Northern Dynasty Minerals Ltd.

06/23/2025 | Press release | Distributed by Public on 06/23/2025 13:01

NORTHERN DYNASTY MINERALS LTD. (the 'Company') (Form 6-K)

NORTHERN DYNASTY MINERALS LTD.
(the "Company")

The Company reports that the following matters were voted upon by the Shareholders of the Company at the annual general meeting of the Company held on June 19, 2025 (the "Meeting").

1. The following directors were elected at the Meeting, with the following voting results for each nominee:

DIRECTOR FOR % WITHHELD %
Ronald W. Thiessen 120,671,698.00 97.38% 3,243,376 2.62%
Robert A. Dickinson 120,175,298.00 96.98% 3,739,776 3.02%
Desmond M. Balakrishnan 83,674,010.00 67.53% 40,241,064 32.47%
Christian Milau 119,770,884.00 96.66% 4,144,190 3.34%
Kenneth W. Pickering 119,914,638.00 96.77% 4,000,436 3.23%
Wayne Kirk 119,282,880.00 96.26% 4,632,194 3.74%
Siri C. Genik 120,203,624.00 97.00% 3,711,450 3.00%
Isabel Satra 120,156,407.00 96.97% 3,758,667 3.03%
Josie Hickel 120,550,554.00 97.28% 3,364,520 2.72%

2. Deloitte, Chartered Professional Accountants, were appointed auditor of the Company. Shares voted in person and by proxies received represented 229,447,472 (99.03%) votes FOR and 2,254,296 (0.97%) votes WITHHELD.

3. The ordinary resolution to approve the Amended and Restated Option Plan dated for reference May 2, 2025, was passed. Shares voted in person and proxies received represented 86,245,550 (69.60%) votes FOR and 37,669,524 (30.40%) votes AGAINST.

4. The ordinary resolution to approve Amended and Restated Non-Employee Directors Deferred Share Unit Plan was passed. Shares voted in person and proxies received represented 114,714,986 (92.58%) votes FOR and 9,200,088 (7.42%) votes AGAINST.

5. The ordinary resolution to approve the Shareholder Rights Plan Agreement between the Company and Computershare Trust Company of Canada, dated as of May 10, 2016 and as amended and extended June 19, 2025 for a further three years was passed. 117,785,972 (95.05%) votes FOR and 6,129,102 (4.95%) votes AGAINST.

- 2 -

There were non-votes recorded (but not voted) on each resolution as follows: 107,786,694 non-votes on the resolutions to elect each director, the approval of the Amended and Restated Share Option Plan, approval of the Amended Deferred Share Unit Plan and the Renewal of the Shareholder Rights Plan, respectively. Non-votes are discretionary votes given to a broker by a US beneficial holder not allowed under Canadian Securities Regulations.

Northern Dynasty Minerals Ltd. published this content on June 23, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on June 23, 2025 at 19:02 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]