OTC: COBA

Our wholly-owned subsidiary
Baltum Mineria SpA (“Baltum”) has acquired 6,377 hectares of fully exploitable mining concessions in northern Chile’s
Atacama region in the San Juan District and is pursuing other opportunities to further consolidate mining rights in the district. The
San Juan mining district, which includes the La Cobaltera and El Cofre areas, has been identified by CORFO, the Chilean governmental agency
responsible for the country’s economic development, as likely containing the highest quality cobalt assets in Chile. Chile is the
leading copper-producing country in the world with the La Cobaltera and El Cofre areas historically supporting the existence of established
and high-quality copper assets. The site is strategically located near robust mining infrastructure, including roads, electricity, water,
and ports.

Our principal business activities
since incorporation have been the assessment, acquisition and consolidation of mining concessions; the exploration of the potential cobalt-copper
resources within the concessions, including geophysics, geochemistry, drilling, IP surveys and AI pilot studies; developing an accelerated
phased implementation plan to generate revenue as quickly as possible; establishing off-take and downstream refining relationships; developing
and advancing our ESG strategy; building our board, management team, and governance systems; and raising capital.

Our commercial priorities
are to have funding lined up to allow for timely development, when appropriate, and to put in place the necessary downstream processing
relationships. Related to funding for development, efforts include a potential debt-related package of up to $317,400,000 pursuant to
a June 4, 2024, and further extended, non-binding letter of interest we received from the Export-Import Bank of the United States. Whereas,
related to the downstream processing objectives, we envision a three-way strategic partnership between the Company, Glencore and US Strategic
Metals (“USSM”) to establish an Americas-centric cobalt and copper supply chain, connecting Chilean Cobalt’s La Cobaltera
and El Cofre cobalt-copper projects in Chile with USSM’s integrated critical minerals processing site in Missouri, USA - which may
include development of a dedicated processing line for our concentrate at USSM’s site. Our partnership with USSM and Glencore is
expected to strengthen US critical minerals supply chains while providing a sustainable and traceable source of raw materials for the
growing domestic lithium-ion battery manufacturing capacity and high-performance metal alloy markets.

On September 6, 2024, and
then extended on September 5, 2025, we put in place a non-binding LOI with USSM to process and refine cobalt and copper concentrate we
expect to produce. Refined outputs from USSM are expected to be used in cobalt metal, battery chemical intermediate products, and/or other
products critical for the production of advanced materials and energy technologies. We are working with USSM to define final terms and
conditions for downstream processing. In addition, on November 11, 2025, we signed a Deed of Undertaking with a subsidiary of Glencore
plc (“Glencore”) whereby Glencore has been granted a right of first and last refusal to purchase cobalt and copper product
from the La Cobaltera and El Cofre projects, which it expects to ship to the United States or U.S. Free Trade Agreement countries.

Chilean Cobalt is participating
in a research and development (“R&D”) project awarded through CORFO to evaluate the technical and environmental feasibility
of recovering cobalt and copper from legacy waste piles at the La Cobaltera site. The project is funded through a $3,000,000 grant from
Albermarle Limitada, the industry sponsor of the CORFO R&D project-selection process. This project remains in the research and evaluation
stage and does not involve operational activities or changes to the our current permitting requirements. Our support equates to approximately
21% of the overall consortium-required support contribution of $950,000 toward the project. The other key participants in the consortium
of project sponsors are Universidad Andres Belo, through its Center for Systems Biotechnology, Pucobre (SSE: PUCOBRE), a Chilean copper
mining company listed on the Santiago Stock Exchange, and ENAMI, Chile’s state-owned mining company.

1

We remain aware of and are
investigating other critical minerals opportunities particularly in Chile. On January 8, 2026, we entered into a binding earn-in and option
agreement with NeoRe SpA, a privately-held Chilean company to acquire approximately 6,300 hectares of mining concessions (the “Properties”)
within the coastal belt region near Concepcion Chile with an ionic adsorption clay-style rare earth elements system enriched with yttrium,
neodymium, dysprosium and terbium elements critical to defense and advanced manufacturing supply chains. While contributing to the project,
Chilean Cobalt earns credit toward a net smelter return (“NSR”) royalty, with percentage depending on the extent of the contribution
and the progress of the project. After the project achieves certain developmental milestones, we would then have an option to acquire
the Properties through the relinquishment of the NSR royalty and payment of equity-based consideration.

We are committed to building
a mature, transparent, and continuously improving ESG framework that supports responsible development and long-term value creation. Responsible-sourcing
and ESG-assurance frameworks such as IRMA and Digbee increasingly shape the expectations of downstream customers, investors, and supply-chain
partners. In 2025, the Board approved the adoption of the Digbee and IRMA ESG frameworks, and we completed our first independent Digbee
ESG assessment in July 2025. We continue to strengthen our governance and ESG systems, including the Board’s adoption in principle
of a new governance framework in March 2026, which is intended to support enhanced oversight, disclosure readiness, and our consideration
of an uplisting to a national securities exchange in 2026.

We have not generated revenues
to date. Our limited operations have included the formation of our Company and our wholly-owned subsidiary Baltum, oversight of cobalt
exploration activities, business development activities and sustainability framework development activities. These limited operations
have been funded by capital raised through the issuance of our common stock, preferred stock, and debt.

From December 4, 2017 through
March 31, 2026, we raised a total of $34,145,547 from accredited investors through the issuance of our common stock, preferred stock,
and debt, net of $247,500 of direct and incremental costs of equity raising. This total does not include the $56,272 of stock-based compensation
inferred by the issuance of 216,429 shares for the retainer for services provided by Collingwood Capital Partners AG at $0.26 per share
on March 19, 2024, the $1,890,000 of stock-based expenditures inferred by the issuance of 4,500,000 shares for 3,742 hectares of full
exploitation mining concessions acquired from Cobalt Chile SpA at $0.42 per share on September 12, 2025 or any other non-cash amounts
for other stock-based compensation, dividends paid-in-kind or similar.

We have limited business operations
and have achieved losses since inception. We have been issued a going concern opinion from our auditors as a result of not generating
sufficient business to date.

Our monthly “burn rate,”
the amount of expenses we expect to incur on a monthly basis, is approximately $404,000 for a total of $4,848,000 for the following 12
months. We have relied and will continue to rely on capital raised from third parties to fund operations during the upcoming 12 months
and we have plans to potentially raise $20,000,000 or more in 2026, potentially as part of an uplisting to a national securities exchange.
We expect to be able to further our acquisition and exploration plans, if we are successful in raising the anticipated working capital.
However, there can be no assurance that we will be successful in securing additional capital, timely or at all, and if we are able to
if there will be favorable terms.

At this time, we have not
submitted an application to any national securities exchange, and do not have a definitive timeline for doing so. Any decision to pursue
such a listing would be subject to, among other factors, our ability to satisfy applicable listing requirements, market conditions, and
any necessary authorizations by our board of directors. There can be no assurance that we will pursue or complete an uplisting to a national
securities exchange, and if we do pursue an uplisting, if it will be timely or successful.

In order to complete our plan
of operations, which entails proving out feasibility, commencing production and generating saleable product, we estimate that approximately
$400 million in funds will be required.

For
the years ended December 31, 2025 and 2024, we generated no revenues and reported net losses of $3,263,140 and $882,574, respectively,
however, $1,882,082 of the 2025 loss was related to a one-time, non-cash charge for impairment of mining concessions, and negative cash
flow from operating activities of $1,146,473 and $718,275, respectively. Our management has concluded that our historical recurring losses
from operations and negative cash flows from operations as well as our dependence on securing private equity and other financings raise
substantial doubt about our ability to continue as a going concern and our auditor has included an explanatory paragraph relating to our
ability to continue as a going concern in its audit reports for the fiscal years ended December 31, 2025 and 2024. As noted in our audited
financial statements included elsewhere in this Annual Report on Form 10-K, we had an accumulated stockholders’ deficit of approximately
$36,645,952 and recurring losses from operations as of December 31, 2025. See “Risk Factors - We have a history of operating
losses and our management has concluded that factors raise substantial doubt about our ability to continue as a going concern and our
auditor has included an explanatory paragraph relating to our ability to continue as a going concern in its audit report for the fiscal
years ended December 31, 2025 and 2024.”

2

Our Market Opportunity

Our market opportunity is
driven by the dramatic growth in lithium-ion battery applications and greater electrification, as well as advanced superalloy markets.

Over the past few decades,
the development of lithium-ion battery technology has revolutionized the way the world powers devices, from smartphones and tablets to
electric vehicles and grid-level energy storage solutions. From initial development in the 1980s, lithium-ion battery technology has rapidly
advanced due to high energy density, long lifespan, and ability to efficiently recharge. As global demand continues to increase for portable
electronic devices, electric vehicles (EVs) and other forms of transportation, and other renewable energy solutions, these batteries have
become important components in many products and industries.

It is estimated that lithium-ion
battery demand will grow by about 27% per year through 2030, and most of this growth will be driven by mobility outside of China. This
rate of growth is significant, and affects many different raw materials.

Lithium-ion Battery Demand
is Expected to Grow by about 27%

Annually to Reach around
4,700 GWh by 2030

Source: McKinsey & Company,
Battery 2030: Resilient, sustainable, and circular, January 16, 2023 Article, Exhibit 1

Of course, there are different
chemistries for lithium-ion batteries, based on applications and consumer tastes and preferences. Due to cobalt’s ability to enhance
the energy density, stability, and longevity of a lithium-ion battery, it is used in several specific battery chemistries. The addition
of cobalt helps provide thermal stability for the structure of the battery cathode, which increases the battery’s lifespan and avoids
the risk of overheating and fires. Cobalt also contributes to greater energy density, which makes cobalt-containing batteries ideal for
smaller, lighter applications such as smartphones, tablets, and electric vehicles.

3

The current split of battery
chemistries is divided almost evenly between cobalt-containing cathodes (NCM, nickel-cobalt-manganese; NCA, nickel-cobalt-aluminum; and
LCO, lithium-cobalt oxide) and cathodes without cobalt (LFP, lithium-iron-phosphate).

Source: The Cobalt Institute,
2025

Cobalt’s use in batteries
has been reduced on average due to it being one of the single most expensive raw materials for manufacturing a lithium-ion battery, and
due to the majority of cobalt being sourced from the Democratic Republic of the Congo (DRC), a jurisdiction that suffers from poor environmental
standards and unsavory employment practices (including forced labor) at some cobalt mining operations.

Despite these successful efforts
to reduce cobalt’s use in various battery chemistries, the aggregate growth in demand has outpaced the drop in cobalt use per unit.
Benchmark Mineral Intelligence estimates that cobalt usage in cathode chemistries from 2020 to 2026 is expected to decrease by 60%, but
overall cobalt demand is expected to increase by 4x.

4

Cobalt Demand (tpa) vs
Average Cobalt Density in Battery Cells (kg/kWH)

Source: Benchmark Mineral
Intelligence, 2019

While this chart has not been
updated recently, and the absolute figures are somewhat outdated, we believe it serves to illustrate an important dynamic. While cobalt
intensity in an average EV battery has declined over time, the aggregate growth in demand has outpaced this ‘thrifting,’ and
is expected to continue. Due to this rapid growth, cobalt demand from the lithium-ion battery sector has outpaced demand from all other
sectors, with battery demand (EV + portables) now making up over 70% of total annual cobalt demand.

5

Cobalt Demand by Sector
(kt)

Source: The Cobalt Institute,
Cobalt Market Update Overview Q4 2025, by Benchmark Mineral Intelligence

6

Cobalt Demand (LHS) and
Annual Growth (RHS) by Major End Use (kt)

Source: The Cobalt Institute,
Cobalt Market Update Overview Q3 2025, by Benchmark Mineral Intelligence

7

Similar to cobalt, the copper
market presents another opportunity for Chilean Cobalt, although the copper market is much larger (nearly 10x larger), and with more diverse
end markets. While there is some copper used in lithium-ion batteries in the form of copper foil, this is not a large driver of demand.
Instead, electrification is the largest driver, with 37% of world copper demand being used in electrical grids, followed by construction
and appliances – both of which include copper wiring and coils that are used in electrical applications.

Copper Consumption by End
Use

Source: RBC Capital Markets,
2025

8

One of the new sources of
demand for copper, particularly for electrification and related infrastructure, is coming from the construction of data centers being
built and planned to support greater development of artificial intelligence (AI) processing capacity. This segment of demand is expected
to grow significantly, starting from very low levels, with potential to more than double before the end of the decade.

US Data Center Capacity
Additions (gigawatts)

Source: Aterio, Goldman Sachs
Global Investment Research, Goldman Sachs Commodities Research, December 18, 2025

9

Our Planned Products

We are a primary cobalt and
secondary copper resource exploration and development company with operations in northern Chile. Chile is the leading copper-producing
country in the world. Additionally, we have an option to acquire and develop a project to produce rare earth elements through operations
in south-central Chile.

Our Strengths

Experienced, Proven Management Team

Our management team and partner network have extensive
industry, process, financial, and sustainability expertise and a proven track record of analyzing, negotiating, structuring, financing,
and progressing project development within the junior mining and exploration space.

Positive Jurisdiction for Investments

Our operations are located
in Chile, a mining-friendly jurisdiction that has free trade agreements, economic association and cooperation agreements in place with
many Western countries, including the US. We have fostered good industry and government relations. Chile has a longstanding mining history
and it has very good infrastructure in terms of roads, water and electricity.

Quality of Primary Cobalt Project and Potential
Producer of Cobalt outside of the DRC and Indonesia

Our management believes that
we hold a potentially world-class, scarce mining project with a robust demand profile in a stable geopolitical and regulatory environment.
Security and reliability of supply is critically important for EV battery and car manufacturers yet global cobalt supply is heavily concentrated
in jurisdictions – particularly the DRC and Indonesia -- that may pose elevated risks related to political instability, regulatory
uncertainty, and government intervention in mineral markets. Downstream consumers may also face risks related to infrastructure constraints,
labor disruptions, or changes in taxation or royalty regimes in these jurisdictions, as well as heightened scrutiny from customers, regulators,
and civil-society organizations regarding responsible-sourcing practices, human-rights due diligence, and environmental impacts. These
factors can increase the risk of supply interruptions, compliance costs, or reputational exposure for companies dependent on cobalt from
the DRC or Indonesia. In contrast, sourcing from Chile may offer downstream customers a more stable geopolitical and regulatory environment,
supported by established legal frameworks, transparent permitting systems, and lower exposure to abrupt policy changes or conflict-related
disruptions. Chile’s institutional stability and governance structures may reduce the risk of unanticipated supply interruptions
relative to jurisdictions with higher political or regulatory volatility. As a result, customers seeking diversified, reliable, and responsibly-sourced
cobalt supply may view Chilean production as a means of mitigating concentration risk associated with dependence on the DRC and Indonesia,
where geopolitical dynamics, regulatory uncertainty, and infrastructure constraints can materially affect supply continuity.

Only one primary cobalt mine
operates globally (Bou Azzer mine in Morocco). Morocco is not even in the top 10 list for cobalt production by country. In 2024, 76% (220
kilotonnes) of global cobalt supply was sourced from the Democratic Republic of the Congo (“DRC”), according to the US Geological
Survey (“USGS”). It is estimated that as much as one-fifth of the cobalt mined in the DRC comes from small-scale artisanal
mines, many of which rely on forced labor. In 2025, the DRC government instituted a series of policies aimed at supporting cobalt prices
and incentivizing investment in the domestic supply chain by restricting exports. This policy was first introduced as an outright export
ban, which was later replaced by a strict quota system, which has already pushed the market into a deficit, according to the Cobalt Institute.
In 2024, Indonesia was second in production with almost 28,000 tonnnes (10%). It is believed the production in Indonesia could potentially
increase a further five-fold by 2030, but more concerning, the process used to extract cobalt is through high pressure acid leaching (“HPAL”),
which has negative environmental repercussions for the island nation and its neighbors. Similar to the DRC, Indonesia has also instituted
policies to restrict production, though their primary focus in on nickel, which has suffered from weak prices due to overproduction, largely
from new projects in Indonesia. The new nickel ore quota system will limit the growth of nickel supplies, and will also limit the growth
of cobalt supplies, as it is a byproduct of the primary nickel production. Historical mine operations and production data associated with
the San Juan District in Chile lowers the risk that would be associated with a greenfield project and likely increases the speed of execution.
The resource has the potential to be a Tier-1 asset, and the unique characteristics of the spatial layout of the resource allow for effective
use of multiple mining techniques and processing technologies.

Low-Cost Provider, Extensive Process Technology
and Know-How

Our operating team, including
its outside consultants, is comprised of a host of professionals with decades of financial, geological, mining and corporate responsibility
and sustainability experience and expertise. As we add to the overall La Cobaltera and El Cofre strategic plan, the scope of our services
and materials will expand, providing opportunities to increase the pipeline.

10

Culture of Safety and Sustainability

Safety and sustainability
are foundational to our business strategy and central to how we intend to develop and operate our projects. We are building a mature
ESG framework grounded in continuous improvement, transparency, and responsible-sourcing expectations across the critical-minerals supply
chain. We are designing and developing our ESG systems based on the Initiative for Responsible Mining Assurance (“IRMA”)
and Digbee ESG frameworks, both of which were formally adopted by the Board in 2025. These frameworks provide clear definitions of responsible
practice and independent mechanisms to evaluate performance against those expectations, helping reduce operational and reputational risk
for downstream customers and investors. We believe that this commitment to responsible practices and credible ESG assurance will be an
important differentiator for customers seeking reliable, transparent, and responsibly sourced cobalt and copper.

Governance Maturity and Transparency

We are developing a governance
framework designed to support disciplined oversight, transparent decision-making, and long-term value creation. In 2026, the Board accepted
in principle a new governance framework intended to strengthen Board-level oversight, clarify roles and responsibilities, and enhance
disclosure readiness in anticipation of our consideration of an uplisting to a national securities exchange. The Board also delegated
to Management the development of the management-level roles, processes, and documentation systems needed to operationalize the Framework,
with the expectation that refined versions will be returned to the Board for review as we advance. Our governance systems are informed
by recognized ESG-assurance frameworks, including IRMA and Digbee, which establish clear expectations for governance quality and provide
independent verification of progress. By building governance maturity early in our development, we aim to reduce uncertainty for investors,
improve the reliability of information used in financing and strategic decisions, and support a more stable and predictable operating
environment as we advance toward development.

Our Governance Framework is
designed to build governance maturity from the outset, without the legacy constraints common in more established operators. The Framework
aligns with internationally recognized expectations for responsible business conduct, including OECD due-diligence principles, UN guidance,
and the responsible-sourcing and transparency requirements embedded in our offtake arrangement with Glencore. It is intentionally scalable,
providing a structured roadmap for strengthening oversight, risk management, and disclosure as we advance toward development and potential
uplisting. By integrating responsible-sourcing governance, independent oversight, and continuous-improvement mechanisms into a unified
system, the Framework supports commercial credibility, reduces perceived risk for investors and partners, and enhances our readiness for
future capital formation and participation in an Americas-based critical-minerals supply chain.

Management Experience

Our management team, including
management advisory consultants, has extensive experience in financial asset management, energy materials and deal structuring. Specifically,
we have significant experience in energy materials, from resource exploration and development through commercialization and closure.

Duncan T. Blount, Board
Chairperson and Chief Executive Officer of Chilean Cobalt, is responsible for our leadership and all strategic aspects of the business.
Mr. Blount has nearly 20 years of experience focused on global natural resources. Prior to Chilean Cobalt, Mr. Blount served as Chief
Executive Officer and Director of Decklar Resources, Inc. (TSX-V:DKL), a Canadian-listed independent oil and gas company operating in
Nigeria, including the producing Oza field (OML 11) and development of the Asaramatoru field (OML 11) and Emohua field (OML 22). Prior
to its rebranding, Decklar Resources, Inc. operated as Asian Mineral Resources Ltd., developer, owner, and operator of the Ban Phuc nickel-copper-cobalt
mine in northern Vietnam, the country’s first modern base metals mine and production facility.

Before moving into corporate
executive leadership, Mr. Blount spent a decade in investment management, specializing in natural resources in emerging markets. He held
key roles at Redwheel (formerly RWC Partners Ltd.) and Everest Capital Ltd., where he managed analysis and portfolio strategies focused
on commodities and natural resource assets.

Mr. Blount also serves as
a Non-Executive Director of American Tungsten Corp. (CSE:TUNG; OTCQB:TUNGF), which is advancing the past-producing IMA Mine Project in
Idaho, and as a member of the Advisory Board of Ocean Minerals LLC, a private deep-ocean minerals exploration and development company
advancing the Moana-1 polymetallic nodule project in the Cook Islands Exclusive Economic Zone.

He holds an MBA from the Thunderbird
School of Global Management in Glendale, Arizona and a BA in Language and World Trade from Samford University in Birmingham, Alabama.

Jeremy McCann Chief
Operating Officer and Founder of Chilean Cobalt, is also the Chief Operating Officer and a Founder of Genlith Inc., a venture holding
company focused on new energy investments. Since 2017, he has been responsible for leading most U.S.-based operational aspects of our
business. Prior to co-founding the Company, Jeremy served as Chief Operating Officer of Schooner Investment Group LLC from 2008-2017,
a registered investment advisor to multiple mutual funds. He holds a B.S. in Finance from McGill University.

11

Jim Van Horn, Chief
Financial Officer of Chilean Cobalt, is responsible for all financial aspects of the business. Prior positions include Interim Chief
Financial Officer and Chief Compliance Officer - Sigma for Mercer Global Advisors and Chief Financial Officer and Chief Compliance Officer
for Sigma Investment Management Company. Jim received a post-baccalaureate certificate in Accounting from Portland State University in
Portland, Oregon and graduated with a B.S. in Chemical Engineering from Oregon State University in Corvallis, Oregon. Jim has maintained
his Certified Public Accounting license with the State Board of Accountancy for the State of Oregon since May 1999.

Andy Sloop, Chief
Sustainability Officer and Director of Chilean Cobalt, is responsible for our ESG strategy, sustainability policies, governance systems,
and stakeholder engagement, and serves as Chair of the Board’s Environmental, Social and Governance (ESG) Committee. He has served
on the Board since October 2021 and as Chief Sustainability Officer since January 2025. In these roles, he led the Board-approved adoption
of the Digbee and IRMA ESG frameworks in 2025, oversaw our first independent Digbee ESG assessment, and directed the development of our
Governance and ESG Framework approved in principle by the Board in 2026.

Prior to joining Chilean Cobalt,
Mr. Sloop served for eight years as Global Director of Zero Waste & Circularity in Nike’s Responsible Supply Chain organization,
where he led global programs focused on manufacturing waste reduction, recycling, resource efficiency, and circular-economy initiatives
across a complex, multinational supply chain. Earlier in his career, he held leadership roles at Metro, the regional government for the
Portland, Oregon metropolitan area, overseeing waste-facility regulation, recycling-market development, green-building programs, toxics
reduction, circular-economy initiatives, Extended Producer Responsibility (EPR), and greenhouse-gas mitigation. He also served as General
Manager of a private recycling company operating under an EPR framework.

Starting in 1997, Mr. Sloop spent seven and a half years in geographic
information systems (GIS) and remote-sensing consulting, leading business development, solution definition, and project delivery across
public-sector and corporate clients. This included working on some of the world’s first internet GIS and enterprise GIS applications
and working for Space Imaging, a joint venture of Lockheed Martin and Raytheon that built and operated the Ikonos satellite, the world’s
first commercial high-resolution earth imaging satellite. He began his career as a newspaper reporter and later served as assistant to
the Environment & Energy Committee in the Oregon Legislature. Mr. Sloop holds a B.A. in Philosophy, Politics and Economics from Pomona
College and an MBA/MPA from the Atkinson Graduate School of Management at Willamette University, and is certified as an ASQ Six Sigma
Green Belt.

Dr. Lawrence W. Snee, Executive
Vice President of Exploration of Chilean Cobalt, is responsible for all exploration-related aspects of the business. He is a Certified
Professional Geologist and Qualified Person with over 40 years of global experience as a specialist in field geology, mineral resources,
petrology, geochemistry, isotope geology, structural geology, tectonics, economic geology, and the geology of world gemstone deposits.
Prior positions include Dr. Snee previously served as Geological Director for John T. Boyd Company, Exploration Manager for Crest International
Investments, and VP of Exploration and Executive Director for Central Asian Minerals and Resources. From 1974 – 2006, he was Research
Scientist and Team Chief Scientist at the US Geological Survey (“USGS”), where he was a manager of over 100 scientists, technicians,
and administrative personnel, including serving as the Chief Scientist for the National Cooperative Geologic Mapping Team in Lakewood,
CO. Dr. Snee has over 300 publications covering a wide range of geologic subjects. He has done geological consulting in the U.S., Afghanistan,
Tajikistan, Egypt, Chile, China, Colombia, Guatemala, Brazil, Mexico, and southeastern Europe. He has supervised more than 50 graduate
students, both U.S. and foreign, and he has hosted two Fulbright Fellows from Pakistan.

Dr. Snee received his PhD and MS in Geology from
The Ohio State University and his BS in Geology, Biology, and Chemistry from Florida State University.

12

Our Industry

Lithium-ion Batteries

The shift to more of an electrified
global economy is already underway. This change is comparable to the industrial revolution and the rise of the internet in the 1990s,
both of which had profound impacts on economics and daily life. Consumer electronics was the first major industry to experience the trend
toward electrification, and now, the growth in electric vehicles (“EVs”) is gaining momentum, with the EV market expected
to experience continued growth in the near-term. Energy grid storage will also play an essential role in supporting the scaling up of
renewable energy sources. This will require large-scale expansion in energy storage capacity. We believe that the best available technology
for doing this now and for the foreseeable future is the lithium-ion battery (“LIB”), especially when weight, size, and range
are major considerations. This is why LIB technology is the energy storage of choice when it comes to e-mobility. Next-generation EV battery
technology is still going to be LIB based, with innovation likely centering on the anode and electrolyte solution rather than the cobalt-containing
cathode. The cathode has seen most of the innovation to date.

Cobalt

Cobalt, a transition metal
found between iron and nickel on the periodic table, is a hard, lustrous, grayish-silver metallic element with low thermal and electrical
conductivity. The unique properties of cobalt and cobalt products are responsible for its extensive applications in energy storage, industrial
and other areas. These characteristics include its high energy density, ability to alloy and impart strength at high temperatures, and
ferromagnetic properties.

Cobalt naturally occurs in
three mineral ore forms: cobaltite, smaltite, and erythrite. Concentration levels of the metal are often too low to be extracted economically,
so it is usually mined as a byproduct of copper or nickel mining, with economically viable concentration levels usually observed between
0.1% and 0.5%. Ore is extracted, processed and converted into either cobalt metal or a cobalt chemical compound and delivered to chemical
manufacturers. Potential chemical compounds include cobalt carbonate, cobalt sulfate, and cobalt salt derivatives. The vast majority of
demand for these compounds comes from the rechargeable battery segment.

Cobalt applications can be
divided into two primary categories: chemical and metallurgical. Based on research by the Benchmark Minerals Institute on behalf of the
Cobalt Institute for 2024, the batteries market, including consumer batteries (“portables”, such as smartphones, tablets,
other electronic devices) and EVs, accounts for 71% of overall cobalt demand, including the majority of overall cobalt demand growth since
2020. Metallurgical cobalt is the second largest cobalt consuming market at approximately 13% of overall cobalt demand. This is used primarily
to produce superalloys consisting of cobalt combined with other metals such as nickel and/or iron. These alloys are surface stable and
resistant to heat, corrosion and oxidation, which makes them valuable to and widely used by the aerospace, electricity generation, aircraft,
medical, automotive, and military-related industries. Other applications for metallurgical cobalt include hard metals and diamond tools,
catalysts in oil and gas refinement, and pigments.

Cobalt in Lithium-ion Batteries

Lithium-ion batteries that
contain cobalt have high energy density, making them lightweight and efficient in terms of energy delivered relative to size, which helps
to maximize EV driving range. Cobalt’s properties also give it distinct advantages in improving the longevity and safety of lithium-ion
batteries, as its tight molecular compound structure allows for a high cycling ability – shorter recharge times and more charging
and recharging cycles, and its high heat capacity provides good thermal stability to battery chemistries, making them safer.

13

Cobalt in Defense and Aerospace

Additionally, cobalt plays
a crucial role in defense and aerospace applications due to its exceptional properties that include high heat resistance, corrosion resistance,
and strength. In these critical industries, cobalt alloys are often used to manufacture critical components that must withstand extreme
conditions, such as jet engine turbine blades and rocket motors. Cobalt’s ability to maintain its structural integrity at high temperatures
makes it essential in the production of advanced propulsion systems. Additionally, cobalt is used to develop hard metal alloys and coatings
for various defense-related technologies including armor-piercing ammunition and missile systems. Given these characteristics, cobalt’s
role in defense and aerospace industries is indispensable, making it a strategic commodity and critical mineral for the US, China, and
other governments around the world.

Industry Demand

Cobalt demand has remained
robust, and continues to increase 10-15% annually, well above historical trends, according to Bank of America Global Research. As the
chart below shows, cobalt demand growth from traditional industries (namely, superalloys and hard metals) increased well over figures
from the last decade.

2018-2024 Global Cobalt Demand by Downstream
(10,000 mt in metal content)

Source: SMM, 2024

14

Industry Supply

Cobalt is a rare metal, comprising
only 0.001% of the earth’s crust, though widely dispersed and commonly found and obtained in association with other mining activities.
More commonly, low concentrations of cobalt are found in ores of iron, nickel, copper, silver, manganese, zinc, and arsenic. Cobalt is
usually mined as a by-product of either nickel, copper, or other more abundant metals. Most cobalt production is ultimately dependent
on the production of copper and nickel, and the mined ore often contains only 0.1% - 0.5% elemental cobalt. Global cobalt reserves are
estimated by the United States Geological Survey as of January 2024 to be about 11.0 million tonnes with 55% of these reserves located
in the DRC. As a comparison, the US reserves were listed at only 70,000 tonnes or 0.6% of the overall world estimated reserves.

Per USGS estimates, mined
cobalt production for 2024 was 290,000 tonnes. As stated earlier in the “Quality of Primary Cobalt Project and Potential Producer
of Cobalt outside of the DRC” section, relative to 2024 figures approximately 76% of the current supply comes from the DRC. The
next largest mining producer of cobalt is Indonesia, with around a 10% market share, but growing as it continues to ramp up production
using HPAL processes.

The world’s largest
producer, CMOC, provided conservative 2025 production guidance, signaling flat production versus 2024 figures. In 2025, the DRC government
introduced a strict quota system, and the Indonesian government has announced a reduction in its nickel ore mining quota, which will also
impact short-term cobalt supply due to its role as a by-product of nickel extraction.

World Mine Cobalt Production and Reserves (mt)

Source: US Geological Survey,
2025

15

Industry Supply, Demand, and Pricing Dynamics

Due to polices by the DRC
and Indonesia to restrict supplies, the market entered a deficit during 2025, which will be exacerbated into 2026 and beyond. Also, as
a result of these policies, cobalt prices rallied from record low prices at the end of 2024 to nearly $60,000/mt by the end of 2025. This
has also been driven by the drawdown of stockpiles and inventories, as expected supplies from the DRC and Indonesia will not likely enter
the market. As inventories are run down and mine growth slows, prices may rise further, albeit with volatility.

Source: The Cobalt Institute, Cobalt Market Update
Overview, Q3 2025, by Benchmark Mineral Intelligence

16

Looking ahead, cobalt’s
fundamentals are expected to improve as supply growth slows and demand from lithium-ion batteries and metal alloys remains strong. This
timeline aligns well with Chilean Cobalt’s development plans for La Cobaltera and the broader San Juan district, where we are poised
to contribute to primary cobalt production – from a project with no Chinese ownership or influence.

Cobalt Market Balance, Global Base Case vs Ex-DRC
(kt Co)

Source: The Cobalt Institute,
Cobalt Market Update Overview, Q3 2025, by Benchmark Mineral Intelligence

The cobalt market is a relatively
small niche market compared to other base metals and commodities, and much of the supply is tied up in long term contracts between producers
and their offtake partners, among others. Demand for reliable, transparent, and responsibly-sourced material has increased as companies
seek to reduce exposure to geopolitical, regulatory, and ESG-related risks associated with cobalt supply from the Democratic Republic
of Congo and Indonesia. Market perception of price moves in cobalt is often influenced by cobalt futures pricing published by the London
Metals Exchange (LME),although a relatively small percentage of global supply that trades on the LME. As a result, LME pricing can be
volatile and may not reflect the pricing dynamics of long-term contracts or material sourced from higher-assurance supply chains.

17

Property Disclosures

As it relates to the material
property details for the La Cobaltera and El Cofre Projects, Chilean Cobalt and Baltum, are exploration-stage companies and all areas
described are exploration-stage areas of the overall property.

Descriptively, La Cobaltera
is located in northern Chile, 48 kilometers (approximately 30 miles) southeast of Huasco, Huasco Province, Atacama Region. The property
is located approximately 700 kilometers north of Santiago with a variable elevation between 700 – 1,100 meters above sea level.
El Cofre is located adjacent and to the northeast of La Cobaltera, 15 kilometers (approximately 10 miles) south of Freirina City, Huasco
Province, Atacama Region. The property is located approximately 720 kilometers north of Santiago with a variable elevation between 700
– 1,100 meters above sea level.

The following maps depict
the locations of the La Cobaltera and El Cofre Projects and nearby existing infrastructure. On the following map, the lower shading depicts
the general area for the La Cobaltera Project and the upper shading depicts the general area for the El Cofre Project.

18

The map below shows the primary
roads in the area (C-46 and C-494) and towns (Huasco, Freirina, Maitencillo). Hwy 5 (not pictured, and east of the map), is the primary
north-south arterial between the regions and runs through the larger town of Vallenar at the junction with C-46.

19

For railroads, see the green
lines on the following map. The freight train carrier, Ferronor, owns lines throughout Chile, including the one depicted, which is a 49
kilometer branch line between the port of Huasco and Vallenar. At Vallenar, there is a junction with the main line that runs north and
south in Chile and allows for freight connections to other major regions of Chile.

For airports, see the plane
icon on the following map, which references Vallenar Airport. The Vallenar Airport is a smaller regional airport that doesn’t serve
commercial flights. It has an asphalt runway of 4,521 feet in length. Most commercial flights are routed through either La Serena, Chile
to the South or Copiapo, Chile to the North with bus or other means of transportation to get to Vallenar and the surrounding areas.

20

For ports, see the lighthouse
icon on the following map, which references Huasco Port. This is a medium-sized port, with the maximum length of vessels recorded entering
the port of 300 meters, maximum draught of 14 meters and maximum deadweight of 209,537 tonnes.

Water sources are generally
from onsite wells, when available for smaller needs, trucked into the area for employee use and consumption, or derived from seawater
for direct processing use or after first being desalinated, if a pipeline is constructed for transporting the water from the nearby ocean
to the site. Both Chilean Cobalt and Baltum are highly sensitive to the social impact of water usage in a dry, drought-prone area and
are working to leverage sources that minimize the impact to the local population and the environment.

21

The map below depicts proximal
110V and 220V electric transmission lines in red and magenta, respectively. It should be noted that the grid in the area is supplied by
electricity generation from a variety of sources, including solar, wind, hydroelectric and coal.

Personnel will typically be
sourced from nearby towns for general mining labor once the need for mining labor is achieved. Experts, such as geologists, engineers,
independent consultants and onsite management are typically sourced from major Chilean cities, such as Santiago, or from non-Chilean labor.

22

The mining concessions that
comprise the La Cobaltera Project, all registered in exploitation concession status, are depicted in the following map:

23

COBALTERA 3 1/300 (300 hectares);
COBALTERA 4 1/300 (300 hectares); COBALTERA 5 1/264 (264 hectares); COBALTERA 6 1/270 (270 hectares); COBALTERA 7 1/200 (200 hectares);
COBALTERA 8 1/269 (269 hectares); COBALTERA 9 1/200 (200 hectares); COBALTERA 10 1/207 (207 hectares); COBALTERA 11 1/200 (200 hectares);
COBALTERA 12 1/189 (189 hectares); COBALTERA 13A 1/2 (2 hectares); COBALTERA 13B 1/8 (8 hectares); COBALTERA 13C 1/9 (9 hectares); COBALTERA
13D 1/23 (23 hectares); COBALTERA 13E 1/11 (11 hectares); COBALTERA 13F 1/14 (14 hectares); COBALTERA 14 1/3 (3 hectares); MANUEL 3 1/13
(13 hectares); MANUEL 4 1/60 (60 hectares); SAN RAMON 1/10 (93 hectares); ANGELITO 1A 1/15 (15 hectares); ANGELITO 1B 1/13 (13 hectares;
ANGELITO 2 1/36 (36 hectares); ANGELITO 3 1/47 (47 hectares); ANGELITO 4 1/28 (28 hectares); SAN JUAN 6 (1 hectare); SAN JUAN 7 1/42 (42
hectares); SAN JUAN 8 A 1/122 (122 hectares); SAN JUAN 8 B 1/3 (3 hectares); SAN JUAN 9A 1/10 (10 hectares); SAN JUAN 9 B 1/5 (5 hectares);
SAN JUAN 10 1/50 (50 hectares). In aggregate, the material mining property is 3,007 hectares. To retain the full exploitation status properties
described above, Baltum must pay the Chilean Treasury Department annual patent fees (estimated to be approximately $29USD per hectare
in 2026, but for which we could potentially qualify for a continuing reduction down to approximately one quarter of that rate for the
2027 and/or tax years beyond that by meeting certain mining activity incentive criteria, however, the rate could potentially double, if
none of the mining activity incentive criteria are met in advance of the assessment point for the 2029 tax levy).

The condition of the mining
concession areas within the La Cobaltera Project is generally in their natural state, as little to no invasive exploration has yet to
be conducted onsite. What has been completed are AI Pilot Studies, leveraging machine learning processes, across all La Cobaltera concessions,
which has informed the exploration team on priority next steps. In addition, GeoMagDrone imaging of magnetic field variances (including
Total Magnetic Intensity, Magnetic Intensity Reduction to Pole and Magnetic Analytical Signal) in areas that include COBALTERA 3, COBALTERA
4, COBALTERA 5, COBALTERA 6, COBALTERA 7, COBALTERA 8, COBALTERA 9, COBALTERA 10, COBALTERA 11, COBALTERA 12, COBALTERA 13A, COBALTERA
13B, COBALTERA 13C, COBALTERA 13D, COBALTERA 13E, COBALTERA 13F, COBALTERA 14, MANUEL 3, MANUEL 4, Angelito 1A, Angelito 1B, Angelito
2, Angelito 3, San Juan 6, San Juan 8 B and San Juan 9 B in their entirety, a portion of SAN RAMON (North and East sides, comprising approximately
45 – 48% by area), San Juan 7 (Northernmost point, comprising approximately 8 – 10% by area), San Juan 8 A (Northernmost point
and sliver at top of northwest section below that, comprising approximately 1 – 2 % by area), San Juan 9A (Northernmost point, comprising
approximately 9 – 10% by area) and none of San Juan 10. To reiterate, at present this is an exploration-stage material property
as are each of the areas outlined previously.

24

The mining concessions that
comprise the El Cofre Project, all registered in exploitation concession status, are depicted in the following map:

ANGELITO 7 1/30 21/30 (100 hectares); ANGELITO
8 1/100 231/300 (70 hectares); ANGELITO 9 1/256 147/256 (110 hectares); ANGELITO 10 1/30 11/30 (200 hectares); ANGELITO 11 1/250 (250
hectares); ANGELITO 13 1/30 (300 hectares); ANGELITO 15 1/30 (300 hectares); ANGELITO 17 1/30 (300 hectares); ANGELITO 18 1/30 21/30 (100
hectares); ANGELITO 19 1/30 (300 hectares); ANGELITO 20 1/30 21/30 (100 hectares); ANGELITO 21 1/300 (300 hectares); ANGELITO 23 1/300
(300 hectares); ANGELITO 24 1/300 (300 hectares); ANGELITO 25 1/20 (200 hectares); ANGELITO 26 1/78 (78 hectares); ANGELITO 27 1/28 (28
hectares); ANGELITO 28 1/34 (34 hectares). In aggregate, the material mining property is 3,370 hectares. To retain the full exploitation
status properties described above, Baltum must pay the Chilean Treasury Department annual patent fees (estimated to be approximately $29USD
per hectare in 2026, but for which we could potentially qualify for a continuing reduction down to approximately one quarter of that rate
for the 2027 and/or tax years beyond that by meeting certain mining activity incentive criteria, however, the rate could potentially double,
if none of the mining activity incentive criteria are met in advance of the assessment point for the 2029 tax levy).

The condition of the mining
concession areas within the El Cofre Project is generally in their natural state, as little to no invasive exploration has yet to be conducted
onsite. What has been completed are AI Pilot Studies, leveraging machine learning processes, across all El Cofre concessions, which has
informed the exploration team on priority next steps in this area. At present this is an exploration-stage material property as are each
of the areas outlined previously.

25

Our exploration program in
both areas is focused on cost-effective non-destructive means of exploration, such as Artificial Intelligence (“AI”) assessment
of existing data, GeoMagDrone, GeoPhysics, Drone surveys, Robotic fieldwork and other non-invasive or less-invasive methods that we can
devise or that become available to us through technological advances.

During a site visit in
January 2026, geologists performed fieldwork, observing outcroppings, trenches, adits and tunnels for signs of mineralization, photographing
and geo-locating areas of interest. The fieldwork included sampling in a variety of locations to validate historical data from prior
concession holders. The sampling protocols were adhered to with proper collection, labeling and geo-locating for each sample point, and
then ensuring proper custody controls for each sample from field to lab. During the March 2026 site visit, our geologists performed inspections
to compile a detailed surface geologic map of our concessions, along with comprehensive sampling for geochemical analysis. A senior geologist
has been contracted to manage this sample program. In addition to the core objectives, the exploration team performed targeted trenching,
along with more detailed investigation of locations deemed higher probability by the AI studies, which have been provided through the
late-2025 AI Pilot study by three AI vendors, each with unique expertise and algorithms. Preliminary data from the January 2026 site
visit was used to refine the work program and the exploration models for the March 2026 onsite visit.

Based on information obtained
during the March 2026 site visit, our geologists expect to be able to validate the exploration program for high quality locations of future
core drilling. With AI-based and other validated exploration data and surveys, the exploration team is focused and optimistic on being
able to minimize the number of drill sites to validate feasibility, which is aligned with our overall sustainability objectives.

There are no large-scale
commercial mines in the immediate area and the proposed program is exploratory in nature. There is limited equipment, facilities, mine
infrastructure and underground development on this overall material property, the majority of which was implemented over 100 years ago
and is no longer in good working condition. The carrying book value of the La Cobaltera and El Cofre Properties for accounting purposes
is $0. As none of the areas described have been previously developed by us, there is no history of recent operations on the material
property. There are no significant encumbrances to the material property, as exploitation-level mining concessions in Chile have an indefinite
life, as long as the annual patent fees are paid each year, as discussed previously.

To do core sample drilling
or more invasive development beyond exploration level would require submittal of an Environmental Assessment and Plan of Work for approval.
There is no permitting required to perform the type of non-invasive and lightly invasive exploration that is outlined earlier in the paragraph
related to the exploration program.

Baltum may be subject to a
fine imposed by the National Forestry Corporation of the Atacama Region (“CONAF”), which is currently being negotiated by
Baltum’s counsel and CONAF, of up to $4,000, which may be reduced by as much as 50%. This is in connection with a self-report made
by Baltum to CONAF on May 13, 2019, reporting the involuntary cutting of certain vegetation species in the La Cobaltera sector. Since
Baltum made a self-report to CONAF, the applicable fine may be reduced by as much as 50%. We do not believe that this fine, even if imposed
in the full amount, will have any material effect on our business, financial position or results of operations.

Exploration Program Internal Controls

Dr. Lawrence W. Snee
is the Executive Vice President of Exploration of Chilean Cobalt. Dr. Snee is responsible for all exploration-related aspects of
the business. He is a Certified Professional Geologist and Qualified Person with over 40 years of global experience as a specialist in
field geology, mineral resources, petrology, geochemistry, isotope geology, structural geology, tectonics, economic geology, and the
geology of world gemstone deposits. As there are presently no mineral resource and reserve estimation efforts on our material property,
related to any of its mining concession areas, the focus of the exploration team has been in the development of a verified and georeferenced
geographic information system (“GIS”), which has been created and is being enhanced as new data becomes available. In addition,
the exploration team is attempting to compile a high-resolution digital elevation model (“DEM”) for our GIS. Aeromagnetic
surveys of most of the La Cobaltera concessions and AI studies on all owned concessions have been conducted, as outlined in the previous
“Property Disclosures” section. The exploration team expects to have Light Detection and Ranging (“LIDAR”) imagery
surveys and hyperspectral imagery surveys performed during 2026 to be able to finalize the compilation of the DEM, which will provide
an accurate basis from which to plan exploration work programs and support some baseline sustainability assessments. Controlled sampling
is being used to validate data within the GIS models and to further inform the exploration team’s geological hypotheses. Samples
are collected, tagged and geo-located to ensure proper control and validation, along with proper chain of custody from field to independent
lab, with the comprehensive sample program managed by a senior geologist. When it is appropriate to make mineral resource and reserve
estimations, we intend to engage industry-respected, independent geological consultants to oversee and provide proper quality assurance,
quality control and independence to the mineral resources and reserves estimation process.

26

Corporate History

Incorporation

On December 4, 2017, Chilean
Cobalt was incorporated in the state of Nevada.

On January 3, 2018, Chilean
Cobalt formed its direct, wholly-owned Chilean operating subsidiary, named Baltum Mineria SpA (“Baltum”).

Founder Shares

On December 4, 2017, in connection
with the incorporation of Chilean Cobalt on December 4, 2017, Chilean Cobalt issued 11,666,667 shares (pre-reverse split and pre-forward
split) of common stock at a purchase price of $0.0001 per share (for an aggregate of $1,166.67 of proceeds) to Genlith, Inc. in a private
placement under Rule 506(b) of Regulation D of the Securities Act of 1933, as a amended (the “Securities Act”).

Acquisition of Mining Concessions in Northern
Chile’s Atacama region

In January 2018, we entered
into a stock purchase agreement pursuant to which we agreed to sell to investors 5,000,000 shares of Series A Convertible Preferred Stock
(“Preferred Stock”) at $1.00 per share for gross proceeds of $5,000,000. The proceeds from this stock purchase agreement funded
the acquisition of mining concessions to develop premier cobalt and copper projects in Northern Chile’s Atacama region.

(i)
On January 19, 2018, our subsidiary Baltum signed a unilateral option contract for the purchase of mining concessions with Sociedad Legal Minera Soledad Uno de la Sierra Arenillas Atlas and Homero Eduardo Callejas Molina.

(ii)
On March 16, 2018, our subsidiary Baltum signed a unilateral option contract for the purchase of additional mining concessions with Sociedad Minera Contractual Carrizal Alto.

However, due to complications
from COVID-19 and Chilean Unrest at the end of 2019 and into 2020, the inability to raise capital and maintain operations necessitated
the decision to let the installment options to purchase both La Cobaltera and Carrizal Alto lapse in 2020.

Land Consolidation Package

On April 2, 2019, Baltum entered
into a land consolidation package with Cobalta Chile SpA which included mining exploration and exploitation concessions in the La Cobaltera
District, Chile. The total consideration paid to Cobalta Chile SpA was $600,000, of which $550,000 went towards acquisition of exploitation
and exploration claims, the other $50,000 went towards an option on three additional exploitation claims of which one was eventually purchased
on November 6, 2020 for an additional $116,666. Overall acquisition costs paid to Cobalta Chile SpA were $716,666.

Private Placement in 2019– Common Stock

During the period from March
2019 through June 2019, we issued 2,900,000 shares (pre-reverse split and pre-forward split) of common stock at a purchase price of $4.00
per share (for an aggregate of $11,600,000 of proceeds) to accredited investors in a private placement under Rule 506(b) of Regulation
D of the Securities Act. On June 26, 2019, Genlith, Inc. retired $400,000 of debt for 100,000 shares (pre-reverse split and pre-forward
split) of common stock at a valuation of $4.00 per share. Genlith, Inc. also exchanged share-for-share 100,000 shares of Genlith, Inc.
for 100,000 shares of our common stock with four separate shareholders of Chilean Cobalt.

During September 2019, we
issued 3,383,625 shares (pre-reverse split and pre-forward split) of common stock at a purchase price of $1.45 per share (for an aggregate
of $4,906,250 of proceeds) to accredited investors in a private placement under Rule 506(b) of Regulation D of the Securities Act. Also
on September 3, 2019, Genlith, Inc. retired $1,500,000 of debt for 1,034,485 shares (pre-reverse split and pre-forward split) of common
stock at a valuation of $1.45 per share.

27

Anti-dilution Shares Issued

This issuance was made to
the thirteen shareholders who acquired shares in September 2019 at $1.45 per share signing agreements to waive their anti-dilution rights.
These thirteen (13) shareholders received an additional 4.8 shares to each of their shares giving them an effective 5.8 shares for every
share, totaling 21,206,892 shares issued (pre-reverse split and pre-forward split). Only par was paid, which was paid by Genlith, Inc.
on behalf of all shareholders, for accounting purposes, this created a non-cash loss on the independently valued price of $0.09 per share
on July 24, 2020 compared to par paid – a $1,906,500 non-cash loss. This issuance was made in reliance on Rule 506(b) of Regulation
D of the Securities Act.

1-for-13.430605 Reverse Stock Split

Our board of directors and
shareholders approved on July 23, 2020 and July 24, 2020, respectively, a 1-for-13.430605 reverse split of our common stock, which was
effected on August 10, 2020. The reverse split combined each 13.430605 shares of our outstanding common stock into one share of common
stock. No fractional shares were issued in connection with the reverse split, and any fractional shares resulting from the reverse split
were rounded to the nearest whole share. As a result of the reverse stock split, the number of shares of common stock issued and outstanding
decreased from 40,291,669 shares as of August 10, 2020, to approximately 3,000,000 shares (pre-forward split). In connection with the
reverse stock split, we filed a Certificate of Change to effect the reverse stock split with the Secretary of State of Nevada on August
10, 2020.

All references to common stock,
share data, per share data and related information have been retroactively adjusted, where applicable, in this Annual Report on Form 10-K
to reflect the reverse split of our common stock as if it had occurred at the beginning of the earliest period presented, unless specifically
indicated otherwise.

Share Exchange in 2020 – Common Stock

On August 10, 2020, we issued
4,000,000 shares (pre-forward split) of common stock to holders of Series A Convertible Preferred Stock in exchange for 5,151,125 shares
of Series A Convertible Preferred Stock (including 151,125 received as dividends paid-in-kind) held by such holders in reliance upon the
exemption from registration provided by Section 3(a)(9) of the Securities Act.

Share Exchange in 2020 – Common Stock
for Convertible Debt

On August 18, 2020, we issued
3,000,000 shares (pre-forward split) of common stock to Genlith, Inc. in exchange for complete extinguishment of $4,100,000 of principal
debt and all accrued interest on such debt in reliance upon the exemption from registration provided by Section 3(a)(9) of the Securities
Act.

Rights Issuance in 2020 – Common Stock

During the period from August
24, 2020 through September 17, 2020, we issued 1,000,000 shares (pre-forward split) of common stock at a purchase price of $0.50 per share
(for an aggregate of $500,000 of proceeds) to existing shareholders in reliance upon the exemption from registration provided by Section
506(b) of Regulation D of the Securities Act.

Private Placement in 2021 – Common Stock

On December 31, 2021, we issued
41,667 shares (pre-forward split) of common stock at a purchase price of $0.60 per share (for an aggregate of $25,000 of proceeds) to
an accredited investor in a private placement under Rule 506(b) of Regulation D of the Securities Act.

28

Private Placement in 2022 – Common Stock

During the period from January
2022 through April 2022, we issued 1,958,333 shares (pre-forward split) of common stock at a purchase price of $0.60 per share (for an
aggregate of $1,175,000 of proceeds) to accredited investors in a private placement under Rule 506(b) of Regulation D of the Securities
Act.

Approval of Chilean Cobalt Corp. 2022 Equity
Incentive Plan

Our board of directors and
shareholders adopted and approved on April 26, 2022 and April 29, 2022, respectively, the Chilean Cobalt Corp. 2022 Equity Incentive Plan,
effective April 29, 2022, under which incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock,
restricted stock units, performance awards, cash-based awards and other stock-based awards may be granted to officers, directors, employees
and consultants, as applicable. Under the Plan, 1,950,000 options on shares (pre-forward split) of common stock, par value $0.0001 per
share, are reserved for issuance.

Genlith, Inc. Distribution of Chilean Cobalt
Shares of Common Stock to Shareholders of Genlith, Inc.

On May 12, 2022, Genlith,
Inc. distributed to the shareholders of Genlith, Inc. on a pro rata basis 4,786,727 shares (pre-forward split) of our common stock held
by Genlith, Inc., representing Genlith, Inc.’s entire holdings of our capital stock.

Appointment of VStock Transfer, LLC as Transfer
Agent

On May 20, 2022, Chilean Cobalt
entered into that certain Transfer Agent and Registrar Agreement with VStock Transfer, LLC, whereby VStock Transfer, LLC agreed to act
as the transfer agent of Chilean Cobalt.

Issuance of Stock Options under 2022 Equity
Incentive Plan

On May 24, 2022, we granted
options to purchase an aggregate of 825,000, 400,000, and 450,000 shares (all pre-forward split) of common stock at an exercise price
of $0.60 per share to officers/management, advisors, and directors, respectively, in recognition of their services to us. Such granted
options are subject to graduated vesting in the following installments on each of the following dates: options to purchase 25% of granted
shares on June 30, 2022 and options to purchase 12.5% of granted shares on September 30, 2022, December 31, 2022, March 31, 2023, June
30, 2023, September 30, 2023, and December 31, 2023.

On June 1, 2022, we granted
options to purchase an aggregate of 26,668 shares (pre-forward split) of common stock at an exercise price of $0.60 per share to an advisor
of the Company in recognition of his services to us. Such granted options are subject to graduated vesting in the following installments
on each of the following dates: options to purchase 25% of granted shares on August 31, 2022, November 30, 2022, February 28, 2023, and
May 31, 2023.

On July 15, 2022, we granted
options to purchase an aggregate of 150,000 shares (pre-forward split) of common stock at an exercise price of $0.60 per share to an officer
and director of the Company in recognition of his services to us. Such granted options are subject to graduated vesting in the following
installments on each of the following dates: options to purchase 25% of granted shares on September 30, 2022, December 31, 2022, March
31, 2023 and June 30, 2023.

On July 28, 2022, we granted
options to purchase an aggregate of 50,000 shares (pre-forward split) of common stock at an exercise price of $0.60 per share to an officer
and director of the Company in recognition of his services to us. Such granted options are subject to graduated vesting in the following
installments on each of the following dates: options to purchase 12.5% of granted shares on September 30, 2022, December 31, 2022, March
31, 2023, June 30, 2023, September 30, 2023, December 31, 2023, March 31, 2024 and June 30, 2024.

Kevin Russell resigned as
director of the Company effective November 3, 2022, and on the same date forfeited options to purchase 31,250 shares (pre-forward split)
of common stock held by Mr. Russell, which were part of the options to purchase 450,000 shares of common stock granted to directors on
May 24, 2022 as described above.

29

Private Placement in 2023 - Common Stock

On April 12, 2023, we issued
1,428,572 shares (pre-forward split) of common stock at a purchase price of $0.77 per share (for an aggregate of $1,100,000 of proceeds)
to accredited investors in a private placement under Rule 506(c) of Regulation D of the Securities Act.

3-for-1 Forward Stock Split

Our board of directors and
shareholders approved on May 2, 2023 and May 2, 2023, respectively, a 3-for-1 forward split of our common stock, which was effected on
May 2, 2023. The forward split issued three shares of our common stock for every one share of our outstanding common stock. No fractional
shares were issued in connection with the forward split, and any fractional shares resulting from the forward split were rounded to the
nearest whole share. As a result of the forward stock split, the number of shares of common stock issued and outstanding increased from
14,428,572 shares as of May 2, 2023, to approximately 43,285,716 shares. In connection with the forward stock split, we filed a Certificate
of Change to effect the forward stock split with the Secretary of State of Nevada on May 2, 2023.

All references to common stock,
share data, per share data and related information have been retroactively adjusted, where applicable, in this Annual Report on Form 10-K
to reflect the forward split of our common stock as if it had occurred at the beginning of the earliest period presented, unless specifically
indicated otherwise.

Approval of Chilean Cobalt Corp. 2023 Equity
Incentive Plan

Our board of directors and
shareholders adopted and approved on June 29, 2023 and June 30, 2023, respectively, the Chilean Cobalt Corp. 2023 Equity Incentive Plan,
effective June 30, 2023, under which incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock,
restricted stock units, performance awards, cash-based awards and other stock-based awards may be granted to officers, directors, employees
and consultants, as applicable. Under the Plan, 1,963,746 options on shares of common stock were reserved for issuance.

Issuance of Stock Options under 2023 Equity
Incentive Plan

On July 1, 2023, we granted
options to purchase an aggregate of 525,000 and 225,000 shares of common stock at an exercise price of $0.26 per share to officers/management
and directors, respectively, of the Company in recognition of their services to us. Such granted options are subject to graduated vesting
in the following installments on each of the following dates: options to purchase 12.5% of granted shares on October 1, 2023, January
1, 2024, April 1, 2024, July 1, 2024, October 1, 2024, January 1, 2025, April 1, 2025 and July 1, 2025.

On July 7, 2023, we granted
options to purchase an aggregate of 300,000 shares of common stock at an exercise price of $0.26 per share to directors of the Company
in recognition of their services to us. Such granted options are subject to graduated vesting in the following installments on each of
the following dates: options to purchase 12.5% of granted shares on October 1, 2023, January 1, 2024, April 1, 2024, July 1, 2024, October
1, 2024, January 1, 2025, April 1, 2025 and July 1, 2025.

On January 25, 2024, we granted
options to purchase an aggregate of 75,000 shares of common stock at an exercise price of $0.26 per share to advisors of the Company in
recognition of their services to us. Such granted options were subject to graduated vesting in the following installments on each of the
following dates: options to purchase 25% of granted shares on March 31, 2024, June 30, 2024, September 30, 2024 and December 31, 2024.

On February 13, 2024, we granted
options to purchase an aggregate of 50,000 shares of common stock at an exercise price of $0.26 per share to an advisor of the Company
in recognition of their services to us. Such granted options are subject to graduated vesting in the following installments on each of
the following dates: options to purchase 25% of granted shares on March 31, 2024, June 30, 2024, September 30, 2024 and December 31, 2024.

30

Issuance of Common Stock as Compensation to
Consultant

On March 19, 2024, we
issued to Collingwood Capital Partners AG (“Collingwood”), a Switzerland corporation, 216,429 restricted shares of our common
stock as a retainer for their services as a minerals supply chain strategist supporting Strategic Partner engagement and selection. The
shares were valued at $0.26 per share for an aggregate value of $56,272.

Series B – Certificate of Designations

On December 26, 2024, the
Board of Directors approved the Certificate of Designations of Preferences and Rights of Series B Convertible Preferred Stock (the “Series
B Certificate”), which designates 2,600,000 shares of preferred stock, par value $0.0001 per share, as Series B Convertible Preferred
Stock on the terms and conditions as set forth in the Series B Certificate. We filed the Series B Certificate with the Secretary of State
of the State of Nevada on December 27, 2024.

On December 29, 2024, the
Board of the Company approved the Certificate of Amendment to Certificate of Designations of Preferences and Rights of Series B Convertible
Preferred Stock (the “Amended and Restated Series B Certificate”), which amends and restates in the Series B Certificate in
its entirety and, among other things, increases to 2,900,000 shares the designation of the Series B Convertible Preferred Stock. We filed
the Amended and Restated Series B Certificate with the Secretary of State of the State of Nevada on December 30, 2024.

Private Placement in 2024/2025 – Series
B Convertible Preferred Stock

During the period from December
2024 through January 2025, we issued 2,222,225 shares of Series B Convertible Preferred Stock at a purchase price of $0.45 per share (for
an aggregate of $1,000,001.25 of proceeds) to accredited investors in a private placement under Rule 506(b) of Regulation D of the Securities
Act.

Issuance of Stock Options under 2023 Equity
Incentive Plan

On January 17, 2025,
we granted options to purchase an aggregate of 395,000; 150,000; 25,000; and 75,000 shares of common stock at an exercise price of $0.50
per share to officers/management, directors, advisors and advisory board members, respectively, in recognition of their services to the
Company. Such granted options for officers/management, directors and advisors are subject to graduated vesting in the following installments
on each of the following dates: options to purchase 12.5% of granted shares on March 31,2025, June 30, 2025, September 30, 2025, December
31, 2025, March 31, 2026, June 30, 2026, September 30, 2026, and December 31, 2026. Such granted options for advisory board members are
subject to vesting in the following installments on each of the following dates: options to purchase 25% of granted shares on March 31,
2025, June 30, 2025, September 30, 2025, and December 31, 2025.

Private Placement in 2024/2025 – Series
B Convertible Preferred Stock

During June 2025, we issued
185,560 shares of Series B Convertible Preferred Stock at a purchase price of $0.45 per share (for an aggregate of $83,502.00 of proceeds)
to accredited investors in a private placement under Rule 506(b) of Regulation D of the Securities Act.

Issuance of Stock Options under 2023 Equity
Incentive Plan

On July 29, 2025, we granted
options to purchase an aggregate of 50,000 shares of common stock at an exercise price of $0.37 per share to a director of the Company
in recognition of their expected future services to us. Such granted options immediately vest on the award date.

Geraldine Barnuevo
resigned as director of the Company effective July 18, 2025, and on the same date forfeited options to purchase 56,250 shares of our
common stock held by Ms. Barnuevo, which were part of the options to purchase 150,000 shares of our common stock granted to directors
on January 17, 2025 as described above.

Approval of Chilean Cobalt Corp. 2025 Equity
Incentive Plan

Our board of directors and
shareholders adopted and approved on August 27, 2025, the Chilean Cobalt Corp. 2025 Equity Incentive Plan, effective August 27, 2025,
under which incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units,
performance awards, cash-based awards and other stock-based awards may be granted to officers, directors, employees and consultants, as
applicable. Under the Plan, 5,000,000 options, rights, stock units, and the like on shares of common stock are reserved for issuance.

31

Issuance of Restricted Stock Units under 2025
Equity Incentive Plan

On August 28, 2025, we granted
restricted stock units equating to 500,000 shares of common stock to a director / advisor of the Company in recognition of their expected
future services to us. Such granted restricted stock units are subject to vesting at the two-year anniversary of the underlying advisory
agreement on July 27, 2027, assuming the director / advisor is still providing advisory services on the vesting date and the restricted
stock unit vesting hasn’t already been accelerated by the discretion of the plan administrator.

Issuance of Common Stock as Payment for Mining
Concessions

On September 12, 2025,
we issued to Cobalt Chile SpA (“Cobalt Chile”), a Chilean corporation, 4,500,000 restricted shares of our common stock as
payment for 3,742 hectares of full-exploitation mining concessions in the La Cobaltera and El Cofre project areas, along with cash consideration
as reimbursement for annual patent rights on those mining concessions. The shares were valued at $0.42 per share for an aggregate value
of $1,890,000. The mining concessions were titled in the name of Baltum.

Execution of Off-take Arrangement with Glencore
Ltd

On November 11, 2025, we executed
a Deed of Undertaking with Glencore Ltd (“Glencore”), which provides Glencore with first and last right of refusal on all
cobalt and copper product produced by us from the La Cobaltera or El Cofre Projects for life of mine.

Private Placement in 2025 - Common Stock

On December 2, 2025, we issued
6,000,000 shares of common stock at a purchase price of $0.50 per share (for an aggregate of $3,000,000 of gross proceeds, net of direct
and incremental costs associated with this raise of $247,500, we received $2,752,500 of net proceeds) to accredited investors in a private
placement under Rule 506(c) of Regulation D of the Securities Act.

Automatic Conversion of All Series B Convertible
Preferred Stock

Per the terms of the Certificate
of Designations for the Series B Convertible Preferred Stock, all shares were automatically converted to common on December 31, 2025.
The applicable conversion rate was one share of common received for every one share of Series B Convertible Preferred owned. After the
conversion, there were no longer any shares of Series B Convertible Preferred outstanding.

32

Recent Developments

Sustainable Cobalt Project

On January 6, 2026, an official
notice was made by CORFO (the Chilean Economic Development Agency) that an R&D project of which we were part of the industry consortium
of participants for a project entitled “Sustainable Cobalt: A Semi-Industrial Validation of the Green Cobalt Biotechnological Process
Integrated with an Extractive Metallurgical Strategy Focused on Tailings and Circular Mining” (the “Project”), was awarded
a $3,000,000USD grant to sustainably recover cobalt from tailings and mining waste. The other key participants in the consortium are Universidad
Andres Belo, through its Center for Systems Biotechnology, Pucobre (SSE: PUCOBRE), a Chilean copper mining company listed on the Santiago
Stock Exchange, and ENAMI, Chile’s state-owned mining company. The overall project is expected to take approximately three years
and require overall project costs of $3,950,000USD, of which the non-grant amount of $950,000USD is expected to be provided by the consortium
participants and the balance of $3,000,000USD is being provided by Albemarle Limitada under agreement with Corfo to support research and
development programs vetted and approved by CORFO. Of the projected $950,000USD consortium support, it is expected that $600,000USD will
come from the value of in-kind support and the remaining $350,000USD will come from direct monetary support. We expect to fund approximately
21% of the overall consortium support with half of our support as in-kind and half as direct monetary support over the course of the project.

NeoRe Earn-In and Option Agreement

On January 8, 2026, we entered
into a binding earn-in and option agreement with NeoRe SpA, a privately-held Chilean company (“NeoRe”) to acquire approximately
6,300 hectares of mining concessions (the “Properties”) within the coastal belt region near Concepcion Chile with an ionic
adsorption clay-style rare earth elements system enriched with yttrium, neodymium, dysprosium and terbium elements critical to defense
and advanced manufacturing supply chains. If the option to acquire the mining concessions for development contributions and 6,000,000
common shares of the Company is not exercised, we may still earn as much as a 2% net smelter return royalty (“NSR”) on the
Properties, depending on the phase of project development achieved through funding by us, subject to a maximum of $3,000,000USD to be
contributed over an expected nine to 18 month expected scale-up period to production. Upon exercise of the option, a definitive agreement
for the acquisition of the Properties would outline the conditions precedent, project management and environmental, social and governance
commitments. We are not obligated to proceed with the earn-in contributions or the acquisition of the Properties if our ongoing due diligence
or other strategic priorities dictate otherwise, however, any amounts contributed that do not go toward the earning of an additional NSR
stake are non-refundable.

On March 2, 2026, we amended
the binding earn-in and option agreement with NeoRe. The amendment did not impact the financial provisions and material terms of the original
agreement, but served to better define the subject properties that comprise the project and provide a baseline listing of those properties.

33

Organizational Structure

The following is a current
organizational chart of our Company:

34

Employees

As of March 31, 2026, we had
two full-time employees and three part-time employees. None of our employees is represented by a union. We consider our relations with
our employees to be good.

Legal Proceedings

From time to time, we are
involved in various claims and legal actions arising in the ordinary course of business. There are no legal proceedings currently pending
against us which we believe would have a material effect on our business, financial position or results of operations and, to the best
of our knowledge, there are no such legal proceedings contemplated or threatened.

We may be subject to a fine
imposed by the National Forestry Corporation of the Atacama Region (“CONAF”), on our subsidiary Baltum, which is currently
being negotiated by Baltum’s counsel and CONAF, of up to $4,000, which may be reduced by as much as 50%. This is in connection with
a self-report made by Baltum to CONAF on May 13, 2019, reporting the involuntary cutting of certain vegetation species in the La Cobaltera
sector. Since Baltum made a self-report to CONAF, the applicable fine may be reduced by as much as 50%. We do not believe that this fine,
even if imposed in the full amount, will have any material effect on our business, financial position or results of operations.

Description of Properties

Our corporate offices are
located at 1199 Lancaster Ave, Suite 107, Berwyn, Pennsylvania 19312. Genlith, Inc. founder of the Company and former shareholder, allows
us to share this office at no cost by verbal agreement among the two entities.

Baltum’s corporate offices
are located at Los Militares, Street No. 5620, Office No. 905, Las Condes, Metropolitan Region, Chile.

Competition

We expect to compete globally
against a number of other cobalt and copper producers. Competition is based on several key criteria, including technological capabilities,
service, product performance and quality, sustainability factors and price. Some of our competitors are larger than we are and may have
greater financial resources. These competitors may also be able to maintain greater operating and financial flexibility. If we fail to
compete effectively, we may be unable to retain or expand our market share, which could have a material adverse effect on our business,
results of operations and financial condition.

Government and Environmental Regulations

In the ordinary course of
business we are required to obtain and renew governmental permits for our current limited operations at our projects. We will also need
additional governmental permits to accomplish our long-term plans to mine cobalt and copper under plans yet to be developed. Obtaining
or renewing the necessary governmental permits is a complex and time-consuming process involving costly undertakings by us. The duration
and success of our efforts to obtain and renew permits are contingent upon many variables not within our control, including the interpretation
of applicable requirements implemented by the permitting authority and intervention by third parties in any required environmental review.
We may not be able to obtain or renew permits that are necessary on a timely basis or at all, and the cost to obtain or renew permits
may exceed our estimates. Failure to comply with the terms of our permits may result in injunctions, fines, suspension or revocation of
permits and other penalties. We can provide no assurance that we have been, or will at all times be, in full compliance with all of the
terms of our permits or that we have all required permits. The costs and delays associated with compliance with these permits and with
the permitting process could alter all or a portion of any mine plan we may propose in the future, delay or stop us from proceeding with
the development of our projects or increase the costs of development or production, any or all of which may materially and/or adversely
affect our business, prospects, results of operations, financial condition and liquidity.

35

In 2025, the Board adopted
the Digbee and IRMA ESG frameworks and authorized the Chief Sustainability Officer to oversee related ESG assessments and determine the
timing and appropriateness of public disclosure. Pursuant to this authorization, we completed an independent Digbee ESG assessment in
July 2025, which provided a structured evaluation of environmental and social risks at both the corporate and project levels. These assessments
are intended to support our ability to identify and evaluate ESG-related risks as its projects advance.

We are also participating
in a research and development (“R&D”) project awarded through the Chilean Economic Development Agency (“CORFO”)
to evaluate the technical and environmental feasibility of recovering cobalt and copper from legacy waste piles at the La Cobaltera site.
The project is funded through Albermarle Limitada, the industry sponsor of the CORFO R&D project-selection process. This project remains
in the research and evaluation stage and does not involve operational activities or changes to our current permitting requirements.

When we have advanced further
in our explorations or move into production, we will be subject to extensive federal, state, local, and foreign environmental and safety
laws, regulations, directives, rules and ordinances concerning, among other things, employee health and safety, the composition of our
planned products, the discharge of pollutants into the air and water, the management and disposal of hazardous substances and wastes,
the usage and availability of water, the cleanup of contaminated properties (including the federal Comprehensive Environmental Response,
Compensation and Liability Act, commonly known as CERCLA or Superfund, in the U.S., and similar foreign and state laws) and the reclamation
of our future mine extraction operations and certain other assets at the end of their useful life. In addition, our future production
facilities will require numerous operating permits. Due to the nature of these requirements and changes in our planned operations, we
may incur substantial capital and operating costs, which may have a material adverse effect on our results of operations. We do not currently
have any production facilities in place as these are all in the future planning stages at this time and accordingly, we have not yet started
the permit process in respect to such planned production facilities.

We may also incur substantial
costs, including fines, damages, criminal or civil sanctions and remediation costs, or experience interruptions in our operations, for
violations arising under these laws and regulations or permit requirements. In addition, we may be required to either modify existing
or obtain new permits to meet our capacity expansion plans. We may be unable to modify or obtain such permits or if we can, it may be
costly to do so. Furthermore, environmental, health and safety laws and regulations are subject to change and have become increasingly
stringent in recent years. Future environmental, health and safety laws and regulations could require us to alter our production processes,
acquire pollution abatement or remediation equipment, modify our planned products or incur other expenses, which could harm our business
and results of operations.

If we violate environmental,
health and safety laws or regulations, in addition to being required to correct such violations, we can be held liable in administrative,
civil or criminal proceedings for substantial fines and other sanctions could be imposed that could disrupt or limit our operations. Liabilities
associated with the investigation and cleanup of hazardous substances, as well as personal injury, property damages or natural resource
damages arising from the release of, or exposure to, such hazardous substances, may be imposed without regard to violations of laws or
regulations or other fault, and may also be imposed jointly and severally. Such liabilities may also be imposed on many different entities,
including, for example, current and prior property owners or operators, as well as entities that arranged for the disposal of the hazardous
substances.

36