Northern Dynasty Minerals

Additional financing may include any of or a combination of debt, equity (subject to terms of the convertible notes (note 7)), royalties and/or contributions from possible new Pebble Project participants.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

CONVERTIBLE NOTES LIABILITY AND DERIVATIVE ON CONVERTIBLE NOTES Convertible notes liability The debt host has been accounted for at amortised cost with a 30.1% effective interest rate.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

Additional financing may include, as necessary, any or a combination of debt and equity (subject to terms of the Convertible Notes), royalties and/or contributions from possible new Pebble Project participants; however, there can be no assurance that the Company will be successful in obtaining additional financing.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

The Group has prioritized the allocation of its financial resources to meet key corporate and Pebble Project expenditure requirements for the next twelve months, including funding the Group s challenge of the US Environmental Protection Agency (" EPA ") s final determination and the US Army Corps of Engineers (" USACE ") 2024 record of decision (discussed further below).

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

Forward-looking statements describe our future plans, strategies, expectations and objectives, and are generally, but not always, identifiable by use of the words "may", "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or "project" or the negative of these words or other variations on these words or comparable terminology.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

Page | 9 Management's Discussion and Analysis Three and six months ended June 30, 2026 1.2 Overview Northern Dynasty is a mineral exploration company focused on advancing the Pebble Project in southwest Alaska, U.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

The Pebble Project is an initiative to develop one of the world s most important mineral resources, containing significant quantities of copper, gold, molybdenum, silver and rhenium.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

The Company has prioritized the allocation of its available financial resources to meet key corporate and Pebble Project expenditure requirements, including the funding the Company s challenge of the EPA s Final Determination and the USACE s 2024 ROD, as well as other matters addressed in 1.5.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

Litigation In March 2024, the Group commenced two actions in US federal courts: an action in the US Federal District Court in Alaska (the " Court "), seeking to vacate the EPA s Final Determination; and a takings claim in the US Court of Federal Claims in Washington, DC, which has been stayed pending the resolution of the Alaska action.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

The Group has prioritized the allocation of its financial resources to meet key corporate and Pebble Project expenditure requirements for the next twelve months, including funding the Group s challenge of the US Environmental Protection Agency (" EPA ") s final determination and the US Army Corps of Engineers (" USACE ") 2024 record of decision (discussed further below).

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

Given the uncertainty surrounding the EPA s final determination and the USACE s 2024 record of decision (as discussed below), there can be no assurances that the Group will be successful in obtaining additional financing or funding when required.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

Accordingly, these conditions give rise to a material uncertainty that raises substantial doubt about the Group s ability to continue as a going concern.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

The Group, however, has stated in Note 1 that there is material uncertainty that raises substantial doubt about the Group s ability to continue as a going concern as there is no certainty that funds can be raised when needed, even though it has been successful in the past.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026

federal court challenging the EPA s actions and the 2020 ROD and the 2024 ROD issued by USACE in connection with the EPA s Final Determination to prevent the Company and the Pebble Partnership from building a mine at the Pebble Project and our related litigation approach, (ii) any summary judgement proceedings taken in connection with this action; and (iii) our action in the U.

SEC original ↗Northern Dynasty Minerals — Earnings release (6-K exhibit)EX-99Aug 13, 2026