516,643 $159,652 $(66,484)$(484,638)$49,604 $3,174,777 

See accompanying notes to condensed interim consolidated financial statements.
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 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 Mine 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 29% 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 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 May 6, 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 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 three months ended March 31, 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, management-defined performance measures ("MPMs"), such as certain non-GAAP measures, IFRS 18 requires additional disclosure around those management-defined performance measures in the notes to the financial statements. IFRS 18 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 still 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, we anticipate 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. 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.

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.

2
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
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 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 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 March 31, 2026 included amounts for the Fekola Mine of $257 million (December 31, 2025 - $244 million), for the Masbate Mine of $11 million (December 31, 2025 – $11 million), and for the Gramalote Project of $23 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 three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
5 Receivables, prepaids and other
 March 31, 2026December 31, 2025
 $$
Prepaid expenses18,762 13,251 
Current portion of derivative instruments17,453 — 
Supplier advances21,107 10,097 
Prepaid royalties6,635 13,482 
Short-term investments2,665 4,868 
Other receivables16,320 16,595 
82,942 58,293 

6 Inventories

The current inventories balance is made up as follows:
 March 31, 2026December 31, 2025
 $$
Gold and silver bullion88,249 67,438 
In-process inventory21,712 45,820 
Ore stock-pile inventory77,067 79,119 
Materials and supplies476,343 434,848 
 663,371 627,225 

The long-term inventories balance is made up as follows:
 March 31, 2026December 31, 2025
 $$
Ore stock-pile inventory69,452 77,292 
Materials and supplies71,185 100,303 
 140,637 177,595 

Current ore stock-pile inventory as at March 31, 2026 includes amounts for the Goose Mine of $28 million (December 31, 2025 - $42 million), for the Fekola Mine of $20 million (December 31, 2025 - $20 million), for the Otjikoto Mine of $15 million (December 31, 2025 – $4 million) and for the Masbate Mine of $14 million (December 31, 2025 - $13 million).

Long-term stock-pile inventory as at March 31, 2026 includes amounts for the Otjikoto Mine of $50 million (December 31, 2025 – $58 million), for the Masbate Mine of $10 million (December 31, 2025 - $10 million), and for the Fekola Mine of $9 million (December 31, 2025 - $9 million).

Long-term supplies inventory 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 three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
7 Long-term investments
 March 31, 2026December 31, 2025
Cost
$		AOCI
$		Fair Value
$		Cost
$ 		AOCI
$		Fair Value
$
Snowline Gold Corp.47,303 121,541 168,844 47,303 167,569 214,872 
Prospector Metals Corp.13,672 11,211 24,883 13,672 12,944 26,616 
Founders Metals Inc13,256 4,835 18,091 13,256 6,388 19,644 
St. Augustine Gold & Copper Ltd.20,133 (7,962)12,171 20,193 2,166 22,359 
AuMEGA Metals Ltd.3,839 (1,807)2,032 3,839 (1,810)2,029 
Other15,021 (13,532)1,489 14,298 (13,752)546 
113,224 114,286 227,510 112,561 173,505 286,066 

Subsequent to March 31, 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.

Subsequent to March 31, 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 three months ended March 31, 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(350,469)(92,072)— — (442,541)
Write-downs— — — (5,118)(5,118)
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 
Additions105,868 60,016 4,347 13,099 183,330 
Capitalized interest— — 14 — 14 
Disposals(123)(20,871)— — (20,994)
Reclassified to asset held for sale— — — (38,594)(38,594)
Change in mine restoration provision estimates(3,435)— — — (3,435)
Balance at March 31, 20263,661,006 3,665,202 13,960 679,448 8,019,616 
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)
Disposals350,469 83,827 — — 434,296 
Balance at December 31, 2025(2,365,771)(1,438,320)— (334,867)(4,138,958)
Depreciation and depletion(92,498)(57,896)— — (150,394)
Disposals123 15,431 — — 15,554 
Balance at March 31, 2026(2,458,146)(1,480,785)— (334,867)(4,273,798)
Net book value at December 31, 20251,192,925 2,187,737 9,599 370,076 3,760,337 
Net book value at March 31, 20261,202,860 2,184,417 13,960 344,581 3,745,818 


Finland Properties

During the three months ended March 31, 2026, the Company entered into a process to sell its 70% interest in Fingold Ventures Ltd., which holds several claims in Northern Finland ("Finland Properties"). As this process was expected to conclude within 12 months, the Company classified the Finland Properties as held for sale in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations, on the Condensed Interim Consolidated Balance Sheet at March 31, 2026. Subsequent to March 31, 2026, on April 23, 2026, the Company announced it had closed the sale of its interest in the Finland Properties, to Agnico Eagle Mines Limited, in exchange for cash proceeds of $325 million. As the sales proceeds exceed the net book value of the Finland Properties at March 31, 2026 of $39 million, the Company has determined that the net book value of the Finland Properties is fully recoverable and no impairment has been recorded in connection with the reclassification.



6
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
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 income4,901 — 4,901 
Gain on dilution24,003 — 24,003 
Interests acquired— 480 480 
Balance at March 31, 2026118,537 9,030 127,567 


Versamet

On February 9, 2026, the Company's associate Versamet completed both 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 29%, resulting in a gain on dilution of $24 million recorded in the Condensed Interim Consolidated Statement of Operations for the period ended March 31, 2026.

10 Other assets
 March 31, 2026December 31, 2025
 $$
Reclamation deposits67,989 68,808 
Restricted cash5,955 6,109 
Other2,702 69 
 76,646 74,986 

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

7
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 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— 25,000 — — 25,000 
Debt repayments— (100,000)(2,318)(6,796)(109,114)
Interest payment(6,325)— — — (6,325)
Lease liabilities incurred— — — 4,101 4,101 
Lease liabilities modified or derecognized— — — (889)(889)
Foreign exchange gains— — (479)(340)(819)
Non-cash interest and financing expense7,853 517 — 1,253 9,623 
Balance at March 31, 2026376,823 69,304 24,221 49,539 519,887 
Current portion(2,108)— (8,002)(18,642)(28,752)
374,715 69,304 16,219 30,897 491,135 

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 months ended March 31, 2026, the Company recognized interest charges of $8 million related to the Notes, net of $0 million capitalized to the construction of qualifying assets in the Condensed Interim Consolidated Statement of Operations (2025 - $0 million, net of $5 million 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 three months ended March 31, 2026, the Company repaid $100 million and drew down $25 million on the on the RCF. As at March 31, 2026, the Company had available undrawn capacity of $725 million. 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 March 31, 2026, the Company was in compliance with these debt covenants. During the three months ended March 31, 2026, the Company recognized interest charges of $2 million related to the RCF, net of $0 million capitalized to the construction of qualifying assets in the Condensed Interim Consolidated Statement of Operations (2025 - $1 million, net of $2 million capitalized to the construction of qualifying assets during the period). Subsequent to March 31, 2026, on April 24, 2026, the Company repaid the full outstanding $75 million balance on the RCF.

8
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
Fekola equipment loan facilities

During the three months ended March 31, 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 March 31, 2026, $29 million has been drawn down under the third equipment facility.

Lease liabilities

During the three months ended March 31, 2026, the Company entered into a contract for underground development and mining work at the at the Otjikoto Mine that resulted in the recognition of $4 million of right-of-use assets and $4 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 March 31, 2026, the Company had 1,333,807,572 common shares outstanding (December 31, 2025 - 1,340,621,856 shares). No preferred shares were outstanding.

During the three months ended March 31, 2026, the Company paid a quarterly dividend of $0.02 per share each, totaling $27 million (2025 - $27 million). Of this amount, $1 million (2025 - $1 million) was satisfied by the issuance of 0.1 million shares (2025 - 0.2 million shares) under the Company's Dividend Re-investment Plan.

For the three months ended March 31, 2026, the Company issued 8 million common shares for proceeds of $27 million upon exercise of stock options.

In April 2025, the Company received approval from the TSX to implement a Normal Course Issuer Bid ("NCIB") pursuant to which the Company may purchase up to a maximum of 5% of its issued and outstanding common shares during the period commencing April 3, 2025 and ending April 2, 2026.The Company was 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 16 million common shares for $80 million during the three months ended March 31, 2026. The book value of the cancelled common shares was $43 million and was recorded as a reduction to share capital.

Subsequent to March 31, 2026, the Company successfully renewed its NCIB, pursuant to which the Company may purchase up to a maximum of 10% of its issued and outstanding common shares during the period commencing April 3, 2026 and ending April 2, 2027. Subsequent to March 31, 2026, the Company repurchased and cancelled an additional 4 million common shares for $18 million.

Subsequent to March 31, 2026, on May 6, 2026, the Company approved a second quarter dividend of $0.02 payable on June 23, 2026.

9
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 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
March 31, 2026		For the three
months ended
March 31, 2025
Net income (attributable to shareholders of the Company)
$199,937 $57,587 
Interest and financing expense on convertible senior unsecured notes$7,841 $468 
Diluted net income (attributable to shareholders of the Company) used in calculating diluted earnings per share
$207,778 $58,055 
Basic weighted average number of common shares outstanding (in thousands)
1,340,776 1,318,390 
Effect of dilutive securities:  
Convertible senior unsecured notes144,996 144,996 
Performance share units4,324 3,472 
Restricted share units2,323 1,431 
Stock options8,876 917 
Diluted weighted average number of common shares outstanding (in thousands)
1,501,295 1,469,206 
Earnings per share (attributable to shareholders of the Company)
Basic$0.15 $0.04 
Diluted$0.14 $0.04 

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(1,119)6,796 (64)5,613 
Distributions to non-controlling interest(3,600)(7,930)— (11,530)
Participating funding from non-controlling interest— — 517 517 
Balance at March 31, 202619,245 16,645 6,661 42,551 

14 Derivative financial instruments

Fuel derivatives

The following is a summary, by maturity dates, of the Company’s fuel derivatives contracts outstanding as at March 31, 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 months ended March 31, 2026, the Company recorded an unrealized fuel derivative gain of $24 million (2025 – $0 million) and a realized fuel derivative loss of $1 million (2025 - gain of $1 million) was recorded as part of Losses on derivative instruments in the Condensed Interim Consolidated Statement of Operations.

10
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)

The following is a summary, by maturity dates, of the Company’s fuel derivative contracts outstanding as at March 31, 2026:

 20262027Total
Forward – fuel oil:  
Litres (thousands)25,598 14,483 40,081 
Average strike price$0.40 $0.37 $0.39 
Forward – gas oil:
Litres (thousands)33,670 21,003 54,673 
Average strike price$0.52 $0.52 $0.52 

The unrealized fair value of these contracts at March 31, 2026, was $20 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 months ended March 31, 2026, the Company recorded an unrealized loss of $8 million (2025 - $52 million) on the Company's gold collar contracts and a realized loss of $70 million (2025 - $0 million) as recorded as part of Losses 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 March 31, 2026:

 20262027Total
  
Ounces149,732 16,637 166,369 
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 March 31, 2026, was $(242) million (December 31, 2025 - $(234) million).

15 Gold stream obligation

The Company's gold stream obligation requires the delivery from production at the Company's 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.

11
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
During the three months ended March 31, 2026, the Company delivered 1,339 ounces (2024 - 0 ounces) 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 being 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 value18,806
Gold delivered(5,237)
Outstanding at March 31, 2026296,300
Less current portion(28,800)
267,500


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. 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. Gold deliveries can be from production from any of the Company’s operating mines and the prepaid gold sales can be settled prior to maturity through accelerated delivery of the remaining deliverable gold ounces.

During the three months ended March 31, 2026, the Company delivered 66,192 ounces into contracts valued at $145 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.

The following is a summary of the changes in the prepaid gold sales obligation:
$
Outstanding at December 31, 2025285,458
Gold deliveries(145,295)
Accretion4,114
Outstanding at March 31, 2026
144,277

During the three months ended March 31, 2026, the Company recognized interest charges of $4 million net of $0 million capitalized to the construction of qualifying assets, relating to the financing component contained in the prepaid gold sales, in the Condensed Interim Consolidated Statement of Operations for the three months ended March 31, 2026 (2025 - $0 million net of $10 million capitalized to the construction of qualifying assets during the period).

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.

12
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
As at March 31, 2026, the Company’s financial assets and liabilities that are measured at fair value are categorized as follows:
 As at March 31, 2026As at December 31, 2025
 Level 1Level 2Level 3Level 1Level 2Level 3
 $$$$$$
Long-term investments (Note 7)
227,510 — — 286,066 — — 
Short-term investments (Note 5)
2,665 — — 4,868 — — 
Gold derivative contracts (Note 14)
— (241,723)— — (233,821)— 
Fuel derivative contracts (Note 14)
— 20,027 — — (4,415)— 
Gold stream obligation (Note 15)
— — (296,300)— — (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 $4,681 to $6,054 per ounce. A $100 per ounce change in the gold forward price would have approximately a $6 million impact on the fair value of the gold stream obligation. A 50 basis point change in the discount rate would also have an approximately $8 million impact on the fair value of the gold stream obligation.

The fair value of the Notes, based on quoted market prices, is $744 million. The carrying amount of the Notes represents the liability component recorded at amortized costs (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.

13
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 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
March 31, 2026		For the three
months ended
March 31, 2025
 $$
Income from operations before taxes501,973 132,767 
Canadian federal and provincial income tax rates27.00 %27.00 %
Income tax expense at statutory rates135,533 35,847 
Increase (decrease) attributable to:  
Change in losses and tax bases for which no tax benefit has been recorded73,930 13,022 
Effects of different foreign statutory tax rates58,193 17,121 
Future withholding tax47,000 19,600 
Use of losses and temporary differences not previously recognised(23,055)— 
Benefit of optional tax incentives(15,946)(6,722)
Change due to foreign exchange11,007 (17,758)
Royalty and windfall profit taxes4,825 — 
Change in non-taxable portion of gains(4,640)— 
Withholding and other taxes4,418 4,100 
Non-deductible expenditures4,188 5,808 
Amounts under (over) provided in prior years930 (815)
Change in accrual for tax audits40 — 
Income tax expense296,423 70,203 
Current income tax, withholding and other taxes214,345 86,083 
Deferred income tax expense (recovery)82,078 (15,880)
Income tax expense296,423 70,203 

Included in current income tax expense for the three months ended March 31, 2026, was an expense of $51 million (2025 - $13 million), 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.

14
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 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
March 31, 2026		For the three
months ended
March 31, 2025
 $$
Depreciation and depletion161,236 89,557 
Deferred income tax expense (recovery) (Note 18)
82,078 (15,880)
Add back of realized loss on derivative instruments69,768 — 
Gain on dilution of associate (Note 9)
(24,003)— 
Change in fair value of gold stream (Note 15)
18,806 30,552 
Non-cash interest and financing expense18,398 5,723 
Unrealized (gains) losses on derivative instruments(16,540)50,875 
Share-based payments8,530 5,869 
Share of net income of associates (Note 9)
(4,901)(754)
Loss on sale of fixed assets2,141 — 
Non-recoverable input taxes1,319 6,846 
Write-down of mining interests (Note 8)
— 5,118 
Other9,818 4,017 
 326,650 181,923 

Changes in non-cash working capital:
 For the three
months ended
March 31, 2026		For the three
months ended
March 31, 2025
 $$
Accounts receivable and prepaids(15,694)(3,073)
Value-added and other tax receivables(760)(7,454)
Inventories(12,141)(33,502)
Accounts payable and accrued liabilities7,619 1,420 
Current income and other taxes payable168,960 27,769 
 147,984 (14,840)

15
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
Other exploration and development:
 For the three
months ended
March 31, 2026		For the three
months ended
March 31, 2025
 $$
Goose Mine, exploration(6,418)(2,688)
Masbate Mine, exploration(408)(420)
Otjikoto Mine, exploration(1,295)(1,831)
Back River Regional, exploration(1,907)— 
Finland Properties, exploration(1,089)(478)
Other(573)(179)
(11,690)(5,596)

Non-cash investing and financing activities:
 For the three
months ended
March 31, 2026		For the three
months ended
March 31, 2025
 $$
Interest capitalized to construction of qualifying assets14 16,427 
Change in current liabilities relating to deferred financing costs— (4,059)
Foreign exchange gain (loss) on Fekola equipment loan facility479 (730)
Change in current liabilities relating to mining interest expenditures(600)13,869 

For the three months ended March 31, 2026, the Company paid $31 million of current income tax, withholding and other taxes in cash (2025 - $55 million).

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 formerly the three separate Bantako North, Menankoto and Bakolobi permits, now consolidated into one permit called Menankoto 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 March 31, 2026
Fekola
Mine		Fekola RegionalGoose
 Mine		Masbate
Mine		Otjikoto
Mine		Other
Mineral
Properties		Corporate
Total
$$$$$$$$
External gold revenue734,850 — 6,387 117,021 155,102 — 145,295 1,158,655 
Intersegment gold revenue— — 213,140 112,305 — — (325,445)— 
Production costs111,003 — 64,278 29,115 29,442 — — 233,838 
Depreciation & depletion82,571 155 45,306 22,454 10,783 — 498 161,767 
Net income (loss)203,767 (1,894)103,246 103,819 61,672 27,850 (292,910)205,550 
Capital expenditures47,085 15,976 77,093 16,327 8,508 12,692 — 177,681 
Total assets1,661,054 215,916 2,310,649 622,974 330,649 429,222 394,166 5,964,630 
16
B2GOLD CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2026
(All tabular amounts are in thousands of United States dollars unless otherwise stated)
(Unaudited)
For the three months ended March 31, 2025
Fekola
Mine		Fekola RegionalGoose ProjectMasbate
Mine		Otjikoto
Mine		Other
Mineral
Properties		Corporate
Total
$$$$$$$$
External gold revenue254,667 — — 129,393 148,047 — — 532,107 
Production costs89,025 — — 38,016 34,953 — — 161,994 
Depreciation & depletion36,763 136 (3,770)19,480 36,948 27 564 90,148 
Net income (loss)67,040 744 3,288 36,018 40,048 (4,056)(80,518)62,564 
Capital expenditures64,003 3,146 97,500 8,153 5,438 7,473 88 185,801 
Total assets1,454,671 189,411 1,769,750 710,806 338,537 336,463 299,059 5,098,697 

The Company’s mining interests are located in the following geographical locations:
March 31, 2026December 31, 2025
$$
Mining interests
Canada1,978,018 1,950,116 
Mali1,094,891 1,105,803 
Philippines423,717 431,312 
Namibia132,591 128,392 
Colombia115,813 106,703 
Finland— 37,505 
Other788 506 
 3,745,818 3,760,337 

21 Commitments

As at March 31, 2026, the Company had the following commitments (in addition to those disclosed elsewhere in these financial statements):
•For payments at the Fekola Mine of $32 million for mobile purchases and rebuilds, and $3 million for other capital expenditures, all of which expected to be incurred in 2026.
•For payments at the Goose Mine of $17 million related to mobile equipment purchases, $10 million related to site infrastructure and civil projects, and $6 million for other capital expenditures, all of which expected to be incurred in 2026.
•For payments at the Masbate Mine of $2 million related to solar plant construction, all of which is expected to be incurred in 2026.
•For payments of $19 million at the Gramalote Project for resettlement programs of which $17 million is expected to be incurred in 2026 and $2 million is expect to be incurred in 2027.
17



B2GOLD CORP.
MANAGEMENT’S DISCUSSION AND ANALYSIS
For the quarter ended March 31, 2026

This Management’s Discussion and Analysis (“MD&A”) has been prepared as at May 6, 2026 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. (the “Company” or “B2Gold”), 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.”
The following discussion of the operating results and financial position of the Company should be read in conjunction with the unaudited condensed interim consolidated financial statements and the notes thereto of the Company for the three months ended March 31, 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.

INDEX
Overview
2
Review of Financial Results
4
Review of Mining Operations and Development Projects
6
Liquidity and Capital Resources
12
Critical Accounting Estimates
16
Risks and Uncertainties
17
Internal Control Over Financial Reporting
17
Non-IFRS Measures
18
Summary of Quarterly Results
23
Summary and Outlook
23
Outstanding Share Data
24
Cautionary Statement on Forward-Looking Information
24

1


OVERVIEW
B2Gold is a Vancouver-based gold producer with four operating mines: the Fekola Mine in Mali, the Goose Mine in Canada, the Masbate Mine in the Philippines and the Otjikoto Mine in Namibia. The Company also holds an approximately 29% interest in Versamet Royalties Corporation ("Versamet") and a portfolio of exploration and development projects in a number of countries including Canada, Mali, Colombia and Kazakhstan.

Summary

Consolidated gold revenue for the first quarter of 2026 was $1.16 billion on sales of 276,346 ounces at an average price of $4,193 per ounce compared to $0.53 billion on sales of 183,998 ounces at an average price of $2,892 per ounce in the first quarter of 2025. The increase in gold revenue of 118% ($0.63 billion) was attributable to a 45% increase in average realized gold price and a 50% increase in gold ounces sold due to higher production (including production from the Goose Mine) and a draw down of year-end inventory at the Fekola Mine. Consolidated gold revenue for the first quarter of 2026 includes $145 million ($2,195 per ounce sold) related to the delivery of 66,192 ounces under the Company’s series of prepaid gold sales (the "Gold Prepay") obligations. Revenues received under the Gold Prepay contracts, entered into in January 2024, were initially deferred and are being recognized upon delivery of the underlying contract gold ounces over the period from July 2025 to June 2026.

For the first quarter of 2026, consolidated gold production was 237,763 ounces, 7% (14,900 ounces) higher than budget and 23% (45,011 ounces) higher compared to the first quarter of 2025. For the first quarter of 2026, production from the Fekola, Goose, Masbate and Otjikoto mines were 10% (10,203 ounces), 4% (1,551 ounces), 15% (6,820 ounces) and 10% (2,279 ounces) higher than budget, respectively (refer to "Review of Mining Operations and Development Projects" section below).

For the first quarter of 2026, consolidated cash operating costs1 were $1,005 per gold ounce produced ($846 per gold ounce sold), $206 (17%) lower than budget but $173 (21%) per gold ounce produced higher than the first quarter of 2025. Cash operating costs per ounce produced for the first quarter of 2026 were lower than budget mainly as a result of higher than budgeted gold production.

Consolidated all-in sustaining costs2 for the first quarter of 2026, were $1,964 per gold ounce sold compared to budget of $2,728 per gold ounce sold and $1,533 per gold ounce sold for the first quarter of 2025. Consolidated all-in sustaining costs for the first quarter of 2026 were below budget as a result of lower than budgeted production costs, higher than budgeted gold ounces sold and lower than budgeted sustaining capital expenditures. The lower sustaining capital expenditures were mainly a result of timing of expenditures and the majority of expenditures are expected to be caught up by the end of 2026.

The Company's operations continue to maintain normal levels of fuel supplies despite global challenges. Fuel supply at the Fekola Complex in Mali has been uninterrupted and remains at normal levels. The Company is in the process of expanding the Fekola Mine's diesel storage capabilities by approximately 20%. The fuel supply at the Goose Mine in Nunavut for 2026 was purchased during the third quarter of 2025 and delivery down the winter ice road was completed in April 2026. For the Masbate Mine in the Philippines, the Company has been able secure a guaranteed supply contract for the next three months. The Otjikoto Mine in Namibia draws power from the national grid and has significantly decreased its diesel consumption with the move to underground mining in the fourth quarter of 2025. The Company's solar projects at the Fekola, Masbate and Otjikoto mine's provide these operations with a source of power that is not impacted by changes in fuel prices. The Company has approximately 36% of its remaining 2026 fuel needs hedged at or below budget prices.

Consolidated gold production for 2026 is expected to be between 820,000 and 970,000 ounces. Consolidated cash operating cost guidance for the Fekola Complex, Masbate Mine, Goose Mine and Otjikoto Mine for 2026 is forecast to be between $1,155 and $1,280 per gold ounce and consolidated all-in sustaining cost guidance for the Fekola Complex, Masbate Mine, Goose Mine and Otjikoto Mine for 2026 is forecast to be between $2,400 and $2,580 per gold ounce, reflecting an investment in deferred stripping at the Fekola Mine and continued ramp-up of production at the Goose Mine. Consolidated all-in sustaining cost guidance is based on an assumed realised gold price of $5,000 per ounce for 2026, resulting in total budgeted royalties and production taxes of approximately $485 million or approximately $525 per ounce sold. Each $100 per ounce change in the gold price is expected to impact consolidated all-in sustaining costs per ounce sold by approximately $12 per ounce.

For the first quarter of 2026, the Company generated net income of $206 million compared to a net income of $63 million in the first quarter of 2025, including net income attributable to the shareholders of the Company of $200 million ($0.15 per share) in the first quarter of 2026 compared to net income attributable to the shareholders of the Company of $58 million ($0.04 per share) in the first quarter of 2025. Adjusted net income attributable to the shareholders of the Company (refer to "Non-IFRS Measures") for the first quarter of 2026 was $260 million ($0.19 per share) compared to adjusted net income of $122 million ($0.09 per share) in the first quarter of 2025. Adjusted net income in the first quarter of 2026 excluded a gain on dilution of an investment in associate of $24 million, a loss on change in fair value of the gold stream obligation of $19 million and unrealized gains on derivative instruments of $17 million.
1 “Cash operating costs” 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 “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”
2


Cash flow provided by operating activities was $539 million in the first quarter of 2026 compared to $179 million in the first quarter of 2025, an increase of $361 million due mainly to higher gold revenues partially offset by higher total production costs as a result of higher gold ounces sold in the first quarter of 2026. Cash income and withholding tax payments in the first quarter of 2026 totalled $31 million (first quarter of 2025 - $55 million). Cash income and withholding tax payments are expected to increase significantly in the second quarter of 2026 when final 2025 tax obligations are settled for the Masbate Mine and the Fekola Mine (including the State of Mali 20% priority dividend). Assuming an average gold price of $5,000 per ounce for 2026, total cash payments for current income tax, withholding and other taxes in 2026 are expected to be approximately $690 million, including estimated withholding taxes of $115 million on repatriation of funds through dividends from operating sites.

Free cash flow3 for the first quarter of 2026 was $362 million compared to negative free cash flow of $7 million in the first quarter of 2025, an increase of $369 million due to higher cash flow provided by operating activities as a result of higher gold revenues and lower capital expenditures incurred due to lower capital expenditures at the Goose Mine following the declaration of commercial production at the start of the fourth quarter of 2025.

B2Gold continues to maintain a strong financial position and liquidity. At March 31, 2026, the Company had cash and cash equivalents of $479 million (December 31, 2025 - $380 million) and working capital (defined as current assets less assets classified as held for sale and current liabilities) of $171 million (December 31, 2025 - $68 million). During the first quarter of 2026, the Company repaid a net $75 million on the Company's $800 million revolving credit facility ("RCF"), leaving $725 million remaining available for future draw downs. Subsequent to March 31, 2026, on April 24, 2026, the Company repaid the full outstanding $75 million balance on the RCF.

In the first quarter of 2026, the Company’s Board of Directors ("Board") declared a quarterly cash dividend of $0.02 per common share each (or an expected $0.08 per share on an annualized basis). The declaration and payment of future quarterly dividends remains at the sole discretion of the Board and will depend on the Company's financial results, cash requirements, future prospects and other factors deemed relevant by the Board.

On February 23, 2026, the Company announced that, as part of the Company’s leadership succession planning, Mr. Clive Johnson has decided to retire from his role as President, Chief Executive Officer (“CEO”) and Director of the Company at the Annual General Meeting of the Company scheduled to be held on June 4, 2026. The Board of Directors has named Mike Cinnamond, Senior Vice President, Finance and Chief Financial Officer of B2Gold, to succeed Mr. Johnson as President and CEO effective June 4, 2026. Mr. Cinnamond will also replace Mr. Johnson on the Board of Directors. Michael McDonald, Vice President, Investor Relations, Corporate Development & Treasury, will succeed Mike Cinnamond as Chief Financial Officer of the Company effective June 4, 2026.

On April 1, 2026, the Company announced that the Toronto Stock Exchange accepted the notice of the Company’s intention to renew its normal course issuer bid, which became effective on April 3, 2026 and will expire no later than April 2, 2027. The normal course issuer bid allows the Company to purchase up to 10% of its issued and outstanding common shares during the period. During the first quarter of 2026, the Company bought back 16 million shares for $80 million under the normal course issuer bid. Subsequent to March 31, 2026, the Company repurchased and cancelled an additional 4 million common shares for $18 million.

On April 17, 2026, the Company announced that a fire had occurred in certain areas of the crushing circuit at the Goose Mine in the evening of April 16, 2026. No injuries were reported and no medical treatment was required related to the fire. The fire damage was localized to the crushing circuit area. There was no damage or impact to the mill or power facility. A preliminary revised mill processing plan has been developed for the second quarter of 2026 based on the use of the existing mobile crushers to feed crushed ore directly to the fine ore stockpile while repairs to the crushing circuit related to the fire are completed. An additional mobile crusher has been sourced and is expected to be transported to site in the second quarter of 2026 to supplement the existing mobile crushers currently at the Goose Mine. The Company estimates that repairs will be completed in the third quarter of 2026 at a cost of approximately $7 million.

These repairs will coincide with first phase of the upgrades to the Goose Mine crushing circuit comprised of the previously announced addition of a run-of-mine bin and apron feeder, plus a new larger jaw crusher and rock breaker. These repairs are scheduled to be implemented in the third quarter of 2026. The total cost of the first phase of crushing circuit upgrades is expected to be approximately $11 million. B2Gold reiterates its previously disclosed estimate that the Goose Mine crushing circuit will be able to operate at an average daily capacity of approximately 3,200 tonnes per day by the end of the third quarter of 2026, as a result of the first phase of upgrades. Additionally, based on the studies conducted to date, the Company has identified a second phase of crushing circuit upgrades, that are scheduled to be implemented in the first half of 2027, in order to increase the name-plate capacity of the crushing circuit and enable it to run at an average rate of 4,000 tonnes per day. The total cost of the second phase of crushing circuit upgrades is anticipated to be between $20 million and $30 million, which will be further refined upon completion of detailed engineering that is already underway. The second phase of crusher upgrades include the installation of larger cone crushers, additional surge bins and feeders to optimize crusher performance and upgraded conveyors to support higher throughput. Upon completion of the first and second phase of the crusher upgrades noted above,
3 “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”
3


the Company expects crushing capacity will be increased to an average of 4,000 tonnes per day by the end of the first half of 2027.

On April 23, 2026, the Company announced that it had completed the sale of its 70% interest in Fingold Ventures Ltd., which holds several claims in Northern Finland, in exchange for $325 million in cash. In addition, B2Gold and Agnico Eagle Mines Limited have agreed to enter into a collaboration agreement related to their respective gold mining operations located in Nunavut, Canada. The Nunavut Collaboration Agreement is expected to establish a framework for the two companies to share operational knowledge and best practices across key areas, including mining and processing operations in arctic environments, logistics and procurement, operational planning, exploration planning, human resources, health and safety and environmental management. The Nunavut Collaboration Agreement is intended to enhance operational effectiveness while supporting responsible mining in Nunavut, reflecting both companies’ shared commitment to continuous improvement, sustainability and constructive engagement and partnership with local communities and stakeholders.
REVIEW OF FINANCIAL RESULTS
Selected Quarterly Financial and Operating Results
 Three months ended
 March 31,
 20262025
Gold revenue ($ in thousands)1,158,655532,107
Net income ($ in thousands)205,55062,564
Earnings per share – basic(1) ($/ share)
0.150.04
Earnings per share – diluted(1) ($/ share)
0.140.04
Cash provided by operating activities ($ thousands)539,481178,788
Average realized gold price ($/ ounce)4,1932,892
Adjusted net income(1)(2) ($ in thousands)
259,877121,850
Adjusted earnings per share(1)(2) – basic ($)
0.190.09
Free cash flow(2) ($ in thousands)
361,800(6,925)
Consolidated operations results:
Gold sold (ounces)276,346183,998
Gold produced (ounces)237,763192,752
Production costs ($ in thousands)233,838161,994
Cash operating costs(2) ($/ gold ounce sold)
846880
Cash operating costs(2) ($/ gold ounce produced)
1,005832
Total cash costs(2) ($/ gold ounce sold)
1,4031,113
All-in sustaining costs(2) ($/ gold ounce sold)
1,9641,533
(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”.
First quarter 2026 and 2025
Revenue

Consolidated gold revenue for the first quarter of 2026 was $1.16 billion on sales of 276,346 ounces at an average price of $4,193 per ounce compared to $0.53 billion on sales of 183,998 ounces at an average price of $2,892 per ounce in the first quarter of 2025. The increase in gold revenue of 118% ($0.63 billion) was attributable to a 45% increase in average realized gold price and a 50% increase in gold ounces sold due to higher production (including production from the Goose Mine) and a draw down of year-end inventory at the Fekola Mine. Consolidated gold revenue for the first quarter of 2026 includes $145 million ($2,195 per ounce sold) related to the delivery of 66,192 ounces under the Company’s Gold Prepay obligations. Commencing on July 31, 2025, the Company started delivery of ounces under its Gold Prepay obligations which require the Company to deliver 22,064 ounces per month until June 2026 to satisfy delivery of the total Gold Prepay obligation of 264,768 ounces in full. During this period, revenue recognized for the Gold Prepay ounces will total $580 million, reflecting the average gold forward price of $2,191 per ounce realized at the inception of the Gold Prepay. The ounces to be delivered may be sourced from any of the Company’s operations.

In the first quarter of 2026, the Fekola Mine accounted for $0.73 billion (first quarter of 2025 - $0.25 billion) of gold revenue from the sale of 152,356 ounces (first quarter of 2025 - 87,808 ounces), the Goose Mine accounted for $0.22 billion (first quarter of
4


2025 - $nil) of gold revenue from the sale of 44,445 ounces (first quarter of 2025 - nil), the Masbate Mine accounted for $0.23 billion (first quarter of 2025 - $0.13 billion) of gold revenue from the sale of 46,926 ounces (first quarter of 2025 - 44,450 ounces) and the Otjikoto Mine accounted for $0.16 billion (first quarter of 2025 - $0.15 billion) of gold revenue from the sale of 32,619 ounces (first quarter of 2025 - 51,740 ounces).

Production and operating costs

For the first quarter of 2026, consolidated gold production was 237,763 ounces, 7% (14,900 ounces) higher than budget and 23% (45,011 ounces) higher compared to the first quarter of 2025. For the first quarter of 2026, production from the Fekola, Goose, Masbate and Otjikoto mines were 10% (10,203 ounces), 4% (1,551 ounces), 15% (6,820 ounces) and 10% (2,279 ounces) higher than budget, respectively (refer to "Review of Mining Operations and Development Projects" section below).

For the first quarter of 2026, cash operating costs (refer to "Non-IFRS Measures") were $1,005 per gold ounce produced ($846 per gold ounce sold), $206 (17%) lower than budget but $173 (21%) per gold ounce produced higher than the first quarter of 2025. Cash operating costs per ounce produced for the first quarter of 2026 were lower than budget mainly as a result of higher than budgeted gold production.

Consolidated all-in sustaining costs4 for the first quarter of 2026 were $1,964 per gold ounce sold compared to budget of $2,728 per gold ounce sold and $1,533 per gold ounce sold for the first quarter of 2025. All-in sustaining costs for the first quarter of 2026 were below budget as a result of lower than budgeted production costs, higher than budgeted gold ounces sold and lower than budgeted sustaining capital expenditures. The lower sustaining capital expenditures were mainly a result of timing of expenditures and the majority of expenditures are expected to be caught up by the end of 2026.

Depreciation and depletion

Depreciation and depletion expense included in total cost of sales was $161 million in the first quarter of 2026, which was 80% higher than the first quarter of 2025 due to 50% higher gold ounces sold first quarter of 2026, and an approximately 21% increase in the depreciation rate per gold ounce sold. Depreciation per gold ounce sold was higher due to the impact of depreciation of the Goose Mine which entered 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 $154 million for the first quarter of 2026 compared to $43 million for the first quarter of 2025. The 259% increase in royalties and production taxes was due to a 45% increase in the average realized gold price, higher sales at the Fekola Mine in first quarter of 2026, and higher revenue-based production taxes and State of Mali funds applicable to the Fekola Mine, which became effective in March 2025.

Other

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 for the first quarter of 2026 was $17 million, which was 42% higher than the first quarter of 2025 due to higher salary costs, higher bank charges in Mali on cash repatriation and increased software costs.

Share-based payment expense for the first quarter of 2026 was $9 million, an increase of $3 million over the first quarter of 2025 as a result of higher expenses related to the Company's performance share unit plan.

The Company reported $10 million in foreign exchange losses for the first quarter of 2026 compared to foreign exchange gains of $7 million in the first quarter of 2025 reflecting higher losses on cash repatriation from Mali in the first quarter of 2026.

For the first quarter of 2026, other operating expenses totalled $8 million, which included $3 million for non-capital exploration and $2 million for losses on disposal of fixed assets.

The Company reported $18 million in interest and financing expense during the first quarter of 2026 which was approximately $13 million higher than first quarter of 2025 primarily due to less interest capitalized to the construction of qualifying assets in the first quarter of 2026. The Company reported interest income of $3 million in the first quarter of 2026 which was approximately in line with the first quarter of 2025.
The Company recorded losses on derivative instruments of $54 million for the first quarter of 2026 compared to $43 million in the first quarter of 2025. The losses for the first quarter of 2026 primarily consist of realized losses of $70 million and unrealized losses of $8 million on the Company's gold collars partially offset by an unrealized gain of $24 million on the Company's fuel derivatives.

4 “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”
5


The Company reported a loss on change in fair value of the gold stream obligation of $19 million for the first quarter of 2026 resulting from increases in long-term gold price assumptions compared to a loss on change in fair value of the gold stream obligation of $31 million for the first quarter of 2025.

For the first quarter of 2026, the Company recorded a net current income and other tax expense of $214 million, compared to $86 million in the first quarter of 2025, consisting of current income tax of $159 million (Q1 2025 - $69 million), the 20% priority dividend to the State of Mali of $51 million (Q1 2025 - $13 million), and withholding tax (on intercompany dividends and management fees) of $4 million (Q1 2025 - $4 million). The priority dividend is accounted for as an income tax in accordance with IAS 12, Income Taxes. Compared to the first quarter of 2025, current tax expense in the first quarter of 2026 was $90 million higher mainly as a result of higher taxable income in the first quarter of 2026. The priority dividend was $38 million higher for the same reason. For the first quarter of 2026, the Company recorded a deferred income tax expense of $82 million compared to a deferred income tax recovery of $16 million in the first quarter of 2025. The higher deferred income tax expense in the first quarter of 2026 is due to higher temporary differences between accounting and taxable income, higher foreign exchange impacts and higher future withholding tax estimates.

For the first quarter of 2026, the Company generated net income of $206 million compared to $63 million in the first quarter of 2025, including net income attributable to the shareholders of the Company of $200 million ($0.15 per share) in the first quarter of 2026 compared to $58 million ($0.04 per share) in the first quarter of 2025. Adjusted net income attributable to the shareholders of the Company (refer to "Non-IFRS Measures") for the first quarter of 2026 was $260 million ($0.19 per share) compared to adjusted net income of $122 million ($0.09 per share) in the first quarter of 2025. Adjusted net income in the first quarter of 2026 excluded a gain on dilution of an investment in associate of $24 million, a loss on change in fair value of the gold stream obligation of $19 million and unrealized losses on derivative instruments of $17 million.

Cash flow provided by operating activities was $539 million in the first quarter of 2026 compared to cash flow provided by operating activities of $179 million in the first quarter of 2025, an increase of $361 million due mainly to higher gold revenues partially offset by higher total production costs as a result of higher gold ounces sold in the first quarter of 2026. Cash income and withholding tax payments in the first quarter of 2026 totalled $31 million (first quarter of 2025 - $55 million). Cash income and withholding tax payments are expected to increase significantly in the second quarter of 2026 when final 2025 tax obligations are settled for the Masbate Mine and the Fekola Mine (including the State of Mali 20% priority dividend). Assuming an average gold price of $5,000 per ounce for 2026, total cash payments for current income tax, withholding and other taxes in 2026 are expected to be approximately $690 million, including estimated withholding taxes of $115 million on repatriation of funds through dividends from operating sites.
REVIEW OF MINING OPERATIONS AND DEVELOPMENT PROJECTS
Fekola Complex - Mali
 Three months ended
 March 31,
 20262025
Gold revenue ($ in thousands)734,850254,667
Gold sold (ounces)152,35687,808
Average realized gold price ($/ ounce)4,8232,900
Tonnes of ore milled2,546,9482,446,671
Grade (grams/ tonne)1.561.31
Recovery (%)91.791.5
Gold production (ounces)117,45093,805
Production costs ($ in thousands)111,00389,025
Cash operating costs(1) ($/ gold ounce sold)
7291,014
Cash operating costs(1) ($/ gold ounce produced)
950965
Total cash costs(1) ($/ gold ounce sold)
1,5901,350
All-in sustaining costs(1) ($/ gold ounce sold)
1,9551,937
Capital expenditures ($ in thousands)47,08564,003
Exploration ($ in thousands)——
(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”.

The Fekola Complex 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 (Anaconda Area comprised of the consolidated Menankoto permit and the Dandoko permit), which will be owned 65% by B2Gold and 35% by the State of Mali.
6


Fekola Regional is located approximately 20 kilometers from the Fekola Mine. Delays in the receipt of the Fekola Regional exploitation permit resulted in no mining activity from Fekola Regional in the first quarter of 2026.

For the first quarter of 2026, production from the Fekola Mine was 117,450 ounces of gold, 10% (10,203 ounces) above budget and 25% (23,645 ounces) higher than the first quarter of 2025. Gold production was higher than budget due to higher throughput and higher than the first quarter of 2025 due to both higher throughput and higher grade. Gold sales for the first quarter of 2026 were significantly higher than production due to the timing of refinery shipments and the draw down of 2025 year-end inventory levels. For the first quarter of 2026, mill feed grade was 1.56 grams per tonne ("g/t") compared to budget of 1.66 g/t and 1.31 g/t in the first quarter of 2025; mill throughput was 2.55 million tonnes compared to budget of 2.18 million tonnes and 2.45 million tonnes in the first quarter of 2025; and gold recovery averaged 91.7% compared to budget of 92.0% and 91.5% in the first quarter of 2025.

The Fekola Mine’s cash operating costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $950 per ounce produced ($729 per gold ounce sold) compared to a budget of $953 per ounce produced and $965 per ounce produced for the first quarter of 2025. Cash operating costs per ounce produced for the first quarter of 2026 were approximately in line with budget as higher than budgeted gold production was mostly offset by higher than budgeted mining costs resulting from changes in the mining sequence. Compared to the first quarter of 2025, cash operating costs per ounce produced for the first quarter of 2026 were $15 (2%) lower due primarily to higher gold production in the first quarter of 2026 compared to the first quarter of 2025.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $1,955 per gold ounce sold compared to a budget of $2,509 per gold ounce sold and $1,937 per gold ounce sold in the first quarter of 2025. All-in sustaining costs for the first quarter of 2026 were $554 (22%) per gold ounce sold lower than budget due to higher gold ounces sold (42% or 45,109 ounces higher), lower than budgeted sustaining capital expenditures and a slightly lower than budgeted royalties expense per ounce sold due to a lower than budgeted realized gold price. The lower sustaining capital expenditures for the first quarter of 2026 were mainly a result of timing of expenditures and are expected to be incurred later in 2026.

Capital expenditures for the Fekola Mine in the first quarter of 2026 totalled $47 million primarily consisting of $25 million for deferred stripping, $9 million for mobile equipment rebuilds and $5 million for Fekola underground development. Capital expenditures for Fekola Regional in the first quarter of 2026 totalled $16 million, primarily related to mobile equipment purchases.

The Fekola Complex is expected to produce between 410,000 and 460,000 ounces of gold in 2026 at cash operating costs of between $1,060 and $1,160 per ounce produced and all-in sustaining costs of between $2,670 and $2,820 per ounce sold. Fekola Regional is budgeted to contribute between 60,000 and 80,000 ounces to the Fekola Complex gold production in 2026 through the trucking of open pit ore to the Fekola mill, once the exploitation permit has been received. The Company expects to meet the Fekola Complex production guidance range for the year, provided that an exploitation permit for Fekola Regional is received by June 30, 2026. All-in sustaining cost guidance for the Fekola Complex is based on an assumed realised gold price of $5,000 per ounce for 2026, resulting in total budgeted royalties and production taxes of approximately $410 million or approximately $910 per ounce sold. Each $100 per ounce change in the gold price is expected to impact the Fekola Complex all-in sustaining costs by approximately $23 per ounce.

7


Goose Mine - Canada
 Three months ended
 March 31,
 20262025
Gold revenue ($ in thousands)219,527—
Gold sold (ounces)44,445—
Average realized gold price ($/ ounce)4,939—
Tonnes of ore milled180,184—
Grade (grams/ tonne)7.92—
Recovery (%)93.5—
Gold production (ounces)42,876—
Production costs ($ in thousands)64,278—
Cash operating costs(1) ($/ gold ounce sold)
1,446—
Cash operating costs(1) ($/ gold ounce produced)
1,653—
Total cash costs(1) ($/ gold ounce sold)
1,540—
All-in sustaining costs(1) ($/ gold ounce sold)
2,806—
Capital expenditures ($ in thousands)70,675—
Exploration ($ in thousands)6,418—
(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”.

The Back River Gold District in Canada consists of eleven mineral claims blocks along an 80 kilometre belt 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 the Goose Mine. 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.

For the first quarter of 2026, production from the Goose Mine was 42,876 ounces of gold, 4% (1,551 ounces) above budget. Gold production in the first quarter was higher than budget as a result of higher than budget ore grade and higher gold recovery which more than offset lower than budget mill throughput. For the first quarter of 2026, mill feed grade was 7.92 g/t compared to budget of 6.42 g/t; mill throughput was 0.18 million tonnes compared to budget of 0.22 million tonnes; and gold recovery averaged 93.5% compared to budget of 92.5%.

The Goose Mine's cash operating costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $1,653 per gold ounce produced ($1,446 per gold ounce sold), compared to budget of $1,972 per ounce produced. Cash operating costs per ounce produced for the first quarter of 2026 were lower than budget due to lower than budget underground mining costs and site general costs.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $2,806 per gold ounce sold compared to a budget of $3,887 per gold ounce sold. All-in sustaining costs for the first quarter of 2026 were $1,081 (28%) per gold ounce sold lower than budget due to higher gold ounces sold and lower than budgeted sustaining capital expenditures. The lower sustaining capital expenditures for the first quarter of 2026 were mainly a result of timing of expenditures and are expected to be incurred later in 2026. Higher than budgeted gold ounces sold in the first quarter of 2026 were the result of both higher production and shipment timing.

Capital expenditures in the first quarter of 2026 totalled $71 million primarily consisting of $23 million for ongoing site construction activities, $17 million for deferred stripping, $10 million for Umwelt underground development, $11 million for site infrastructure and civil projects, and approximately $3 million for mobile equipment purchases.

On April 17, 2026, the Company announced that a fire had occurred in certain areas of the crushing circuit at the Goose Mine in the evening of April 16, 2026. No injuries were reported and no medical treatment was required related to the fire. The fire damage was localized to the crushing circuit area. There was no damage or impact to the mill or power facility. A preliminary revised mill processing plan has been developed for the second quarter of 2026 based on the use of the existing mobile crushers to feed crushed ore directly to the fine ore stockpile while repairs to the crushing circuit related to the fire are completed. An additional mobile crusher has been sourced and is expected to be transported to site in the second quarter of 2026 to
8


supplement the existing mobile crushers currently at the Goose Mine. The Company estimates that repairs will be completed in the third quarter of 2026 at a cost of approximately $7 million.

These repairs will coincide with first phase of the upgrades to the Goose Mine crushing circuit comprised of the previously announced addition of a run-of-mine bin and apron feeder, plus a new larger jaw crusher and rock breaker. These repairs are scheduled to be implemented in the third quarter of 2026. The total cost of the first phase of crushing circuit upgrades is expected to be approximately $11 million. B2Gold reiterates its previously disclosed estimate that the Goose Mine crushing circuit will be able to operate at an average daily capacity of approximately 3,200 tonnes per day by the end of the third quarter of 2026, as a result of the first phase of upgrades. Additionally, based on the studies conducted to date, the Company has identified a second phase of crushing circuit upgrades, that are scheduled to be implemented in the first half of 2027, in order to increase the name-plate capacity of the crushing circuit and enable it to run at an average rate of 4,000 tonnes per day. The total cost of the second phase of crushing circuit upgrades is anticipated to be between $20 million and $30 million, which will be further refined upon completion of detailed engineering that is already underway. The second phase of crusher upgrades include the installation of larger cone crushers, additional surge bins and feeders to optimize crusher performance and upgraded conveyors to support higher throughput.

The Goose Mine in Canada is expected to produce between 170,000 and 230,000 ounces of gold in 2026, at cash operating costs of between $1,610 and $1,810 per ounce and all-in sustaining costs of between $2,670 and $2,970 per ounce. All-in sustaining cost guidance for the Goose Mine is based on an assumed realized gold price of $5,000 per ounce for 2026, resulting in total budgeted royalties and production taxes of approximately $16 million, or approximately $75 per ounce sold. Due to the impact to the crushing circuit related to the fire, production in the second quarter is expected to continue at a lower level than previously anticipated due to lower throughput rates of crushed ore. The previous internal forecast for gold production at the Goose Mine was approximately 29,000 ounces in the second quarter of 2026. The Company now forecasts gold production for the second quarter of 2026 of between 18,000 to 20,000 ounces, a reduction of approximately 10,000 ounces. Over the medium-term, B2Gold still expects gold production to average 300,000 ounces per year at the Goose Mine. The Company reiterates its full year gold production guidance for the Goose Mine of 170,000 to 230,000 ounces in 2026. The Company estimates that the impact of lower availability of crushed ore as a result of the fire will be limited to the second quarter of 2026, and that availability of crushed ore in the second half of 2026 will not change from previous estimates. Upon completion of the first and second phase of the crusher upgrades noted above, the Company expects crushing capacity will be increased to an average of 4,000 tonnes per day by the end of the first half of 2027. Cash operating costs and all-in sustaining costs are forecast to drop significantly once the operation is ramped up to full production capacity.

Goose Mine Opportunities

On April 20, 2026, the Company announced that B2Gold and Agnico Eagle Mines Limited have agreed to enter into a collaboration agreement related to their respective gold mining operations located in Nunavut, Canada. The Nunavut Collaboration Agreement is expected to establish a framework for the two companies to share operational knowledge and best practices across key areas, including mining and processing operations in arctic environments, logistics and procurement, operational planning, exploration planning, human resources, health and safety and environmental management. The Nunavut Collaboration Agreement is intended to enhance operational effectiveness while supporting responsible mining in Nunavut, reflecting both companies’ shared commitment to continuous improvement, sustainability and constructive engagement and partnership with local communities and stakeholders.

Significant exploration potential remains across the Back River Gold District, with a total of $46 million budgeted for exploration in 2026. The Company's exploration programs have historically been successful in upgrading Inferred Mineral Resources to Indicated Mineral Resources, and the Company is optimistic that it can successfully upgrade a significant portion of the Inferred Mineral Resources in 2026.

In addition, work continues on the optimization study for the Goose Mine as previously announced in March 2025, including the potential installation of a SAG mill to be paired in conjunction with the existing 4,000 tonnes per day ball mill, which could expand mill throughput capacity up to 6,000 tonnes per day. These studies are expected also expected to reflect two additional value drivers for the Goose Mine related to the potential reduction in carbon taxes paid over the life of the mine, and a reduction in the annual amount of fuel consumed as a result of equipment optimizations.

Once these studies are finalised the Company will assess the economics of each option and pursue the desired choice. This assessment is expected to include consideration of whether the Company should postpone any expenditures to increase Goose Mine milling capacity in favour of potential future capital development at the George Project and other Back River Gold District regional targets.

In connection with these studies, B2Gold will also be reviewing any regulatory requirements and engaging with the KIA and local communities to ensure any proposed optimization of the Goose Mine provides benefits to all stakeholders.

9


Masbate Mine – Philippines
 Three months ended
 March 31,
 20262025
Gold revenue ($ in thousands)229,326129,393
Gold sold (ounces)46,92644,450
Average realized gold price ($/ ounce)4,8872,911
Tonnes of ore milled2,289,9482,278,032
Grade (grams/ tonne)0.950.83
Recovery (%)75.675.9
Gold production (ounces)52,90846,369
Production costs ($ in thousands)29,11538,016
Cash operating costs(1) ($/ gold ounce sold)
620855
Cash operating costs(1) ($/ gold ounce produced)
656833
Total cash costs(1) ($/ gold ounce sold)
8811,021
All-in sustaining costs(1) ($/ gold ounce sold)
1,2541,206
Capital expenditures ($ in thousands)15,9197,733
Exploration ($ in thousands)408420
(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”.

The Masbate Mine in the Philippines continued its strong performance with the first quarter of 2026 gold production of 52,908 ounces, above budget by 15% (6,820 ounces) and 14% (6,539 ounces) higher than the first quarter of 2025. Gold production in the first quarter of 2026 was higher than both budget and the first quarter of 2025 primarily as a result of higher grade due to favourable grade variance in ore mined from the Main Vein and Blue Quartz pits. For the first quarter of 2026, mill feed grade was 0.95 g/t compared to budget of 0.85 g/t and 0.83 g/t in the first quarter of 2025; mill throughput was 2.29 million tonnes compared to budget of 2.11 million tonnes and 2.28 million tonnes in the first quarter of 2025; and gold recovery averaged 75.6% compared to budget of 79.7% and 75.9% in the first quarter of 2025.

The Masbate Mine's cash operating costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $656 per ounce produced ($620 per gold ounce sold) compared to a budget of $948 per ounce produced and $833 per ounce produced for the first quarter of 2025. Cash operating costs per ounce produced for the first quarter of 2026 were $292 (31%) per ounce produced lower than budget as a result of higher than budgeted gold production as well as lower operating costs due primarily to lower than budgeted mining costs and processing costs.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $1,254 per gold ounce sold compared to a budget of $1,540 per gold ounce sold and $1,206 per gold ounce sold in the first quarter of 2025. All-in sustaining costs for the first quarter of 2026 were $286 (19%) per gold ounce sold lower than budget as a result of lower than budgeted production costs per gold ounce sold.

Capital expenditures in the first quarter of 2026 totalled $16 million, primarily consisting of $9 million in mobile equipment purchases and rebuilds, $2 million for the solar plant, and $2 million for tailings storage facility construction projects.

The Masbate Mine in the Philippines is expected to produce between 170,000 and 190,000 ounces of gold in 2026 at cash operating costs of between $900 and $1,000 per ounce produced and all-in sustaining costs of between $1,430 and $1,580 per ounce sold. Gold production at Masbate is expected to be relatively consistent throughout 2026. All-in sustaining cost guidance for the Masbate Mine is based on an assumed realised gold price of $5,000 per ounce for 2026, resulting in total budgeted royalties and production taxes of approximately $45 million or approximately $240 per ounce sold.

10


Otjikoto Mine - Namibia
 Three months ended
 March 31,
 20262025
Gold revenue ($ in thousands)155,102148,047
Gold sold (ounces)32,61951,740
Average realized gold price ($/ ounce)4,7552,861
Tonnes of ore milled736,566843,057
Grade (grams/ tonne)1.061.96
Recovery (%)98.198.8
Gold production (ounces)24,52952,578
Production costs ($ in thousands)29,44234,953
Cash operating costs(1) ($/ gold ounce sold)
903676
Cash operating costs(1) ($/ gold ounce produced)
896594
Total cash costs(1) ($/ gold ounce sold)
1,094790
All-in sustaining costs(1) ($/ gold ounce sold)
1,327916
Capital expenditures ($ in thousands)7,2133,607
Exploration ($ in thousands)1,2951,831
(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”.

The Otjikoto Mine in Namibia, in which the Company holds a 90% interest, produced 24,529 ounces of gold in the first quarter of 2026, above budget by 10% (2,279 ounces) but 53% (28,049 ounces) lower compared to the first quarter of 2025. The higher than budget production in the first quarter of 2026 was primarily due to higher than budgeted average ore grade partially offset by slightly lower than budgeted throughput due to some mill repairs in the period. Production for the first quarter of 2026 was lower than the first quarter of 2025 due to lower grades as a result of the completion of open pit mining in the fourth quarter of 2025. For the first quarter of 2026, mill feed grade was 1.06 g/t compared to budget of 0.85 g/t and 1.96 g/t in the first quarter of 2025; mill throughput was 0.74 million tonnes compared to budget of 0.84 million tonnes and 0.84 million tonnes in the first quarter of 2025; and gold recovery averaged 98.1% compared to budget of 97.4% and 98.8% in the first quarter of 2025.

Cash operating costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $896 per gold ounce produced ($903 per ounce gold sold), compared to a budget of $1,153 per ounce produced and $594 per ounce produced for the first quarter of 2025. Cash operating costs per ounce produced for the first quarter of 2026 were $257 (22%) per ounce produced lower than budget as a result of higher than budgeted gold production and lower than budgeted underground mining costs. Compared to the first quarter of 2025, cash operating costs per ounce produced for the first quarter of 2026 were $302 (51%) higher due primarily to the lower production in the first quarter of 2026.

All-in sustaining costs (refer to “Non-IFRS Measures”) for the first quarter of 2026 were $1,327 per gold ounce sold, $449 (25%) per gold ounce sold lower than budget as a result of lower than budgeted cash costs per ounce sold and lower than budgeted sustaining capital expenditures. The lower than budgeted sustaining capital expenditures for the first quarter of 2026 were mainly a result of timing of expenditures and are expected to be incurred later in 2026.

Capital expenditures for the first quarter of 2026 totalled $7 million, consisting mainly of $4 million for Antelope development and $3 million for Wolfshag underground development.

The Otjikoto Mine in Namibia is expected to produce between 70,000 and 90,000 ounces of gold in 2026 at cash operating costs of between $1,200 and $1,300 per ounce produced and all-in sustaining costs of between $1,830 and $1,980 per ounce sold. All-in sustaining cost guidance for the Otjikoto Mine is based on an assumed realised gold price of $5,000 per ounce for 2026, resulting in total budgeted royalties and production taxes of approximately $17 million or approximately $200 per ounce sold.

Gramalote Project - Colombia

The Gramalote Project is located in central Colombia, approximately 230 kilometre northwest of Bogota and 100 kilometre 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 the ownership in 2023, B2Gold completed a detailed review of the Gramalote Project, including the higher-grade core of the resource, facility size and location, power supply, mining and processing options, tailings design, resettlement, potential construction sequencing and camp design to identify potential cost savings to develop a medium-scale project.

11


On July 14, 2025, the Company announced the results of a 2025 Gramalote Feasibility study which demonstrated that the Gramalote Project has a meaningful production profile, favorable metallurgical characteristics and positive project economics. The study assumes a mill with an annual processing rate of 6.0 million tonnes per annum, an initial open pit mine life of 11 years, and a processing life of 13 years. The study shows average annual grade processed over the first five years of 1.23 g/t, with a life of mine grade of 0.96 g/t and average annual gold production over the first five years of 227,000 ounces of gold per year, with life of mine average annual gold production of 177,000 ounces per year. Financial results include all-in sustaining costs of $985 per ounce over the life of the project, with an after-tax net present value of $941 million and an internal rate of return of 22.4% assuming a $2,500 per ounce gold price. A long-term gold price assumption of $3,300 per ounce results in an after-tax net present value of $1,716 million and an internal rate of return of 33.5%.

Due to the desired modifications to the processing plant and infrastructure locations, a Modified Work Plan and Modified Environment Impact Study are required. The Modified Work Plan was submitted in December 2025 and the Modified Environmental Impact Study 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 under way 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. Assessment and optimization of the Gramalote Project remains ongoing.

The Gramalote Project 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.
LIQUIDITY AND CAPITAL RESOURCES
B2Gold continues to maintain a strong financial position and liquidity. At March 31, 2026, the Company had cash and cash equivalents of $479 million (December 31, 2025 - $380 million) and working capital (defined as current assets less assets classified as held for sale and current liabilities) of $171 million (December 31, 2025 - $68 million). During the first quarter of 2025, the Company repaid a net $75 million on the Company's $800 million RCF, leaving $725 million remaining available for future draw downs. Subsequent to March 31, 2026, on April 24, 2026, the Company repaid the full outstanding $75 million balance on the RCF.

In January 2024, B2Gold entered into a series Gold Prepay contracts with a number of its existing lenders. 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. Gold deliveries can be from production from any of the Company’s operating mines and the Gold Prepay contracts can be settled prior to maturity through accelerated delivery of the remaining deliverable gold ounces. The Gold Prepay contracts were executed by Bank of Montreal, Canadian Imperial Bank of Commerce, ING Capital Markets LLC, and National Bank of Canada. As at March 31, 2026, the Company had 66,192 ounces remaining to be delivered into the Gold Prepay contracts, all of which will be delivered in the second quarter of 2026.

The Company has a 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% to 2.50% based on the Company's net leverage ratio. Commitment fees for the undrawn portion of the facility 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 RCF, the Company must also maintain certain ratios for leverage and interest coverage. As at March 31, 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 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 will be 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:

12


•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 first quarter of 2026, capital expenditures totalled $178 million. The most significant capital expenditures were Fekola Mine expenditures of $47 million, Goose Mine expenditures of $71 million, Masbate Mine expenditures of $16 million, Otjikoto Mine expenditures of $7 million, Gramalote Project expenditures of $9 million, and Fekola Regional expenditures of $16 million. Other exploration costs for the first quarter of 2026 totalled $12 million.

As at March 31, 2026, the Company had the following commitments (in addition to those disclosed elsewhere in the MD&A):

•For payments at the Fekola Mine of $32 million for mobile purchases and rebuilds, and $3 million for other capital expenditures, all of which expected to be incurred in 2026.
•For payments at the Goose Mine of $17 million related to mobile equipment purchases, $10 million related to site infrastructure and civil projects, and $6 million for other capital expenditures, all of which expected to be incurred in 2026.
•For payments at the Masbate Mine of $2 million related to solar plant construction, all of which is expected to be incurred in 2026.
•For payments of $19 million at the Gramalote Project for resettlement programs of which $17 million is expected to be incurred in 2026 and $2 million is expect 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 March 31, 2026:
 20262027Total
Ounces149,732 16,637 166,369 
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 March 31, 2026 was $(242) million.

Forward contracts - fuel oil, gas oil, diesel

The Company uses forward contracts for fuel oil, gas oil and diesel to manage the risk of volatility in the Company's future operating costs. The Company reviews the open positions and the potential for additional forward contracts on an ongoing basis. The Company's fuel derivative instruments were not designated as hedges and are being recorded at FVTPL.
The following is a summary, by maturity dates, of the Company’s fuel derivative contracts outstanding as at March 31, 2026:
 20262027Total
Forward – fuel oil: 
Litres (thousands)25,598 14,483 40,081 
Average strike price$0.40 $0.37 $0.39 
Forward – gas oil:
Litres (thousands)33,670 21,003 54,673 
Average strike price$0.52 $0.52 $0.52 
The unrealized fair value of these contracts at March 31, 2026 was $20 million.

13


Operating activities

Cash flow provided by operating activities was $539 million in the first quarter of 2026 compared to $179 million in the first quarter of 2025, an increase of $361 million due mainly to higher gold revenues in the first quarter of 2026 partially offset by higher total production costs as a result of higher gold ounces sold in the first quarter of 2026. Cash income and withholding tax payments in the first quarter of 2026 totalled $31 million (first quarter of 2025 - $55 million). Cash income and withholding tax payments are expected to increase significantly in the second quarter of 2026 when final 2025 tax obligations are settled for the Masbate Mine and the Fekola Mine (including the State of Mali 20% priority dividend). Assuming an average gold price of $5,000 per ounce for 2026, total cash payments for current income tax, withholding and other taxes in 2026 are expected to be approximately $690 million, including estimated withholding taxes of $115 million on repatriation of funds through dividends from operating sites.

Financing activities

During the first quarter of 2026, the Company repaid net $75 million on the RCF, bought back $80 million of shares under the normal course issuer bid, made dividend payments of $26 million, made principal payments on lease arrangements of $7 million, distributed $12 million to non-controlling interests, made interest and commitment fee payments of $9 million, and made equipment loan facility repayments of $2 million.

During the first quarter of 2026, the Board declared a quarterly cash dividend of $0.02 per common share each (or an expected $0.08 per share on an annualized basis). 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 Company’s Board of Directors. 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 normal course issuer bid, which became effective on April 3, 2026 and will expire no later than April 2, 2027. The normal course issuer bid allows the Company to purchase up to 10% of its issued and outstanding common shares during the period. During the first quarter of 2026, the Company bought back 16 million shares for $80 million under the normal course issuer bid. Subsequent to March 31, 2026, the Company repurchased and cancelled an additional 4 million common shares for $18 million.

Investing activities

For the first quarter of 2026, the Company’s cash used in investing activities was a net outflow of $176 million. For the first quarter of 2026, capital expenditures totalled $178 million. The most significant capital expenditures were Fekola Mine expenditures of $47 million, Goose Mine expenditures of $71 million, Masbate Mine expenditures of $16 million, Otjikoto Mine expenditures of $7 million, Gramalote Project expenditures of $9 million and Fekola Regional expenditures of $16 million. Other exploration costs for the first quarter of 2026 totalled $12 million.

14


Exploration

Resource property expenditures on exploration are disclosed in the table below:

 For the three months ended
March 31, 2026		For the three months ended
March 31, 2025
 $$
 (000’s)(000’s)
Goose Mine, exploration6,418 2,688 
Masbate Mine, exploration408 420 
Otjikoto Mine, exploration1,295 1,831 
Back River Regional, exploration1,907 — 
Finland Properties, exploration1,089 478 
Other573 179 
 11,690 5,596 

The Company is planning another year of extensive exploration in 2026 with a budget of approximately $73 million. A significant focus will be on exploration at the Back River Gold District, with the continued goal of enhancing and growing the significant resource base at the Goose Mine and surrounding regional targets. In Namibia, the exploration program at the Otjikoto Mine will be focused on enhancing and increasing the resources at the Antelope deposit. In Mali, an ongoing focus will be on discovery of additional high-grade, sulphide mineralization across the Fekola Complex. In the Philippines, the exploration program at Masbate will continue to focus on new targets located south of the Masbate Mine infrastructure as well as commencing exploration on the newly permitted Uson Project. Early-stage exploration programs continue in the Philippines and Kazakhstan in 2026. Finally, the search for new joint ventures and strategic investment opportunities will continue, building on existing equity investments in Snowline Gold Corp., AuMEGA Metals Ltd., and Prospector Metals Corp.

Canada Exploration

On March 25, 2026, the Company announced positive exploration drilling results from the 2025 Back River Gold District exploration program.

A total of $46 million is budgeted for exploration at the Back River Gold District in 2026, of which $24 million is planned for the Goose Mine, and a significantly increased budget of $22 million is earmarked for Back River Gold District regional exploration.

At the Goose Mine, a total of 17,200 metres ("m") of drilling will target extensions of the Llama deposit, one of the largest and highest-grade resources in the Back River Gold District, as well as prioritizing selective infill drilling and extension of high-grade Inferred Resources in the Nuvuyak target. During the first quarter of 2026, the Company completed 6,980 m of drilling.

In addition to drilling at Goose Mine, a total of 12,800 m of drilling have been budgeted for regional exploration in 2026, including up to 6,400 m of infill drilling on the Locale 1 deposit, one of several deposits comprising the greater than 1.2 million ounces of Inferred Resource in the George Project. Later this year, up to 1,500 m of drilling at the Boot Property will follow-up promising intersections from the 2025 regional campaign, and the inaugural exploration of the newly acquired Ailiruk Property will commence, with mapping, prospecting and till sampling.

Mali Exploration

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

Philippine Exploration

The total budget for the Philippines in 2026 is $6 million, of which the Masbate exploration budget is $3 million, including approximately 3,400 m of drilling. The 2026 exploration program will continue to focus on exploration of new regional targets located south of the main mine infrastructure at the Masbate Mine. Drilling work planned for the first quarter of 2026 has been delayed until later in the year due to delayed access to the Bart-Ag target area. This work at Bart-Ag has now started and is expected to be completed during the second quarter of 2026.

15


An additional $3 million will be allocated to targeting new regional projects in highly prospective areas in the Philippines, leveraging off B2Gold’s presence and operational experience in the country. A total of 2,400 m is allocated to testing new projects.

Namibia Exploration

A total of $6 million is budgeted for exploration at Otjikoto in 2026. The focus of the exploration program will be drilling to expand and refine the Antelope deposit, located approximately 3 kilometres south of Phase 5 of the Otjikoto open pit, with an initial total of approximately 15,000 m of drilling planned. High productivity from the Otjikoto drilling team has resulted in approximately 4,600 m of drilling being completed in the first quarter of 2026, exceeding the 3,600 m budgeted for the period.

2025 Guidance for Greenfield Exploration

B2Gold has allocated approximately $7 million to other grassroots exploration projects in 2026. This includes $3 million (7,200 m) in Kazakhstan. The Company has allocated approximately $2 million for the generation and evaluation of new greenfield targets.
CRITICAL ACCOUNTING 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:

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.

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 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.

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.
16


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 March 31, 2026 included amounts for the Fekola Mine of $257 million (December 31, 2025 - $244 million), for the Masbate Mine of $11 million (December 31, 2025 – $11 million), and for the Gramalote Project of $23 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 March 31, 2026, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
17


NON-IFRS MEASURES
Cash operating costs per gold ounce sold and total cash costs per gold ounce sold
‘‘Cash operating costs per gold ounce’’ and “total cash costs per gold ounce” are common financial performance measures in the gold mining industry but, as non-IFRS measures, they do 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, these measures are 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. The measures, along with sales, are 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 and total cash costs per gold ounce sold are 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, less silver by-product credits. The tables below show a reconciliation of cash operating costs per gold ounce sold and total cash 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 March 31, 2026
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Production costs111,003 64,278 29,115 29,442 233,838 
Royalties and production taxes131,185 4,149 12,243 6,236 153,813 
Total cash costs242,188 68,427 41,358 35,678 387,651 
Gold sold (ounces)152,356 44,445 46,926 32,619 276,346 
Cash operating costs per ounce ($/ gold ounce sold)729 1,446 620 903 846 
Total cash costs per ounce ($/ gold ounce sold)1,590 1,540 881 1,094 1,403 
For the three months ended March 31, 2025
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Production costs89,025 — 38,016 34,953 161,994 
Royalties and production taxes29,494 — 7,378 5,934 42,806 
Total cash costs118,519 — 45,394 40,887 204,800 
Gold sold (ounces)87,808 — 44,450 51,740 183,998 
Cash operating costs per ounce ($/ gold ounce sold)1,014 — 855 676 880 
Total cash costs per ounce ($/ gold ounce sold)1,350 — 1,021 790 1,113 
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, less silver by-product credits. Cash operating costs per gold ounce produced do not include pre-commercial production from the Goose Mine. 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):
18


For the three months ended March 31, 2026
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Production costs111,003 64,278 29,115 29,442 233,838 
Inventory sales adjustment 520 6,592 5,575 (7,464)5,223 
Cash operating costs111,523 70,870 34,690 21,978 239,061 
Gold produced (ounces)117,450 42,876 52,908 24,529 237,763 
Cash operating costs per ounce ($/ gold ounce produced)950 1,653 656 896 1,005 
For the three months ended March 31, 2025
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Production costs89,025 — 38,016 34,953 161,994 
Inventory sales adjustment 1,536 — 628 (3,746)(1,582)
Cash operating costs90,561 — 38,644 31,207 160,412 
Gold produced (ounces)93,805 — 46,369 52,578 192,752 
Cash operating costs per ounce ($/ gold ounce produced)965 — 833 594 832 
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.

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/restricted phantom units ("RSUs/DSUs/PSUs/RPUs"), 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.
19


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 March 31, 2026
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		CorporateTotal
$$$$$$
Production costs111,003 64,278 29,115 29,442 — 233,838 
Royalties and production taxes131,185 4,149 12,243 6,236 — 153,813 
Corporate administration4,308 491 609 1,283 10,037 16,728 
Share-based payments – RSUs/DSUs/PSUs/RPUs(1)
— — — — 7,512 7,512 
Community relations 486 343 160 292 — 1,281 
Reclamation liability accretion
653 361 332 331 — 1,677 
Realized losses on derivative contracts367 — 224 (2)— 589 
Sustaining lease expenditures2,744 1,096 318 2,181 448 6,787 
Sustaining capital expenditures(2)
47,085 47,559 15,807 3,270 — 113,721 
Sustaining mine exploration(2)
— 6,418 39 241 — 6,698 
Total all-in sustaining costs from commercial production297,831 124,695 58,847 43,274 17,997 542,644 
Gold Sold (ounces)152,356 44,445 46,926 32,619 — 276,346 
All-in sustaining cost per ounce ($/ gold ounce sold)1,955 2,806 1,254 1,327 — 1,964 
(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 March 31, 2026
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Operating mine capital expenditures47,085 70,675 15,919 7,213 140,892 
Site infrastructure construction— (23,116)— — (23,116)
Antelope development costs— — — (3,943)(3,943)
Other— — (112)— (112)
Sustaining capital expenditures47,085 47,559 15,807 3,270 113,721 

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 March 31, 2026
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Operating mine exploration— 6,418 408 1,295 8,121 
Non-sustaining exploration— — (369)(1,054)(1,423)
Sustaining mine exploration— 6,418 39 241 6,698 
20


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 March 31, 2025
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		CorporateTotal
$$$$$$
Production costs89,025 — 38,016 34,953 — 161,994 
Royalties and production taxes29,494 — 7,378 5,934 — 42,806 
Corporate administration2,937 — 527 1,349 6,989 11,802 
Share-based payments – RSUs/DSUs/PSUs/RPUs(1)
15 — — — 3,538 3,553 
Community relations 482 — 102 415 — 999 
Reclamation liability accretion
615 — 345 263 — 1,223 
Realized losses on derivative contracts113 — 39 23 — 175 
Sustaining lease expenditures919 — 316 340 427 2,002 
Sustaining capital expenditures(2)
46,526 — 6,862 3,607 — 56,995 
Sustaining mine exploration(2)
— — 16 493 — 509 
Total all-in sustaining costs170,126 — 53,601 47,377 10,954 282,058 
Gold sold (ounces)87,808 — 44,450 51,740 — 183,998 
All-in sustaining cost per ounce ($/ gold ounce sold)1,937 — 1,206 916 — 1,533 
(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 March 31, 2025
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Operating mine capital expenditures64,003 — 7,733 3,607 75,343 
Fekola underground(17,477)— — — (17,477)
Other— — (871)— (871)
Sustaining capital expenditures46,526 — 6,862 3,607 56,995 

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 March 31, 2025
Fekola
Mine		Goose
Mine		Masbate
Mine		Otjikoto
Mine		Total
$$$$$
Operating mine exploration— — 420 1,831 2,251 
Regional exploration— — (404)(1,338)(1,742)
Sustaining mine exploration— — 16 493 509 
Adjusted net income and adjusted earnings per share - basic
"Adjusted net income" 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 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 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 provide 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
21


provide additional information and should not be considered in isolation 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 as extracted from the unaudited condensed interim consolidated financial statements is set out in the table below (dollars in thousands):
 Three months ended
 March 31,
 20262025
 $$
Net income attributable to shareholders of the Company for the period:199,937 57,587 
Adjustments for non-recurring and significant recurring non-cash items:
Gain on dilution of associate (24,003)— 
Unrealized (gains) losses on derivative instruments(16,540)50,875 
Change in fair value of gold stream18,806 30,552 
Realized gain on total return swap— (7,731)
Write-down of mining interests — 5,118 
Deferred income tax expense (recovery)81,677 (14,551)
Adjusted net income attributable to shareholders of the Company for the period259,877 121,850 
Basic weighted average number of common shares outstanding (in thousands)1,340,776 1,318,390 
Adjusted net earnings attributable to shareholders of the Company per share–basic ($/share)0.19 0.09 
Free cash flow
"Free cash flow" is a non-IFRS 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 as net 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 measures provides information that is useful to investors because it is an 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 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 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 ended
 March 31,
 20262025
 $$
Cash provided by operating activities539,481 178,788 
Capital expenditures
Fekola Mine(47,085)(64,003)
Goose Mine(70,675)(94,812)
Masbate Mine(15,919)(7,733)
Otjikoto Mine(7,213)(3,607)
Fekola Regional Property(15,922)(3,169)
Gramalote Project(9,177)(6,793)
Other exploration(11,690)(5,596)
Total capital expenditures(177,681)(185,713)
Free cash flow361,800 (6,925)
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SUMMARY OF QUARTERLY RESULTS
 Q1Q4Q3Q2Q1Q4Q3Q2
 20262025202520252025202420242024
Gold revenue ($ in thousands)1,158,6551,053,977782,948692,206532,107499,788448,229492,569
Net income (loss) for the period ($ in thousands)
205,550180,25923,123160,75362,564(9,325)(631,032)(34,777)
Earnings (loss) per share (1) – basic ($)
0.150.130.010.120.04(0.01)(0.48)(0.02)
Earnings (loss) per share (1) – diluted ($)
0.140.110.010.100.04(0.01)(0.48)(0.02)
Cash flows provided (used) by operating activities ($ in thousands)
539,481286,364175,140255,544178,788120,544(16,099)62,432
Gold sold including pre-commercial production from the Goose Mine (ounces)276,346283,490249,925210,384183,998187,793180,525210,228
Average realized gold price ($/ ounce)
4,1933,7183,1333,2902,8922,6612,4832,343
Gold produced (ounces)
237,763303,029240,507228,762192,752186,001180,553204,241
Gold produced, total including Goose pre-commercial production and Calibre equity investment (ounces)
237,763303,029254,369229,454192,752186,001180,553212,508
Production costs ($ in thousands)233,838227,935195,154160,363161,994181,376192,408151,299
(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, third and fourth quarter of 2025 and the first quarter of 2026 include the results of the Goose Mine, 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 second quarter of 2024 reflects an impairment of $194 million related to the Fekola Complex, net of deferred income tax, partially offset by a gain on sale of mining interests of $49 million and a gain on sale of shares in associate of $17 million. The net loss in the third quarter of 2024 reflects an impairment of $661 million related to the Goose Mine and settlement expenses arising from the MOU Agreement signed with the State of Mali in September 2024 of $84 million partially offset by a gain on sale of mining interests of $8 million. Cash flows used in operating activities in the third quarter of 2024 reflect the build-up of long-term supplies inventory of $98 million for the Goose Mine. The net loss in the fourth quarter of 2024 reflects the retroactive application of the additional 10% priority dividend at the Fekola Mine resulting in an additional current income tax expense of $13 million.
SUMMARY AND OUTLOOK
The Company is pleased with its very positive first quarter of 2026 operating and financial results. Consolidated production of 237,763 ounces of gold exceeded budget by 7% with the Fekola, Goose, Masbate and Otjikoto Mines all surpassing budget. The higher than budgeted production helped drive significantly lower than budgeted consolidated cash operating and all in sustaining cost performance. Consolidated gold production for 2026 is expected to be between 820,000 and 970,000 ounces.

The execution of the Company’s operating plan for 2026 includes completing phase one of the planned Goose Mine crusher upgrades as well as commencement of mining at Fekola Regional upon receipt of an exploitation permit. In tandem with delivery of these planned objectives, the Company expects 2026 to be a significant year for free cashflow growth, including $362 million of free cashflow generated in the first quarter of 2026. On April 23, 2026, the Company completed the sale of its 70% interest in Fingold Ventures Ltd., which holds several claims in Northern Finland, in exchange for $325 million in cash, further strengthening the Company's financial position. The Company is well placed to complete its budgeted 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 program. The Company has already repurchased 20 million shares to date in 2026 for a total of $98 million and expects to repurchase further amounts as the year progresses.

The Company's operations continue to maintain normal levels of fuel supplies despite global challenges. Fuel supply at the Fekola Complex in Mali has been uninterrupted and remains at normal levels. The Company is in the process of expanding the Fekola Mine's diesel storage capabilities by approximately 20%. The fuel supply at the Goose Mine in Nunavut for 2026 was purchased during the third quarter of 2025 and delivery down the winter ice road was completed in April 2026. For the Masbate Mine in the Philippines, the Company has been able secure a guaranteed supply contract for the next three months. The Otjikoto Mine in Namibia draws power from the national grid and has significantly decreased its diesel consumption with the move to underground mining in the fourth quarter of 2025. The Company's solar projects at the Fekola, Masbate and Otjikoto mine's provide these operations with a source of power that is not impacted by changes in fuel prices. The Company has approximately 36% of its remaining 2026 fuel needs hedged at or below budget prices.

On April 20, 2026, the Company also announced that B2Gold and Agnico Eagle Mines Limited have agreed to enter into a collaboration agreement related to their respective gold mining operations located in Nunavut, Canada. The Nunavut Collaboration Agreement is expected to establish a framework for the two companies to share operational knowledge and best
23


practices across key areas, including mining and processing operations in arctic environments, logistics and procurement, operational planning, exploration planning, human resources, health and safety and environmental management. The Nunavut Collaboration Agreement is intended to enhance operational effectiveness while supporting responsible mining in Nunavut, reflecting both companies’ shared commitment to continuous improvement, sustainability and constructive engagement and partnership with local communities and stakeholders.

We continue to assess development opportunities and projects which we can put our proven internal mine construction team to work on. Development opportunities being assessed include our wholly owned Gramalote Project in Colombia. Due to the desired modifications to the processing plant and infrastructure locations, a Modified Work Plan and Modified Environment Impact Study are required. The Modified Work Plan was submitted in January 2026 and the Modified Environmental Impact Study was submitted in March 2026. Completion of the process is expected to take approximately twelve months. In conjunction with these permit modifications, the Company also intends to complete a significant portion of its resettlement objectives by the end of 2026, in accordance with its existing resettlement plan. Assessment of the Gramalote Project remains ongoing. If B2Gold makes the decision to develop the Gramalote Project as an open pit gold mine, B2Gold would utilize its proven internal mine construction team to build the mine and mill facilities.

Exploration also remains a key focus as B2Gold seeks to both expand its reserve and resource base at its existing operations as well as seeking out 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 May 6, 2026, 1,332,417,631 common shares were outstanding. The Notes, if converted, would result in the issuance of approximately 145 million shares. In addition, the Company had approximately 24 million stock options, approximately 5 million RSUs and approximately 6 million PSUs outstanding at May 6, 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” 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; total consolidated gold production of between 820,000 and 970,000 ounces in 2026, with cash operating costs of between $1,155 and $1,280 per ounce and all-in sustaining costs of between $2,400 and $2,580 per 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 first phase of the crushing circuit upgrades bring completed by the third quarter of 2026 and the costs associated therewith; the second phase of the crushing circuit upgrades bring completed in the first half of 2027 and the costs associated therewith; upon completion of the first and second phase of the crusher circuit upgrades noted the potential for crushing capacity to be increased to an average of 4,000 tonnes per day by the end of the first half of 2027; trucking of selective higher-grade saprolite material from the Anaconda Area to the Fekola mill generating approximately 60,000 to 80,000 ounces of gold in 2026; the potential to meet the Fekola Complex production guidance range for 2026 provided an exploitation permit for Fekola Regional is received by the end of June 2026; the potential for the Antelope deposit to be developed as an underground operation and contribute up to 65,000 per year during the low-grade stockpile processing in 2029 through 2032 and the Otjikoto Mine producing an average of approximately 110,000 ounces per year during that period; the timing and results of the optimization studies on the Goose Mine; 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; the plan for Mike Cinnamond to succeed Clive Johnson as President and CEO of B2Gold on June 4, 2026; the entering into of a collaboration
24


agreement with Agnico Eagle and the contents thereof; the ability to deliver 22,064 ounces per month for the 12-month period from July 2025 to June 2026 to satisfy delivery of the total Gold Prepay obligation of 264,768 ounces in full; 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, 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.

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
25


current operations, and provides B2Gold and other stakeholders of the Company with additional information of 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 “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.
26

Form 52-109F2
Certification of Interim Filings
Full Certificate

I, Clive Johnson, 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 March 31, 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 March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.


Date: May 6, 2026

/s/ Clive Johnson 
Clive Johnson 
President and CEO 

Form 52-109F2
Certification of Interim Filings
Full Certificate

I, Michael Cinnamond, 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 March 31, 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 March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.


Date: May 6, 2026
/s/ Michael Cinnamond 
Michael Cinnamond 
Chief Financial Officer 

Source: View Original Filing on SEC EDGAR

FAQ

How did B2Gold (BTG) perform financially in Q1 2026?

B2Gold delivered strong Q1 2026 financial results, with gold revenue of $1.16 billion and net income of $205.6 million. This marked a large increase from $532.1 million in revenue and $62.6 million in net income in the prior-year quarter.

What were B2Gold’s Q1 2026 earnings per share?

In Q1 2026, B2Gold reported basic earnings per share of $0.15 and diluted earnings per share of $0.14. Adjusted earnings per share attributable to shareholders were $0.19, based on adjusted net income of $259.9 million excluding specific non‑cash items.

How much gold did B2Gold (BTG) produce and sell in Q1 2026?

B2Gold produced 237,763 ounces of gold and sold 276,346 ounces in Q1 2026. Higher production at all operating mines and a drawdown of year‑end inventory at the Fekola Mine helped lift sales volumes versus the prior-year quarter.

What were B2Gold’s Q1 2026 cash operating costs and all-in sustaining costs?

For Q1 2026, B2Gold’s cash operating costs were $1,005 per ounce produced and $846 per ounce sold. All‑in sustaining costs were $1,964 per ounce sold, below budget, reflecting higher sales volumes and timing of sustaining capital spending.

How much cash flow did B2Gold generate in Q1 2026?

B2Gold generated $539.5 million in cash provided by operating activities in Q1 2026. Free cash flow was $361.8 million, after capital expenditures, supported by strong gold revenues, disciplined costs and contributions from prepaid gold sales deliveries.

What was B2Gold’s cash and debt position at March 31, 2026?

At March 31 2026, B2Gold held $479.4 million in cash and cash equivalents and reported total long‑term debt of $491.1 million, mainly convertible notes and credit facilities. The company also had significant undrawn capacity on its $800 million revolving credit facility.

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