Element One Hydrogen & Critical Minerals Completes $471,000 Second-Tranche Private Placement at $0.15 Per Unit

Details of the $471,000 Second-Tranche Private Placement and Unit Structure

Element One Hydrogen & Critical Minerals Corp. finalized the second tranche of its non-brokered private placement on July 13, 2026, raising gross proceeds of $471,000 through the issuance of 3,140,000 units at $0.15 per unit. This price point was highlighted as a key feature of the offering.

Each unit comprises one common share and one transferable share purchase warrant, allowing the holder to purchase an additional common share at $0.20 per share within 36 months of closing. No finders' fees were paid for either tranche, ensuring the company retains full gross proceeds before regulatory or legal expenses.

Insider Subscription Reflects Confidence in Company Outlook

Significantly, all units in this tranche were purchased by Element One's directors and officers, emphasizing insider confidence in the company’s prospects. The announcement explicitly states, "the Units have been purchased by Directors and Officers of the Company," marking this tranche as fully insider-subscribed. While this may signal management’s positive outlook, investors should note insider participation does not guarantee future results.

Specifically, two insiders subscribed for $240,000 worth of units out of the total $471,000 raised. These participants are classified as "Insiders" under securities regulations, prompting related-party disclosure as detailed below.

Related-Party Transaction Compliance Under MI 61-101

Because two insiders subscribed for $240,000 in units, this constitutes a related-party transaction under Multilateral Instrument 61-101 (MI 61-101) 94 Protection of Minority Security Holders in Special Transactions. This Canadian regulatory framework protects minority shareholders in transactions involving related parties.

The company applied exemptions from formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(a) of MI 61-101, based on insider participation being less than 25% of the company’s market capitalization. Element One confirmed it will file a material change report regarding this related-party transaction as required.

Four-Month Hold Period Applies to All Securities Issued

All securities issued in both tranches of the private placement 94 including units, underlying common shares, and shares issued upon warrant exercise 94 are subject to a statutory hold period of four months plus one day from the closing date. This is a standard restriction in Canadian private placements, limiting trading of these securities during that time.

The hold period applies to units as a whole, preventing transfer or sale of either shares or warrants until expiration. Although the warrants are transferable, trading restrictions remain in place throughout the hold period.

Allocation of Proceeds Toward Research, Marketing, and Administrative Costs

Element One stated that proceeds from both private placement tranches will fund ongoing research, marketing initiatives, and general administrative expenses. This aligns with the company’s current stage as an explorer and early commercializer of natural hydrogen and critical minerals, where corporate development, technical studies, and market positioning are key expenditures.

The announcement does not specify exact dollar allocations or timelines for these expenditures. Investors interested in detailed cash usage should monitor upcoming quarterly or annual reports for further insights.

600,000 Stock Options Granted to Marketing Provider PRA I Inc.

Separately, Element One granted 600,000 stock options to PRA I Inc., its marketing service provider announced on June 23, 2026. These options were issued under the company’s omnibus incentive plan, divided into three tranches of 200,000 options each with varying exercise prices and terms.

The first 200,000 options have an exercise price of $0.20 per share, exercisable for 12 months from issuance. The second tranche is exercisable at $0.40 per share for 12 months, and the third tranche at $0.60 per share for the same period. All options vest immediately, and shares issued upon exercise will be subject to the standard four-month-plus-one-day hold period.

Issuance of 3,406,667 Restricted Share Units to Company Personnel

Element One also issued 3,406,667 restricted share units (RSUs) to certain officers, directors, and consultants. The announcement does not detail the distribution among recipients. These RSUs vest immediately, and shares issued upon conversion will carry the same four-month-plus-one-day hold period.

The combined grants of options and RSUs represent a significant addition to the company’s share-based compensation, which investors should consider regarding potential dilution and capital structure impacts.

Senior Consulting Geologist Dr. Hosford Scheirer Departs

The company announced the departure of Senior Consulting Geologist Dr. Hosford Scheirer, who is leaving to pursue other opportunities. Element One expressed gratitude for Dr. Scheirer’s contributions to developing geologic hydrogen targets in North America and extended best wishes for her future.

The release does not indicate plans to replace the Senior Consulting Geologist or appoint another geoscience advisor. Dr. Scheirer’s work on geologic hydrogen targets is described as complete, while broader exploration efforts across British Columbia, Washington State, and Alaska continue.

Company Overview: Element One’s Natural Hydrogen and Critical Minerals Focus

Element One Hydrogen & Critical Minerals Corp. is building an integrated North American platform targeting natural hydrogen and critical minerals to advance secure domestic energy and mineral supply chains. Its portfolio includes resource assets in British Columbia, Washington State, and Alaska, combining resource development with proprietary processing technologies and industry partnerships.

The company collaborates with research institutions such as Columbia University and maintains strategic partnerships with industry, Indigenous communities, and government entities. Key focus areas include natural hydrogen exploration, magnesium, and other critical minerals. Element One trades on the Canadian Securities Exchange under the ticker EONE.

Market Reaction and Share Price Context Post-Announcement

Public information at the time did not clarify the immediate share price impact. The private placement price of $0.15 per unit and $0.20 warrant exercise price provide benchmarks for current valuation and insider confidence. Market participants may consider these pricing details alongside insider participation when assessing EONE’s market position on the CSE.

Investors are likely to monitor the combined effects of the RSU issuance, stock option grants to the marketing provider, and insider subscription levels as indicators of Element One’s near-term capital and operational strategies. The forthcoming material change report on the related-party transaction will offer additional regulatory disclosures for investor review.