ITEM 1A: Risk Factors

Item 1ARisk Factors of the 2024 Annual Report includes a discussion of the Companys known material risk factors, other than risks that could apply to any issuer or offering. Other than the below, there have been no material changes in the Companys risk factors from those described in the 2024 Annual Report.

We have issued warrants, which could result in dilution to our existing stockholders and may adversely affect the market price of our common stock.

In June 2025, we issued 1,500,000 warrants to purchase shares of our common stock to a private investor. The issuance and potential future exercise of these warrants may dilute the ownership interests of existing stockholders and may adversely affect the market price of our common stock. In addition, the existence of these warrants could make it more difficult or expensive for us to raise additional capital in the future.

GOLD RESOURCE CORP

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