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LION COPPER & GOLD CORP.

For the period ended Jun 30, 2026. Filed Aug 10, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 10, 2026

LCU$4.20-4.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-15.

0001062993-26-002695

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-10.

0001062993-26-004151

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 55 previous paragraphs and 63 current paragraphs.

38 unchanged; 12 reworded; 13 added; 5 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (13)

Current report

On June 29, 2026, the Company announced that it had submitted an initial application to list its common shares on the Nasdaq Capital Marekt. The Proposed Nasdaq Listing (the "Listing") is intended to support the Company's long-term capital market strategy by increasing its visibility among U.S. investors and enhancing trading liquidity. The Listing remains subject to Nasdaq's initial listing requirements, regulatory approvals and customary listing processes. There can be no assurance that the Company's application will be approved or that a Nasdaq listing will be completed.

Current report

In March 2022, Lion Copper & Gold entered into anOption to Earn-In Agreement with Rio Tinto America Inc., acting through its wholly-owned subsidiary Nuton LLC (Nuton), covering the Company's Mason Valley copper assets in Nevada, including the historic Yerington Mine, the MacArthur Project, the Wassuk property, the Bear deposit, and associated water rights. The agreement contemplated staged funding to advance technical studies while giving Nuton the opportunity to earn a minimum 65% interest in the project.

Current report

Following the successful completion of the initial work stages and Nuton's election to proceed to the next phase inNovember 2025, the parties entered into a newStage 3 Earn-In Agreement dated December 19, 2025. This replaced the 2022 option arrangement and marked Nuton's exercise of its right to earn into the project.

Current report

Under the agreement, Nuton committed to fund approximatelyUS$31 million to advance the Yerington Copper Project through a Definitive Feasibility Study, permitting, engineering, environmental, and other technical work. In return, Nuton has the opportunity to earn up a65% interest in the project upon satisfying the earn-in conditions. Lion Copper & Gold continues to manage and operate the project during the earn-in period while Nuton provides funding and technical support.

Current report

The Yerington Project is located within the historic Yerington Copper District in Nevada, one of the largest known porphyry copper districts in the United States. Copper production in the district began in the early 1900s, with large-scale mining conducted by Anaconda Copper Company from 1952 to 1979. During this period, the MacArthur and Bear deposits were also discovered through regional exploration. The Project has since undergone extensive exploration, technical studies, and engineering work.

Current report

In April 2011, the Company finalized the acquisition of the project which includes the Yerington Deposit, MacArthur Deposit and a portion of the Bear Property; these deposits represent three of four known porphyry copper deposits in the Yerington district.

Current report

Nuton continues to advance sulfide metallurgical study programs.

Current report

The Company expanded its land position through the acquisition of additional properties. The acquisition is consistent with the Company's strategy of consolidating prospective ground within the project area.

Current report

Studies were conducted and are ongoing to evaluate the Mineral Resource estimate potential of the Bear Deposit. In addition, during the six months ended in Jun 30 2026, the company continuing with is strategy of consolidating strategic property interests completed the acquisition of approximately 183 acres of land.
Removed paragraphs (5)

Previous report

The Company continues to advance its strategic arrangement with Nuton LLC ("Nuton") in respect of the Yerington Copper Project located in Nevada, United States.

Previous report

Under the March 2022 option to earn-in agreement, Nuton may earn a 65% interest in the Company's copper project through a three-stage funding framework. Following completion of Stage 1 and Stage 2, Nuton elected to proceed to Stage 3 in November 2025, and the parties executed a definitive earn-in agreement on December 19, 2025.

Previous report

Nuton continues to advance metallurgical studies on sulfides via column testing.
Reworded paragraphs (12)

Previous wording

This Management's Discussion and Analysis ("MD&A") of Lion Copper and Gold Corp. and its subsidiaries (collectively, "Lion Copper" or the "Company"), datedMay 15, 2026, should be read in conjunction with the condensed interim consolidated financial statements for the three months ended March 31, 2026 and the audited consolidated financial statements for the year ended December 31, 2025, and related notes thereto which have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP").

Current wording

This Management's Discussion and Analysis ("MD&A") of Lion Copper and Gold Corp. and its subsidiaries (collectively, "Lion Copper" or the "Company"), datedAugust 7, 2026, should be read in conjunction with the condensed interim consolidated financial statements for the three and six months ended June 30, 2026 and the audited consolidated financial statements for the year ended December 31, 2025, and related notes thereto which have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP").

Previous wording

In January 2026, the Company finalized the Stage 3 program budget and received $30,500 from Nuton to advance Stage 3 activities. Nuton funding continues to support advancement of the project while reducing the need for significant direct funding by the Company.

Current wording

Nuton funding continues to support advancement of the project while reducing the need for significant direct funding by the Company.

Previous wording

The Company expects to continue advancing feasibility study ("FS") and permitting throughout 2026 and will provide updates as material development occur.

Current wording

The Company expects to continue advancing feasibility study ("FS") and permitting activities throughout 2026 and will provide updates as material developments occur.

Previous wording

During the three months ended March 31, 2026, the Company commenced execution of Stage 3, focused on advancing the DFS and supporting permitting efforts.

Current wording

During the six months ended June 30, 2026, the Company commenced execution of Stage 3 as defined in the earn-in Agreement, focused on advancing the DFS and supporting permitting efforts.

Previous wording

The Company has appointed Samuel Engineering, Inc. ("Samuel") as lead consultant for the Definitive Feasibility Study ("DFS") of its flagship Yerington Copper Project in Nevada, USA and NEXUS Environmental Consultants Inc. ("NEXUS") as lead consultant for permitting and environmental management. Lion hosted a mult-day DFS and permitting workshop at the Yerington project site, bringing together all core members of the study team.

Current wording

The Company has appointed Samuel Engineering, Inc. ("Samuel") as lead consultant for the Definitive Feasibility Study ("DFS") of its flagship Yerington Copper Project in Nevada, USA and NEXUS Environmental Consultants Inc. ("NEXUS") as lead consultant for permitting. In the first quarter of 2026 Lion hosted a multi-day DFS and permitting workshop at the Yerington project site, bringing together all core members of the study team. During the reporting period, advancement of the DFS remained a key strategic priority during the period. Engineering, environmental, permitting and technical studies continued to advance and de-risk the project.

Previous wording

Multiple drilling campaigns have also commenced to de-risk and optimize project design. Resource drilling commenced to upgrade the mineral resource of the Vat Leach Tailings ("VLT") to reserve status. This drilling program started in February 2026 and is to be completed in May 2026. The additional reserve will be incorporated into the DFS. Additionally, piezometer and geotechnical drilling have started within the Yerington pit area. This drilling started in March 2026 and is to be completed June 2026. These drilling programs are designed to advance the understanding of groundwater conditions, optimize pit slope design and stability analysis, and advance environmental and permitting workstreams.

Current wording

Multiple drilling campaigns were undertaken to de-risk and optimize project design. Infill drilling commenced in February 2026 to upgrade the mineral resource of the Vat Leach Tailings ("VLT") and was completed in May 2026, totaling 2,575 ft in 23 drill holes. Additionally, piezometer and geotechnical drilling have started within the Yerington pit area. This drilling started in March 2026 and was completed in June 2026, totaling 13,026 ft in 14 drill holes. Geotechnical drilling was also undertaken within the MacArthur pit area, totaling 2,052 ft in four drill holes. These drilling programs are designed to advance the understanding of groundwater conditions, optimize pit slope design and stability analysis, and advance environmental and permitting workstreams.

Previous wording

For the three months ended March 31, 2026, the Company reported net loss of $6,393, primarily driven by non-cash $3,755 loss in investment of Falcon Copper Corp. ("FCC") and $2,677 fair value loss on derivative liabilities.

Current wording

For the six months ended June 30, 2026, the Company reported net loss of $10,478, primarily driven by non-cash $7,438 loss in investment of Falcon Copper Corp. ("FCC") and $2,677 fair value loss on derivative liabilities.

Previous wording

In January 2026, the Company also received $557 cash dividend from Falcon Butte Minerals Corp. in connection with the disposal of its shares in December 2025.

Current wording

In January 2026, the Company also received $557 cash dividend from Falcon Butte Minerals Corp. in connection with giving up the Company's economic interest in Falcon Butte Minerals in December 2025.

Previous wording

Cash on hand is approximately $29,250 as of May 15, 2026.

Current wording

Cash on hand is approximately $23,162 as of August 7, 2026.

Previous wording

The following table summarizes the Company's cash flow for the three months ended March 31, 2026, and 2025:

Current wording

The following table summarizes the Company's cash flow for the six months ended June 30, 2026, and 2025:

Previous wording

Year to date the Company has received aggregate proceeds of $1,214 from the exercise of stock options and warrants.

Current wording

Year to date the Company has received aggregate proceeds of $1,213 from the exercise of stock options and warrants.

Previous wording

76,090,965 stock options, exercisable at prices ranging from CAD 0.07 to CAD 0.245, with expiration dates between June 18, 2026 and September 8, 2030; and

Current wording

74,340,965 stock options, exercisable at prices ranging from CAD 0.07 to CAD 0.245, with expiration dates between June 18, 2026 and September 8, 2030; and