Mr. Duane Nelson reports

RZOLV TECHNOLOGIES APPOINTS VETERAN MINING EXECUTIVE JOHN C. MCCONNELL TO BOARD OF DIRECTORS AND GRANTS STOCK OPTIONS

Rzolv Technologies Inc. has appointed John C. McConnell to its board of directors, effective July 14, 2026.

The appointment strengthens the company's governance, technical oversight and mining industry experience as Rzolv advances the independent validation, scale-up and potential commercialization of its non-cyanide hydrometallurgical platform for the recovery of gold, silver and selected critical minerals.

About John C. McConnell

Mr. McConnell is a mining executive with more than 40 years of experience in mine development, operations, corporate leadership, project financing and governance. Throughout his career, he has led the advancement of major mining projects from exploration through permitting, financing, construction and commercial production, while raising more than $1-billion (U.S.) in capital to support project development and corporate growth.

Mr. McConnell is currently chief executive officer of 44984 Capital, a private investment company focused on strategic investments across the global mining sector, primarily focused on gold, silver and copper. Investments include exploration, development and production issuers, both public and private.

Mr. McConnell most recently served as president, chief executive officer and director of Victoria Gold Corp., where he led the acquisition, development, financing, construction and operation of Victoria Gold's Eagle gold mine in the Yukon territory. Under his leadership, Eagle became Canada's newest large-scale gold mine and one of the Yukon territory's most significant private-sector investments, producing approximately 180,000 ounces of gold annually while establishing strong partnerships with first nations, governments, investors and local communities.

Prior to Victoria Gold, Mr. McConnell served as president and chief executive officer of Western Keltic Mines Inc., as vice-president of Northwest Territories projects for De Beers Canada Inc., where he led the development of the Snap Lake diamond mine, and held senior management positions with Winspear Diamonds Inc., Breakwater Resources Ltd. and Strathcona Mineral Services Ltd. His experience spans mine engineering, project development, operations, mergers and acquisitions, corporate finance, environmental and regulatory permitting, stakeholder engagement, and corporate governance across gold, silver, base metals and diamond projects.

He has also served on the boards and board committees of numerous public and private resource companies and industry organizations, contributing extensive experience in governance, technical oversight, risk management, sustainability and long-term shareholder value creation.

Mr. McConnell holds a bachelor of science in mining engineering from the Colorado School of Mines. He is the recipient of the 2024 PDAC Viola MacMillan award, the 2023 AME Murray Pezim award and the 2022 AME E.A. Scholz award in recognition of his contributions to the Canadian mining industry.

Management commentary

"We are very pleased to welcome John to the Rzolv board," said Duane Nelson, president and chief executive officer of Rzolv. "John has spent more than four decades advancing major mining projects through permitting, financing, construction and commercial production. His experience, technical knowledge and relationships throughout the mining industry, governments, first nations and capital markets will be extremely valuable as Rzolv moves into its next phase of development.

"Rzolv is advancing a potentially important alternative to conventional cyanide-based gold recovery," continued Mr. Nelson. "John's first-hand experience in mine development, heap leach operations, environmental assessment, stakeholder engagement and project finance will significantly strengthen our board as we pursue independent validation, strategic partnerships and commercial-scale opportunities."

"I am pleased to join the board of Rzolv Technologies," said Mr. McConnell. "The mining industry requires practical technologies that can improve metal recovery while addressing the environmental, regulatory and operational challenges associated with conventional processing. Rzolv is developing an innovative non-cyanide hydrometallurgical platform, and I look forward to working with Duane, the board and the company's technical team as the technology advances through independent testing, scale-up and commercialization."

Grant of stock options

In connection with his appointment, the board has approved the grant to Mr. McConnell of 250,000 incentive stock options.

The company has also approved the grant of an aggregate of 767,117 incentive stock options to certain directors, officers, employees and consultants of the company in recognition of their continuing contributions and to further align their interests with the long-term interests of the company and its shareholders.

The options are exercisable at a price of 35 cents per common share for a period of five years and will expire on July 14, 2031. The options will vest immediately and were granted in accordance with the terms of the company's omnibus incentive plan and the policies of the TSX Venture Exchange.

Amendment to termination clause

Effective July 14, 2026, the company approved certain amendments to the termination clauses within the executive employment agreement for Reza Kafaei, the company's chief innovation officer. Pursuant to the amendment, if the CIO is terminated without just cause, the company will pay the CIO two times annual compensation plus two times the average annual bonus paid, if any, during the last three full years of employment immediately upon such termination, and all incentive securities granted to the CIO shall immediately vest and be exercisable in accordance with the company's omnibus incentive plan.

About Rzolv Technologies Inc.

Rzolv is developing a water-based, non-cyanide hydrometallurgical platform for the recovery of gold, silver and selected critical minerals from ores, concentrates, refractory materials, spent heap leach pads, tailings and legacy process residues.

The Rzolv platform is designed to operate under controlled aqueous conditions and to integrate with established metal recovery technologies, including activated carbon, ion exchange and electrowinning. The company's development strategy emphasizes feed-specific metallurgical testing, independent third party validation, closed-loop solution management, and progressive scale-up from laboratory testing through pilot and field demonstration programs.

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