DynaResource, Inc. entered into privately negotiated Securities Purchase Agreements on September 1, 2026, to sell securities to a group of investors. The company sold a total of 6,666,666 units to the purchasers for aggregate sales proceeds of $3,000,000.

Each unit consists of one share of the Company’s common stock and a warrant to purchase one share of common stock. The common stock was sold at a price of $0.45 per share, while the warrants have an exercise price of $0.51 per share.

The exercise of the warrants is contingent upon the Company obtaining stockholder approval and filing an amendment to its Amended and Restated Certificate of Incorporation. This amendment is intended to either increase the Company’s authorized shares of common stock or effect a reverse stock split to ensure there are sufficient authorized shares to accommodate the warrant exercises and existing share reserves.

The purchasers include Golden Post Rail, LLC, Ocean Partners UK Limited, Gareth Nichol, Jay Redlingshafer, Smith First Family L.P., Dale Petrini, and Doug Metcalf. In connection with the transaction, Golden Post Rail, Ocean Partners UK Limited, and Gareth Nichol entered into voting agreements to vote their shares in favor of the required amendment.

Additionally, Golden Post Rail waived certain preemptive and antidilution rights, and certain other stockholders agreed to waive reservation requirements and covenanted not to exercise or convert certain derivative securities for a period of 120 days following the closing of the offering.