OTC: PUBC

As
used in this Annual Report on Form 10-K and unless otherwise indicated, the terms “Company,” “we,” “us,”
and “our,” refer to PureBase Corporation and its wholly-owned subsidiaries, PureBase Agricultural, Inc., a Nevada corporation
(“PureBase AG”) and U.S. Agricultural Minerals, LLC, a Nevada limited liability company (“Purebase AM”).

Corporate
History

The
Company was incorporated in the State of Nevada on March 2, 2010, under the name Port of Call Online, Inc. to create a web-based service
that would offer boaters an easy, convenient, fun, easy to use, online resource to help plan and organize their boating trips. Pursuant
to a corporate reorganization consummated on December 23, 2014, the Company changed its business focus to the identification, acquisition,
development and full-scale exploitation of industrial and natural mineral properties in the United States for the development of products
for the construction and agriculture markets. In line with this business focus, the Company changed its name to PureBase Corporation
in January 2015.

The
Company is headquartered in Sutter Creek, California.

Business
Overview

We
are a natural resource company providing solutions to the agriculture markets in the United States through our two subsidiaries, Purebase
AG and Purebase AM.

Until
June 2025, we utilized the services of US Mine Corporation (“USMC”), a Nevada corporation and a significant shareholder of
the Company, for the development and contract mining of industrial minerals. John Bremer, a director, is also an officer, director, and
significant owner of USMC. In addition, until June 2025, a substantial portion of the minerals used by us were obtained from properties
owned or controlled by US Mine, LLC, a California limited liability company. Mr. Bremer is also a significant owner of US Mine, LLC.

On
June 18, 2025, we entered into a master agreement (the “Master Agreement”) with USMC, US Copper LLC, a Nevada limited liability
company (“US Copper LLC”), and US Mine LLC and, together with USMC and US Copper LLC, the “US Mine Entities”),
pursuant to which mining rights US Mine LLC granted to us to purchase up to 100,000,000 tons of metakaolin supplementary cementitious
materials from properties owned by US Mine LLC and US Mine LLC’s stock option to purchase up to 116,000,000 shares of our common
stock at an exercise price of $0.38 per share which were granted pursuant to our Materials Extraction Agreement with US Mine LLC, dated
May 27, 2021, as amended on October 6, 2021, and further amended on November 1, 2023, were cancelled.

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Agricultural
Sector

We
develop specialized fertilizers, sun protectants, soil amendments and bio-stimulants for organic and non-organic sustainable agriculture.
We have developed products derived from mineralized materials of leonardite, kaolin clay, laterite, and other natural minerals. These
mineral and soil amendments are used to protect crops, plants and fruits from the sun and winter damage, to provide nutrients to plants,
and to improve dormancy and soil ecology to help farmers increase the yields of their harvests. We are building a brand family under
the parent trade name “Purebase,” consisting of our Purebase Shade Advantage WP product, a kaolin-clay based sun protectant
for crops and Humic Advantage a humic acid product derived from leonardite.

PureBase
Shade Advantage WP

Shade
Advantage WP is a natural mineral plant protectant that reduces sunburn damage to plant tissue (including fruits, such as watermelons,
citrus, tomatoes, apples and cherries and walnuts) exposed to UV and infrared radiation through the absorption and dissipation of ultraviolet
and infrared radiation, which protects and reduces the stress on plants.

The
anticipated benefits of this product include:

●
Adherences
to plant tissue, fruit, and wood bark without the need for surfactants (stickers)

●
Protection
against sunburn of plant tissue and sun scalding of fruits, nuts, and vegetables

●
Designed
for application on organic and sustainable crops

●
When
sprayed on dormant trees, Shade Advantage WP has the potential of mitigating weather induced dormancy interference.

Shade
Advantage WP is available in 25 lb. bags.

Humic
Advantage

The
Company sold its first batch of humic acid to a produce grower in Arizona in April 2022.Humic Advantage is a humic acid product derived
from leonardite, locally sourced in Ione, California. Humic acid is a group of molecules heterogenous in nature, consisting of both aliphatic
and aromatic carbons. We believe that humic acids are an important medium for soil health, water retention, and positive interactions
with the soil microbiome. Humic acids can act as a chelator, interacting with other molecules in the soil profile, leading to a decrease
in the leaching of metals and nutrients in some cases. Furthermore, some scientific publications have shown that the application of humic
acid can increase plant dry mass, particularly in forage crops, due to increases in root matter and nodulation.

Industry
Overview

The
overview below shows the size and scope of the crops that could potentially use products that we develop:

California’s
Top 10 Agricultural Commodities in 2024

According
to the California Department of Food and Agriculture (“CDFA”), California’s agricultural abundance includes more than
400 commodities and over a third of the country’s vegetables and nearly three-quarters of the country’s fruits and nuts are
grown in California. California’s top-10 valued commodities for the 2024 crop year are:

●
Dairy
Products, Milk — $8.61 billion

●
Almonds
— $5.66 billion

●
Grapes
— $5.64 billion

●
Cattle
and Calves — $4.98 billion

●
Lettuce
— $3.67 billion

●
Strawberries
— $3.46 billion

●
Pistachios
— $2.05 billion

●
Tomatoes
— $1.64 billion

●
Carrots
— $1.57 billion

●
Broilers
— $1.37 billion

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According
to the CDFA, in 2024 California’s farms and ranches received $61.2 billion in cash receipts for their output. This represents a
3.6% increase in cash receipts compared to the previous year.

According
to the CDFA, California agricultural exports totaled $22.4 billion in 2023, a decrease of 5.9% from 2022. Top commodities for export
included almonds, dairy and dairy products, pistachios, walnuts and wine. California’s agricultural export statistics are produced
by the University of California, Davis, Agricultural Issues Center. California organic product sales totaled $11.8 billion in 2023, an
increase of 6.3% from the prior year, according to the CDFA. Organic production encompasses over 1.78 million acres in the state and
California is the only state in the U.S. with a United States Department of Agriculture (“USDA”) National Organic Program
according to the CDFA.

In
2024, as per the USDA, the estimated number of farms in the U.S. were 1,880,000, representing a decline of 14,950 farms from 2022. The
total land in farms decreased by 2,100,000 acres in the same period. We believe that this decline will drive farmers to improve crop
yields within more limited space. We believe that humic acid can improve yield rates by enhancing soil texture, nutrient buffering capacity,
water retention characteristics, and plant growth by enabling efficient uptake of nutrients from soil. We believe that humic acid aids
in fighting soil erosion by increasing the ability of soil colloids to combine and by enhancing root system and plant development and
can also reduce water salination issues raised in the use of water-soluble mineral fertilizers.

According
to the latest research report by Global Market Insights Inc., the North
America Humic Acid Market was estimated at $391 million in 2024 and is poised to reach
around $1.31 billion by 2034, which is an approximately 12.9% CAGR from 2025 to 2034. Propelled by widespread application of humic
acid as fertilizer in agricultural production, the fertilizer use segment is expected to grow from an estimated $255 million in 2025
at around 13.4% CAGR over the analysis timeline. Humic acid offers several benefits, including better efficiency, enhanced soil health,
and improved crop quality and yields, which is anticipated to fuel segmental progress in the forthcoming years.

Distribution

We
distribute Shade Advantage WP through several large agricultural distribution companies and co-ops including Helena Agri-Enterprises,
LLC, Brandt, and Aligned Ag Distributors. Through this network of distribution companies, our products reach farmers and growers in the
agricultural industry. We also private label the Crop White II product for Brandt. The Company no longer produces the SulFe Hume Si product.

Competition
in the Agricultural Sector

Major
competitors with our agricultural products include:

●
PureShade
with Calcium Carbonate: manufactured by Novasource, a division of Tessenderlo Kerley, Inc.

●
Surround:
A kaolin-clay-based sun protectant manufactured by Novasource, a division of Tessenderlo Kerley, Inc.

●
BioFlora:
a comprehensive agricultural products company based in Arizona.

●
Mesa
Verde Humates, a division of Bio Huma Netics, a manufacturer of humate-based products based in New Mexico.

●
The
Andersons Humic Solutions: A humic based products mining and manufacturing firm focused in the US Midwest, which produces highly
competitive organic products which are sold and distributed throughout the United States.

●
Wilbur
Ellis: one of the largest family-owned agricultural companies in the world.

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Agricultural
Products Certifications

All
sales of agricultural products have to be registered in order to be sold, distributed and/or applied in farming operations. Standards
for registration are set and regulated by the USDA at the federal level. All state agencies must also comply with federal guidelines.
There are guidelines for the registration and labelling of the products for agriculture use, some of which are federal, others are State.
Our organic product, PureBase Shade Advantage WP, must meet several additional qualifications in order to become registered.

In
California, for example, the task of regulating the registration processes is carried out by the CDFA. There are some activities within
the regulatory process that are executed by recognized and licensed private entities such as chemical laboratories and certifying laboratories.
In some instances, in accordance with various international treaties, some of bilateral and some by regional structures (European Union,
etc.) and some governmental and private organizations are recognized and licensed to play particular roles in certifying and/or in the
certifying processes.

Currently
we have one product fully registered as an organic plant protectant, PureBase Shade Advantage WP. The WP stands for Wettable Powder which
means the powder goes into suspension when mixed with water. We have registration certificates for this product in several states including
California and Washington. Our product is currently registered in the US and California as an agricultural product.

Our
newest product, Humic Advantage, has received an Organic Materials Review Institute certification and is currently approved for sale
in Arizona and is under review with the CDFA for approval to sell Humic Advantage in California as a soil amendment.

Construction
Sector

We
had been developing and testing a kaolin-based product that we believed would help create a lower CO2-emitting concrete through the use
of high-quality supplementary cementitious materials (“SCMs”). We were developing SCMs for the construction material markets,
particularly the cement markets that we believed could potentially replace up to 40% of cement, the most polluting part of concrete.
As government agencies continue to enact stricter requirements for less-polluting forms of concrete, we believed there were significant
opportunities for high-quality SCM products in the construction-materials sector.

The
Company has decided that it will no longer develop and pursue the SCM market. The Company has decided to instead further develop and
expand its presence in the agricultural sector, as it believes that it can achieve higher margins in that sector and that construction
of an SCM plant would take approximately two years.

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Government
Controls and Regulations

Natural
resource exploration, mining and processing operations are subject to various federal, state and local laws and regulations governing
prospecting, exploration, development, production, labor standards, occupational health, mine safety, control of toxic substances, and
other matters involving environmental protection and employment. United States environmental protection laws address the maintenance
of air and water quality standards, the preservation of threatened and endangered species of wildlife and vegetation, the preservation
of certain archaeological sites, reclamation, and limitations on the generation, transportation, storage and disposal of solid and hazardous
wastes, among other things. There can be no assurance that all the required permits and governmental approvals necessary for any mining
project with which we may be associated can be obtained on a timely basis, or maintained in good standing. Delays in obtaining or failure
to obtain necessary government permits and approvals may adversely impact our operations. The regulatory environment in which we operate
could change in ways that would substantially increase costs to achieve compliance. In addition, significant changes in regulations could
have a material adverse effect on our operations and ability to timely and effectively implement our drilling/mapping programs and develop
our mining properties.

The
following governmental controls and regulations materially affect the mining properties we, or our third-party mineral suppliers, will
seek to explore and develop.

Federal
Regulation of Mining Activity

Mining
operations are subject to numerous federal, state and local laws and regulations. At the federal level, mining properties are subject
to inspection and regulation by the Division of Mine Safety and Health Administration of the Department of Labor (“MSHA”)
under provisions of the Federal Mine Safety and Health Act of 1977. The Occupation and Safety Health Administration (“OSHA”)
also has jurisdiction over certain safety and health standards not covered by MSHA. Mining operations and all proposed exploration and
development will require a variety of permits. In addition, any mining operations occurring on federal property are subject to regulation
and inspection by the Bureau of Land Management (“BLM”).

The
Federal Land Policy and Management Act (1976) established the BLM’s multiple-use mandate to manage the public lands “in a
manner that will protect the quality of scientific, scenic, historical, ecological, environmental, air and atmospheric, water resource,
and archeological values; that, where appropriate, will preserve and protect certain public lands in their natural condition”.
The Lands, Minerals & Water Rights branch coordinates with BLM planning and resource specialists to manage surface resources, minerals
and water rights to ensure that authorized uses of public lands.

Mining
Environmental Regulations

While
we are not at present engaged in mining activities, such activities, including drilling, mapping and development and production activities
are subject to environmental laws, policies and regulations. These laws, policies and regulations affect, among other matters, emissions
to the air, discharges to water, management of waste, management of hazardous substances, protection of natural resources, protection
of endangered species, protection of antiquities and reclamation of mined land. Legislation and implementation of regulations adopted
or proposed by the United States Environmental Protection Agency (“EPA”), the BLM and by comparable agencies in various states,
directly and indirectly affect the mining industry in the United States. These laws and regulations address the environmental impact
of mining and mineral processing, including potential contamination of soil and water from tailings, discharges and other wastes generated
by the mining process. In particular, legislation such as the Clean Water Act, the Clean Air Act, the Federal Resource Conservation and
Recovery Act (“RCRA”), and the National Environmental Policy Act require analysis and/or impose effluent standards, new source
performance standards, air quality standards and other design or operational requirements for various components of mining and mineral
processing, including natural resource mining and processing of the type presently or to be conducted by the Company or through USMC.
Such statutes also may impose liability on mine developers for remediation of waste they have created.

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Mining
projects also are subject to regulations under (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”
or “Superfund”) which regulates and establishes liability for the release of hazardous substances and (ii) the Endangered
Species Act (“ESA”) which identifies endangered species of plants and animals and regulates activities to protect these species
and their habitats. Any potential future amendment to CERLA or ESA may impact our business.

The
Clean Air Act, as amended, mandates the establishment of a federal air permitting program, identifies a list of hazardous air pollutants,
including various metals and pollutants, and establishes new EPA enforcement authority. The EPA has published final regulations establishing
the minimum elements of state operating permit programs. We will be required to comply with these EPA standards to the extent adopted
by the State in which development projects are located.

Future
regulations are unknown but expected to occur. The new U.S. Administration has rejoined the Paris Climate Accord and placed further restrictions
on carbon-emitting activities. Future restrictions and higher standards could negatively impact our ability to bring new products to
market, as well as bring new opportunities for products that can reduce CO2 emissions.

In
addition, developing mining sites requires mitigation of long-term environmental impacts by stabilizing, contouring, re-sloping, and
revegetating various portions of a site. While a portion of the required work can be performed concurrently with developing the property,
completion of the environmental mitigation occurs once removal of all materials and facilities has been completed. These reclamation
efforts are conducted in accordance with detailed plans which have been reviewed and approved by the appropriate regulatory agencies.
The mining developer must ensure that all necessary cash deposits and financial resources to cover the estimated costs of such reclamation
as required by permit are made.

We
intend that any exploration and development of mining projects by the Company will be conducted in substantial compliance with federal
and state regulations and be consistent with the need to remediate any environmental impact.

Employees

The
Company currently has two full-time employees and one part-time employee.

Outside
services, relating primarily to agricultural market research and product development, as well as other technical matters related to product
development and branding activities, will be provided by various independent contractors.