| | Item 7 is hereby amended and restated in its entirety as follows: "The following exhibits are filed as exhibits to this Schedule 13D:
Exhibit Description of Exhibit
99.1 Joint Filing Agreement, dated as of March 28, 2023, by and between Golden Post Rail, LLC, Matthew K. Rose and MKR 2022 Grantor Retained Annuity Trust, incorporated by reference to Exhibit 99.1 to Amendment No. 5 to the Schedule 13D filed by the Reporting Persons with the Securities Exchange Commission on March 29, 2023.
99.2 Securities Purchase Agreement, dated as of May 6, 2015, by and among DynaResource, Inc., Golden Post Rail, LLC and Koy W. Diepholz, incorporated by reference to Exhibit 10.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 8, 2015.
99.3 Certificate of Amendment to Amended and Restated Certificate of Incorporation, filed with the Secretary of State of the State of Delaware on June 29, 2015, incorporated by reference to Exhibit 3.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 7, 2015.
99.4 Promissory Note, dated as of May 6, 2015, made by DynaResource, Inc. to Golden Post Rail, LLC, incorporated by reference to Exhibit 4.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 8, 2015.
99.5 Limited Consent Agreement, effective as of June 17, 2015, by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 99.5 to the Reporting Persons' Schedule 13D, filed with the Securities and Exchange Commission on July 10, 2015.
99.6 Registration Rights Agreement, dated as of June 30, 2015, by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 4.2 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 7, 2015.
99.7 Co-Sale Agreement, dated as of June 30, 2015, by and among DynaResource, Inc., Golden Post Rail, LLC, and certain stockholder signatories thereto, incorporated by reference to Exhibit 99.7 to the Reporting Persons' Schedule 13D, filed with the Securities and Exchange Commission on July 10, 2015.
99.8 Certificate of Designations of Series C Senior Convertible Preferred Stock, filed with the Secretary of State of the State of Delaware on June 29, 2015, incorporated by reference to Exhibit 3.2 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 7, 2015.
99.9 Warrant, dated June 30, 2015, incorporated by reference to Exhibit 99.9 to the Reporting Persons' Schedule 13D, filed with the Securities and Exchange Commission on July 10, 2015.
99.10 Certificate of Increase of Series C Senior Convertible Preferred Stock, filed with the Secretary of State of the State of Delaware on May 13, 2020, incorporated by reference to Exhibit 3.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.11 Warrant, dated May 13, 2020, incorporated by reference to Exhibit 4.7 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.12 Note Purchase Agreement, dated as of May 14, 2020, by and among DynaResource, Inc., Golden Post Rail, LLC and the other parties listed on Exhibit A thereto, incorporated by reference to Exhibit 10.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.13 Convertible Promissory Note, dated May 14, 2020, incorporated by reference to Exhibit 4.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.14 Certificate of Designations of Series D Senior Convertible Preferred Stock, filed with the Secretary of State of the State of Delaware on May 13, 2020, incorporated by reference to Exhibit 3.2 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.15 Warrant, dated May 14, 2020, incorporated by reference to Exhibit 4.3 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.16 Amended and Restated Registration Rights Agreement, dated as of May 14, 2020, by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 4.8 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 20, 2020.
99.17 Warrant Exercise Agreement, dated as of June 28, 2022, by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 99.17 to Amendment No. 3 to the Schedule 13D filed by the Reporting Persons with the Securities Exchange Commission on June 30, 2022.
99.18 Assignment Agreement, dated as of July 28, 2022, by and between Golden Post Rail, LLC, Matthew K. Rose and MKR 2022 Grantor Retained Annuity Trust, incorporated by reference to Exhibit 99.18 to Amendment No. 5 to the Schedule 13D filed by the Reporting Persons with the Securities Exchange Commission on March 29, 2023.
99.19 Multi-Party Agreement, dated as of April 19, 2023, by and between DynaResource, Inc., Golden Post Rail, LLC, MKR 2022 Grantor Retained Annuity Trust and K.D. Diepholz, incorporated by reference to Exhibit 10.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 25, 2023.
99.20 Certificate of Designations of the Powers, Preferences and Relative, Participating, Optional and Other Special Rights of Preferred Stock and Qualifications, Limitations and Restrictions Thereof of Series E Convertible Preferred Stock, filed with the Secretary of State of the State of Delaware on June 27, 2024, incorporated by reference to Exhibit 3.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 28, 2024.
99.21 Stock Purchase Agreement, dated June 26, 2024 by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 10.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 28, 2024.
99.22 Stock Purchase Agreement, dated October 18, 2024 by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 10.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 22, 2024.
99.23 Securities Purchase Agreement, dated September 1, 2026 by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 10.1 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 2, 2026.
99.24 Warrant, dated September 1, 2026, incorporated by reference to Exhibit 10.8 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 2, 2026.
99.25* Letter Agreement, dated September 1, 2026 by and between DynaResource, Inc. and Golden Post Rail, LLC.
99.26 Voting Agreement, dated September 1, 2026 by and between DynaResource, Inc. and Golden Post Rail, LLC, incorporated by reference to Exhibit 10.15 to DynaResource, Inc.'s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 2, 2026.
* Filed herewith" |