Paramount Gold Nevada (PZG) Proxy filing summary

Executive summary

• Virtual annual meeting scheduled for Dec. 10, 2026; agenda includes seven director elections and ratification of Baker Tilly US, LLP for FY ending June 30, 2027.

• Meeting presentation planned to update stockholders on Grassy Mountain and Sleeper Gold project progress and the outlook.

Voting matters and shareholder proposals

• Board unanimously recommends FOR all seven director nominees and FOR Baker Tilly’s appointment; directors serve one-year terms.

• Director election requires a majority of votes properly cast; withholds count against nominees, while broker non-votes have no effect.

• Auditor ratification requires a majority of shares present or represented and entitled to vote; abstentions count against the proposal.

• For the 2027 annual meeting, Rule 14a-8 proposals are due by July 2, 2027; nominations and other business notices are due Aug. 12–Sept. 11, 2027, assuming the meeting follows the bylaw schedule.

Board of directors and corporate governance

• Seven directors stand for election; six are identified as independent, with Rudi Fronk as non-executive chair and Rachel Goldman as CEO, separating the chair and CEO roles.

• The Board has six standing committees; during FY ended June 30, 2026, the Board met five times, the Audit Committee four times and the Technical Committee twice.

• The Corporate Governance and Nominating Committee considers stockholder-recommended candidates and assesses expertise, participation, stockholder representation and diversity of viewpoints.

• A Board-adopted Code of Ethics applies to directors and employees, including the principal executive and financial officers; insider-trading policies govern securities transactions.