Gold Reserve Announces Settlement of certain Contingent Value Rights and Bonus Entitlements

Executive Summary

• Gold Reserve Ltd. will pay a total of $4.86 million to settle approximately 20% of its outstanding bonus‑plan obligations and about 28% of its contingent value rights (CVRs).
• The settlement offers were open to participants from February 2026 until March 9 2026, and the accepted offers trigger the cash payment.
• The transaction is presented as a step toward “pragmatically clean‑up[ing] our capital structure” following recent geopolitical events in Venezuela.

Key Details

• Settlement Amount: $4.86 million cash payable to bonus‑plan participants and CVR holders.
• Scope of Settlement: ~20% of the company’s outstanding contingent obligations under its 2012 Bonus Plan; ~28% of the outstanding obligations under the 2012 CVRs.
• Offer Period: February 2026 – March 9 2026.
• Purpose Statement: Management indicated the settlement is intended to reduce and simplify the capital structure, especially in light of recent events in Venezuela.
• Participants: All eligible Bonus Plan participants and CVR holders were invited; a subset accepted the offers.
• Impact on Shareholders: The cash out reduces future dilution risk from the bonus plan and CVRs, potentially improving shareholder equity position.

Notable Quotes

“We began this process initially prior to the recent change in events in Venezuela as we wanted to begin to pragmatically clean‑up our capital structure,” – Paul Rivett, Vice Chair of Gold Reserve.