NEM/Filings/10-K Diff

NEM 10-K diff: FY 2024-12-31 → FY 2025-12-31

Paragraph-level diff of Risk Factors (Item 1A) and Management's Discussion & Analysis (Item 7).

Item 1A · Risk Factors

+124 paragraphs −117 paragraphs ~117 changed

FY 2024-12-31 (earlier)

ITEM 1A. RISK FACTORS (dollars in millions, except per share, per ounce and per pound amounts) Our business activities are subject to significant risks, including those described below. You should carefully consider these risks. If any of the described risks actually occurs, our business, financial position and results of operations could be materially adversely affected. Such risks are not the only ones we face and additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business. This report contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of a number of factors, including the risks described below. Refer to “Forward-Looking Statements.” Risks Related to Our Operations and Business A substantial or extended decline in gold, copper, silver, lead or zinc prices would have a material adverse effect on us. Our business is dependent on the prices of gold, copper, silver, lead and zinc, which fluctuate on a daily basis and are affected by numerous factors beyond our control. Factors tending to influence prices include: • Gold sales, purchases or leasing by governments and central banks; • Speculative short positions taken by significant investors or traders in gold, copper, silver, lead, zinc or other metals; • The relative strength of the U.S. dollar; • The monetary policies employed by the world’s major Central Banks; • The fiscal policies employed by the world’s major industrialized economies; • Expectations of the future rate of inflation; • Interest rates; • Recession or reduced economic activity in the United States, Australia, China, India and other industrialized or developing countries; • Decreased industrial, jewelry, base metal or investment demand; • Increased import and export taxes; • Increased supply from production, disinvestment and scrap; • Forward sales by producers in hedging or similar transactions; • Availability of cheaper substitute materials; and • Changing investor or consumer sentiment, including in connection with transition to a low-carbon economy, investor interest in crypto currencies and other investment alternatives and other factors.Average gold prices for 2024 were $2,386 per ounce (2023: $1,941; 2022: $1,800), average copper prices for 2024 were $4.15 per pound (2023: $3.85; 2022: $3.99), average silver prices for 2024 were $28.27 per ounce (2023: $23.35; 2022: $21.73), average lead prices for 2024 were $0.94 per pound (2023: $0.97; 2022: $0.98), and average zinc prices for 2024 were $1.26 per pound (2023: $1.20; 2022: $1.58). Any decline in our realized prices adversely impacts our revenues, net income and operating cash flows, particularly in light of our strategy of not engaging in hedging transactions with respect to sales of gold, copper, silver, lead or zinc. We have recorded impairments in the current year and may experience additional impairments in future years as a result of lower gold, copper, silver, lead or zinc prices.In addition, sustained lower gold, silver, copper, zinc or lead prices can:• Reduce revenues further through production declines due to cessation of the mining of deposits, or portions of deposits, that become uneconomic at sustained lower metal prices; • Reduce or eliminate the profit that we currently expect from ore stockpiles and ore on leach pads and increase the likelihood and amount that the Company might be required to record write downs related to the carrying value of its stockpiles and ore on leach pads; • Halt or delay the development of new projects;16 Table of Contents• Reduce funds available for exploration and advanced projects with the result that depleted reserves may not be replaced; and • Reduce existing reserves by removing ores from reserves that can no longer be economically processed at prevailing prices. We may be unable to replace gold, copper, silver, lead or zinc reserves as they become depleted. Mining companies must continually replace reserves depleted by production to maintain production levels over the long term and provide a return on invested capital. Depleted reserves can be replaced in several ways, including expanding known ore bodies, by locating new deposits or acquiring interests in reserves from third parties. Exploration is highly speculative in nature, involves many risks and uncertainties and is frequently unsuccessful in discovering significant mineralization. Accordingly, our current or future exploration programs may not result in new mineral producing operations. Even if significant mineralization is discovered, it will likely take many years from the initial phases of exploration until commencement of production, during which time the economic feasibility of production may change. We may consider, from time to time, the acquisition of ore reserves from others related to development properties and operating mines. Such acquisitions are typically based on an analysis of a variety of factors including historical operating results, estimates of and assumptions regarding the extent of ore reserves, the timing of production from such reserves and cash and other operating costs. Other factors that affect our decision to make any such acquisitions may also include our assumptions for future gold, copper, silver, lead or zinc prices or other mineral prices and the projected economic returns and evaluations of existing or potential liabilities associated with the property and its operations and projections of how these may change in the future. In addition, in connection with any acquisitions we may rely on data and reports prepared by third parties (including ability to permit and compliance with existing regulations) and which may contain information or data that we are unable to independently verify or confirm. Other than historical operating results, all these factors are uncertain and may have an impact on our revenue, our cash flow and other operating issues, as well as contributing to the uncertainties related to the process used to estimate reserves and resources. In addition, there may be intense competition for the acquisition of attractive mining properties. As a result of these uncertainties, our exploration programs and any acquisitions which we may pursue may not result in the expansion or replacement of our current production with new ore reserves or operations, which could have a material adverse effect on our business, prospects, results of operations and financial position. Estimates of proven and probable reserves and measured, indicated and inferred resources are uncertain and the volume and grade of ore actually recovered may vary from our estimates.The mineral reserves stated in this report represent the amount of gold, copper, silver, lead, zinc and molybdenum that we estimated, at December 31, 2024, could be economically and legally extracted or produced at the time of the reserve determination. Estimates of proven and probable reserves are subject to considerable uncertainty. Such estimates are, or will be, to a large extent, based on the prices of gold, copper, silver, lead, zinc, and molybdenum and interpretations of geologic data obtained from drill holes and other exploration techniques, which data may not necessarily be indicative of future results. If our reserve estimations are required to be revised due to significantly lower gold, copper, silver, lead, zinc, and molybdenum prices, increases in operating costs, reductions in metallurgical recovery or other modifying factors, this could result in material write-downs of our investment in mining properties, goodwill and increased amortization, reclamation and closure charges.Producers use pre-feasibility or feasibility studies for undeveloped ore bodies to derive estimates of capital and operating costs based upon anticipated tonnage and grades of ore to be mined and processed, the predicted configuration of the ore body, expected recovery rates of metals from the ore, the costs of comparable facilities, the costs of operating and processing equipment and other factors. Actual operating and capital cost and economic returns on projects may differ significantly from original estimates. Further, it may take many years from the initial phases of exploration until commencement of production, during which time, the economic feasibility of production may change. Additionally, resources do not indicate proven and probable reserves as defined by the SEC or the Company’s standards. Estimates of measured, indicated and inferred resources are subject to further exploration and development, and are, therefore, subject to considerable uncertainty. Inferred resources, in particular, have a great amount of uncertainty as to their existence and their economic and legal feasibility. The Company cannot be certain that any part or parts of the resource will ever be converted into mineral reserves.In addition, if the price of gold, copper, silver, lead, zinc, or molybdenum declines from recent levels, if production costs increase, grades decline, recovery rates decrease or if applicable laws and regulations are adversely changed, the indicated level of recovery may not be realized or mineral reserves or resources might not be mined or processed profitably. Similarly, mineral reserves may be impacted if assumptions relating to mine planning change or are not achieved, for example if planned improvements from our Full Potential programs are not realized. If we determine that certain of our mineral reserves have become uneconomic, this may ultimately lead to a reduction in our aggregate reported mineral reserves and resources. Consequently, if our actual mineral reserves and resources are less than current estimates, our business, prospects, results of operations and financial position may be materially impaired. 17Table of ContentsMineral reserves and resources disclosed in this Form 10-K have been prepared in accordance with the Regulation S-K 1300. In 2021, the Company transitioned its approach to reporting and internal methodologies to take into account the required change from the SEC’s Industry Guide 7 to Regulation S-K 1300. To the extent that regulators adopt new requirements and issue or modify related guidance and interpretations in the future, it could result in changes to mineral reserve and mineral resource information.Estimates relating to projects and mine plans of existing operations are uncertain and we may incur higher costs and lower economic returns than estimated. Mine development and expansion projects typically require a number of years and significant expenditures during the development phase before production is possible. Such projects could experience unexpected problems and delays during permitting, development, construction and mine start-up. Our decision to develop a project is typically based on the results of studies, which estimate the anticipated economic returns of a project. The actual project profitability or economic feasibility may differ from such estimates as a result of any of the following factors, among others: • Changes in tonnage, grades and metallurgical characteristics of ore to be mined and processed; • Changes in input commodity and labor costs, including as a result of inflation or tariffs; • The quality of the data on which engineering assumptions were made; • Increases in development capital and investment costs; • Adverse geotechnical, geothermal and hydrogeological conditions; • Availability of adequate and skilled labor force; • Availability, supply and cost including: critical assets, water, reagents, and power; • Costs related to environmental management and sales including waste management, monitoring and transport and storage of product sales; • Fluctuations in inflation and currency exchange rates; • Availability, cost and terms of financing;• Ability to achieve anticipated benefits, synergies, savings and other efficiencies in connection with acquisitions, full potential programs and initiatives, and through portfolio optimization and divestitures;• Delays or inability to obtain environmental or other government permits or approvals or changes in the laws and regulations related to our operations or project development; • Changes in tax laws, customs law and tariffs, the laws and/or regulations around royalties and other taxes due to the regional and national governments and royalty agreements; • Government instability, including in jurisdictions that do not have a long-standing or significant mining industry, such that there may be limited clarity on agreements with such governments, or decreased governmental support for development of mining projects; • Weather or severe climate impacts, including, without limitation, prolonged or unexpected precipitation, drought and/or sub-zero temperatures; • Potential delays and restrictions in connection with health and safety issues, including pandemics (such as COVID-19 and related variants) and other infectious diseases, such as malaria or the zika virus; • Potential delays relating to social and community issues, including, without limitation, issues resulting in protests, road blockages or work stoppages; and • Potential challenges to mining activities or to permits or other approvals or delays in development and construction of projects based on claims of disturbance of cultural resources or the inability to secure consent generally from Indigenous groups.New projects require, among other things, the successful completion of feasibility studies, attention to various fiscal, tax and royalty matters, obtainment of, and compliance with, required governmental and regulatory permits and arrangements for necessary surface and other land rights. We may also have to identify adequate sources of water and power for new projects, ensure that appropriate community infrastructure (for example, reliable rail, ports, roads, and bridges) is developed to support the project and secure appropriate financing to fund a new project. These infrastructures and services are often provided by third parties whose operational activities are outside of our control. Establishing infrastructure for our development projects requires significant resources, identification of adequate sources of raw materials and supplies, and the cooperation of national and regional governments, none of which can be assured. In addition, new projects have no operating history upon which to base estimates of future financial and operating performance, including future cash flow. Thus, it is possible that actual costs may increase and economic returns may differ materially from our estimates. Consequently, our future development activities may not result in the expansion or replacement of current production with new production, or one or more of these new production sites or facilities may be less profitable than currently 18Table of Contentsanticipated or may not be profitable at all, any of which could have a material adverse effect on our results of operations and financial position.For our existing operations, we base our mine plans on geological and metallurgical assumptions, financial projections and commodity price estimates. These estimates are periodically updated to reflect changes in our operations, including modifications to our proven and probable reserves, revisions to environmental obligations, changes in legislation and/or our political or economic environment, and other significant events associated with or impacting mining operations. Further, future positive revisions, if any, remain subject to improvements in costs, recovery, commodity price or a combination of these and other factors. Additionally, we review our operations for events and circumstances that could indicate that the carrying value of our long-lived assets may not be recoverable. If indicators of impairment are determined to exist at our mine operations, and an impairment charge is incurred, such charges are not reversible at a later date even when favorable modifications to our proven and probable reserves and measured, indicated and inferred resources, favorable revisions to environmental obligations, favorable changes in legislation and/or our political or economic environment, and other favorable events occur. As a result of these uncertainties, actual results may be less favorable than estimated returns and initial financial outlook. Increased operating and capital costs could affect our profitability. Costs at any particular mining location are subject to variation due to a number of factors, such as variable ore grade, changing metallurgy and revisions to mine plans in response to the physical shape and location of the ore body, as well as the age and utilization rates for the mining and processing related facilities and equipment. In addition, costs are affected by the price and availability of input commodities, such as fuel, electricity, labor, chemical reagents, explosives, steel, concrete and mining and processing related equipment and facilities. Commodity costs are, at times, subject to volatile price movements, including increases that could make production at certain operations less profitable. Further, changes in laws and regulations can affect commodity prices, uses, and transport. Reported costs may also be affected by changes in accounting standards. A material increase in costs at any significant location could have a significant effect on our profitability and operating cash flow. Our operational costs, including, without limitation, labor costs, can be impacted by inflation. Certain of our operations are located in countries that have in the past experienced high rates of inflation, such as in Argentina, Suriname, and Ghana. It is possible that in the future, high inflation in the countries in which we operate may result in an increase in operational costs in local currencies (without a concurrent devaluation of the local currency of operations against the dollar or an increase in the dollar price of gold, copper, silver, lead or zinc). A material increase in costs at any significant location could have a significant effect on our profitability and operating cash flow. We could have significant increases in capital and operating costs over the next several years in connection with new projects, costs related to closure reclamation activities, and in the sustaining and/or expansion of existing mining and processing operations. Costs associated with capital expenditures may increase in the future as a result of factors beyond our control. Increased capital expenditures may have an adverse effect on the profitability of and cash flow generated from existing operations, as well as the economic returns anticipated from new projects. Significantly higher and sustained increases in operational costs or capital expenditures could result in the deferral or closure of projects and mines in the event that costs become prohibitive.Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made. Natural resource extractive companies are required to close their operations and rehabilitate the lands that they mine in accordance with a variety of environmental laws and regulations. Estimates of the total ultimate closure and rehabilitation costs for gold, silver, copper, zinc and lead mining operations are significant and based principally on current legal, community and regulatory requirements and mine closure plans that may change materially.Additionally, we may be held responsible for the costs of addressing contamination at the site of current or former activities or at third party sites or be held liable to third parties for exposure to hazardous substances should those be identified in the future. Under the U.S. Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (“CERCLA”) and its state law equivalents, current or former owners of properties may be held jointly and severally liable for the costs of site cleanup or required to undertake remedial actions in response to unpermitted releases of hazardous substances at such property, in addition to, among other potential consequences, liability to governmental entities for the cost of damages to natural resources, which may be significant. These subject properties are referred to as “superfund” sites. For example, the inactive Midnite uranium mine is a superfund site subject to CERCLA. It is possible that certain of our other current or former operations, projects or exploration locations in the U.S. could be designated as a superfund site in the future, exposing us to potential liability under CERCLA. The laws and regulations governing mine closure and reclamation in a particular jurisdiction are subject to review at any time and may be amended to impose additional requirements and conditions which may cause our provisions for environmental liabilities to be underestimated and could materially affect our financial position or results of operations. For a more detailed description of potential environmental liabilities, see the discussion in Environmental Matters in Note 25 to the Consolidated Financial Statements. In addition, regulators are increasingly requesting security in the form of cash collateral, credit, trust arrangements or guarantees to secure the performance of environmental obligations, which could have an adverse effect on our financial position. Any underestimated or unanticipated retirement and rehabilitation costs could materially affect our financial position, results of operations and cash flows. Environmental liabilities are accrued when they become known, or new permit conditions or limits are added, are probable and can be 19Table of Contentsreasonably estimated. Whenever a previously unrecognized remediation liability becomes known, or a previously estimated reclamation cost is increased, the amount of that liability and additional cost will be recorded at that time and could materially reduce our consolidated net income attributable to Newmont stockholders and potentially result in impairments.For example, in early 2015 and again in June 2017, the Peruvian government agency responsible for certain environmental regulations, the MINAM, issued proposed modifications to water quality criteria for designated beneficial uses which apply to mining companies, including Yanacocha. These criteria modified the in-stream water quality criteria pursuant to which Yanacocha has been designing water treatment processes and infrastructure. In 2017, Yanacocha submitted a modification to its previously approved compliance achievement plan to the MINEM. In May 2022, Yanacocha submitted a proposed modification to this plan requesting an extension of time for coming into full compliance with the new regulations to 2027. In June 2023, Yanacocha received approval of its updated compliance plan from MINEM and was granted an extension to June 2026 to achieve compliance. The Company appealed this approval to the Mining Council requesting the regulatory extension until 2027, and in April 2024, MINEM approved the compliance schedule.The Company is conducting detailed studies to better estimate water management and other closure activities that will ensure water quality and quantity discharge requirements, including the modifications promulgated by MINAM, as referenced above, will be met. This also includes performing a comprehensive update to the Yanacocha reclamation plan to address changes in closure activities and estimated closure costs while preserving optionality for potential future projects at Yanacocha. These ongoing studies, which will extend beyond the current year, continue to evaluate and revise assumptions and estimated costs of changes to the reclamation plan. While certain estimated costs remain subject to revision, the Company’s asset retirement obligation includes construction and operating costs for two new water treatment plants and initial consideration of known risks (including the associated risk that these water treatment estimates could change in the future as more work is completed). The ultimate construction costs of the two water treatment plants remain uncertain as ongoing study work and assessment of opportunities that incorporates the latest design considerations remain in progress. These and other risks and contingencies that are the subject of ongoing studies could result in future material increases to the reclamation obligation at Yanacocha, including, but not limited to, a comprehensive review of our tailings storage facility management, review of Yanacocha’s water balance and storm water management system and review of post-closure management costs. The ongoing Yanacocha closure studies are expected to be progressed in 2025 and continue in the future. Future material increases or decreases to the asset retirement obligation could occur as additional analyses are completed and further refinements to water quality and volume modeling are completed. Additionally, revisions to the Yanacocha reclamation plan may change in connection with the Company’s ultimate submission and review of the plan with Peruvian regulators. Refer to Notes 6 and 25 to our Consolidated Financial Statements for information regarding reclamation and remediation, and Note 1 to our Consolidated Financial Statements regarding the Company’s interest in Yanacocha.Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects. Damage to our reputation can be the result of the actual or perceived occurrence of a variety of events and circumstances, and could result in negative publicity (for example, with respect to handling of environmental, tailings and tailings failures, employee, safety and security matters, dealings with local community organizations or individuals, community commitments, handling of cultural sites or resources, and various other matters). In recent years we have provided greater transparency on environmental, social and governance performance in response to stakeholder engagement and requests, and provided supplemental disclosures in our Annual Sustainability Report and other sustainability reports on our website in connection with stakeholder concerns and issues. Such increased transparency may result in greater scrutiny and impact how the Company is perceived.Our Code of Conduct (the “Code”) forms the foundation of our internal governance structure as well as our commitment to responsible mining. We encourage employees and others to promptly report incidents of possible violations of the Code and/or our global policies and standards, including without limitation in the areas of business integrity, social and environmental, community relations and human rights. Employees and non-employees, including suppliers and community members, can anonymously report concerns via our third-party-administered helpline. Each mine site also has a complaints and grievances register to record matters raised by local stakeholders. When necessary, we use independent mechanisms agreed to by the complainants, such as a local leader or committee, to facilitate resolution of such matters before they require public or legal intervention. However, we are not always able to resolve these matters before they are raised publicly or in legal or regulatory proceedings and in the future we may not be able to meet the growing demands of stakeholders through these mechanisms. Such matters once publicized may negatively impact our reputation and may have a material adverse effect on our business, financial position and results of operations. The growing use of social media to generate, publish and discuss community news and issues and to connect with others has made it significantly easier, among other things, for individuals and groups to share their opinions of us and our activities, whether true or not. We do not have direct control over how we are perceived by others and any resulting loss of reputation could have a material adverse effect on our business, financial position and results of operations. 20Table of ContentsWe are dependent upon information technology and operational technology systems, which are subject to disruption, damage, failure or cybersecurity attacks and risks associated with implementation, upgrade, operation and integration. Our business operations rely heavily on technology platforms and systems to manage and optimize our globally diverse mining assets. These systems are critical to ensuring safety, operational efficiency, cost management, and meeting environmental, social, and governance (ESG) objectives. However, the increasing sophistication of cybersecurity threats, coupled with the adoption of emerging technologies such as artificial intelligence (AI), automation, and cloud-based platforms, poses important risks to our operations, financial performance, and reputation. Our systems, as well as those of our third-party service providers, vendors, and partners, face a wide range of cybersecurity threats, including: Ransomware, malware, and phishing schemes targeting critical systems and sensitive data; unauthorized access and breaches affecting intellectual property, financial information, and operational data; vulnerabilities introduced through supply chain dependencies and third-party security weaknesses; human error, design flaws, and system misconfigurations. The adoption of new technologies and the adoption of remote and flexible work arrangements enhances our operational capabilities but introduces additional risks. AI, for example, is increasingly leveraged by Newmont for decision-making, mineral extraction optimization, and autonomous operations. While AI has the potential to improve efficiency and safety, it also presents unique vulnerabilities, including algorithmic biases that could lead to inaccurate decisions or unintended outcomes; data integrity risks, such as manipulation or corruption of datasets used to train AI systems; unauthorized access or exploitation of AI-powered systems, potentially compromising operations or sensitive data. Additionally, the increased interconnectivity of automated and cloud-based systems and increase of our remote workforce expands our cyber-attack surface, requiring heightened vigilance and advanced security measures. These risks are further compounded for our operations in countries with higher geopolitical risk. The Newmont cybersecurity program is designed to protect our technology platforms and address risks associated with the implementation of emerging technologies. While these efforts are designed to align with industry best practices, no system can eliminate all risks, especially given the pace of technological advancement and the evolving nature and increased frequency of cyber threats. In addition, we do not carry specific cybersecurity insurance to help mitigate such costs due to increased premiums and limited market availability.Therefore, a successful cyberattack or other cybersecurity incident could result in production and operational downtimes, data corruption, and unauthorized disclosure of sensitive information. For example, in 2020, we detected a cyberattack on our systems. Although we were able to respond quickly to stop the continued spread of the threat, it took significant time and resources to fully identify the scope of the attack and to recover our systems and data. The cost of responding to and remediating such event was immaterial. Although the 2020 attempts and other cyber incidents to date have not resulted in any material breaches, disruptions, or loss of business-critical information, our systems and procedures for preparing and protecting against such attempts and mitigating such risks may prove to be insufficient against future attacks. These events may subject us to significant expenses, remediation costs, disputes, financial losses, regulatory actions or investigations, litigation, reputational harm, and delays in the deployment of critical technologies, that could results in damages, material fines and penalties, and harm to our reputation, any of which could have a significant effect on our financial condition, results of operations, liquidity, and cash flows. The risks associated with the implementation of emerging technologies, if not effectively mitigated, could undermine the benefits of these advancements and impact our competitive position.In addition, we are subject to various legislation, regulations, directives and guidelines from federal, state, local and foreign agencies, that are intended to strengthen cybersecurity measures required for information and operational technology, and that apply to the collection, use, retention, protection, disclosure, transfer and other processing of personal information. Failure to comply with any of applicable legal requirements could result in enforcement action against us, including fines, which could harm our reputation and have a significant effect on our financial condition, results of operations, liquidity, and cash flows. To the extent we hold or acquire interests in any joint ventures or enter into any joint ventures, our interest in these properties is subject to the risks normally associated with the conduct of joint ventures.To the extent we hold or acquire interests in any joint ventures or enter into any joint ventures in the future, the existence or occurrence of one or more of the following circumstances and events could have a material adverse impact on our profitability or the viability of our interests held through joint ventures, which could have a material adverse impact on our future cash flows, earnings, results of operations and financial condition:• inconsistent economic, political or business interests or goals between partners or disagreements with partners on strategy for the most efficient development or operation of mines; • inability to control certain strategic decisions made in respect of properties; • exercise of majority rights by our partners so as to take actions for which we may not believe to be in the joint venture’s best interests, including but not limited to decisions related to day to day operations, labor relations, litigation, government relations, political contributions, community relations, project approval and project funding mechanisms;21 Table of Contents• inability of partners to meet their financial and other obligations to the joint venture or third parties; • disputes between partners regarding management, funding or other decisions related to the joint venture; and • activities conducted by partners outside the joint venture may lead to reputational or regulatory consequences that negatively affect the performance or reputation of the joint venture due to their association. To the extent that we are not the operator of joint venture properties, such that we will be unable to control the activities of the operator, the success of such operations will be beyond our control. In many cases we will be bound by the decisions made by the operator in the operation of such property, and will rely on the operator to manage the property and to provide accurate information related to such property. We can provide no assurance that all decisions of operators of properties we do not control will achieve the expected results.For example, our joint ventures, including the joint venture that combined our and Barrick Gold Corporation’s (“Barrick”) respective Nevada operations, forming NGM, pursuant to the operating agreement entered into on July 1, 2019 between Barrick, Newmont and their wholly-owned subsidiaries party thereto (the “Nevada JV Agreement”), may not be as beneficial to us as expected, whether due to the above-described risks, unfavorable global economic conditions, increases in construction costs, integration challenges, political risks, labor disputes or other factors. Pursuant to the terms of the Nevada JV Agreement, we hold a 38.5 percent economic interest and Barrick holds a 61.5 percent economic interest in NGM. Barrick operates NGM with overall management responsibility and is subject to the supervision and direction of NGM’s Board of Managers, which is comprised of three managers appointed by Barrick and two managers appointed by Newmont. Outside of certain prescribed matters, decisions of the Board of Managers will be determined by majority vote, with the managers appointed by each company having voting power in proportion to such company’s economic interests in NGM. Because we beneficially own less than a majority of the ownership and governance interests in NGM, we have limited control of NGM’s operations, and we depend on Barrick to operate NGM. In the event that Barrick has interests, objectives and incentives with respect to NGM that differ from our own, there can be no assurance that we will be able to resolve such disagreement in our favor. Any such disagreement could have a material adverse effect on our interest in NGM, the business of NGM or the portion of our growth strategy related to NGM. Additionally, to the extent NGM is subject to liabilities or litigation, we would be responsible for a proportional share of certain liabilities and/or NGM’s operations could be impacted, which could have an adverse impact on the Company’s cash flows, earnings, results of operations and financial position. Newmont is also exposed to non-managed investments related to its joint venture interest in Pueblo Viejo mine (40.0% owned) and Norte Abierto (50% owned). We also hold a 32.0% equity interest in Lundin Gold, a Canadian mine development and operating company, operating the Fruta del Norte gold mine in Ecuador, in addition to a variety of exploration and project joint ventures.Additionally, the Company is subject to certain funding requirements in connection with its joint ventures. Joint venture funding requirements, as well as the ability of partners to meet their financial and other obligations, may result in increases to our costs and required capital expenditures and possible delays in joint venture activities. Refer to Note 15 to the Consolidated Financial Statements for more information including with respect to loan agreements with Pueblo Viejo.Our operations and business have in the past been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.The Company faces risks related to health epidemics and other outbreaks of communicable diseases, which could significantly disrupt operations and may materially and adversely affect its business and financial conditions. For example, the global COVID-19 pandemic significantly impacted our operations in 2020 and 2021, and to a lesser extent in 2022. In order to protect nearby communities and align with government travel restrictions or health considerations, certain of Newmont’s operations were temporarily put into care and maintenance resulting in a temporary decrease in production at these sites in 2020 and 2021. Additionally, the majority of our sites experienced pandemic-related absenteeism in 2021 and early 2022. In addition, the Company incurred costs during 2020 and 2021 as a result of actions taken to protect against the impact of the COVID-19 pandemic and comply with local mandates, and could be required to incur such costs in the future. Reductions in our operational activities due to COVID-19, or another pandemic, epidemic or health outbreak, could result in additional sites being placed into care and maintenance for extended periods of time and/or have a material adverse impact on our business, or financial condition, results of operations and cash flows. If the majority of our sites are placed into care and maintenance, this could significantly reduce our cash flow and impact our ability to meet certain covenants related to our revolving credit facility and borrowing capacity.Financial Risk Increased exposure to foreign exchange fluctuations and capital controls may adversely affect Newmont’s costs, earnings and the value of some of our assets.Our reporting currency is the U.S. dollar and the majority of our earnings and cash flows are denominated in U.S. dollars. We conduct certain business in currencies other than the U.S. dollar. A portion of our operating expenses are incurred in local currencies. The appreciation of those local currencies against the U.S. dollar increases our costs of production in U.S. dollar terms at mines located outside the United States. The foreign currencies that primarily affect our results of operations are the Australian Dollar and the 22 Table of Contents Canadian Dollar. Our consolidated earnings and cash flows may also be impacted by movements in the exchange rates. Change in the value of the currencies of the Australian Dollar, Canadian Dollar, the Mexican Peso, the Argentine Peso, the Ghana Cedi, the Papua New Guinea Kina, the Chilean Peso, the Surinamese Dollar or the Fijian Dollar versus the U.S. dollar could negatively impact our earnings. For information concerning the sensitivity of our Costs applicable to sales to changes in foreign currency exchange rates and more information our exposure to foreign exchange rate fluctuations, see Foreign Currency Exchange Rates section in Part II, Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations. From time to time, countries in which we operate adopt measures to restrict the availability of the local currency or the repatriation of capital across borders. These measures are imposed by governments or central banks, in some cases during times of economic instability, to prevent the removal of capital or the sudden devaluation of local currencies or to maintain in-country foreign currency reserves. In addition, many emerging market countries require consents or reporting processes before local currency earnings can be converted into U.S. dollars or other currencies and/or such earnings can be repatriated or otherwise transferred outside of the operating jurisdiction. These measures may have a number of negative effects on Newmont, reducing the immediately available capital that we could otherwise deploy for investment opportunities or the payment of expenses. Measures that restrict the availability of the local currency or impose a requirement to operate in the local currency may create other practical difficulties for Newmont. For example, Argentina has been considered a hyperinflationary environment with a cumulative inflation rate of over 100% over the last three years. In recent years, Argentina’s central bank enacted a number of foreign currency controls in an effort to stabilize the local currency. These restrictions directly impact the timing of Cerro Negro's ability to remit cash from gold sales and pay interest and principal portions of intercompany debt to the Company. In addition, PNG is currently experiencing a backlog by foreign and domestic companies and governmental agencies to convert Kina into foreign currencies. The Bank of PNG implements foreign exchange controls and manages the exchange rate of the kina against the U.S. dollar. There is a risk that further changes in foreign exchange controls may adversely impact future revenue and profitability. For more information, see Results of Consolidated Operations and Foreign Currency Exchange Rates sections in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations. See also risk factors under the headings “ Our operations in Argentina are susceptible to risk as a result of economic and political instability in Argentina and labor unrest ”, “ Our operations at Ahafo and Akyem in Ghana are subject to political, economic, security and other risks ” and “ Our Merian operation in Suriname is subject to political, security and economic risks ”, “ Our operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties ” and “ Our operations and projects Canada are subject to legal and regulatory risks and other uncertainties in connection with claims and challenges by Indigenous groups ” below.Future funding requirements may affect our business, our ability to pursue new business opportunities, invest in existing and new projects, pay cash dividends or engage in share repurchase transactions.Potential future investments, including projects in the Company’s project pipeline, acquisitions and other investments, will require significant funds for capital expenditures. Depending on gold, copper, silver, lead and zinc prices, our operating cash flow may not be sufficient to meet all of these expenditures, or result in strategic reprioritization of the project portfolio, depending on the timing of development of these and other projects. As a result, new sources of capital may be needed to meet the funding requirements of these investments, fund our ongoing business activities, and fund construction and operation of potential future projects. Our ability to raise and service significant new sources of capital will be a function of macroeconomic conditions, future gold, copper, silver, lead and zinc prices as well as our operational performance, current cash flow and debt position, among other factors. We may determine that it may be necessary or preferable to issue additional equity or other securities, defer projects or sell assets. For example, in February 2024 Newmont announced its intent to divest non-core assets, including six operations and two projects from its Australian, Ghanaian, and North American business units. At the end of 2024 the sale of Telfer operation and Newmont's 70% interest in the Havieron project closed and definitive agreements were in place to divest four other operations; Akyem, Musselwhite, Éléonore and CC&V. In addition, proceeds were also received from the completed sale of investments, including the sale of the Lundin Gold stream credit facility and offtake agreement, and the monetization of Newmont's Batu Hijau contingent payments. U.S. and global markets have, from time to time, experienced significant dislocations and liquidity disruptions. For example, the COVID-19 pandemic and events related to the recent and on-going conflicts (such as sanctions in Ukraine, Russia and/or Belarus), have in the past, and may in the future cause volatility and pricing in the capital markets. Additional financing may not be commercially available when needed or, if available, the terms of such financing may not be favorable to us and, if raised by offering equity securities, any additional financing may involve substantial dilution to existing stockholders. In the event of lower gold, copper, silver, lead or zinc prices, unanticipated operating or financial challenges, or new funding limitations, our ability to pursue new business opportunities, invest in existing and new projects, fund our ongoing business activities, retire or service all outstanding debt, fund share repurchase programs and transactions and pay dividends could be significantly constrained. The Company’s repurchase program may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount during the authorization period. Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future. See also the risk factor under the heading “ Holders of our common stock may not receive dividends .” In addition, our joint venture partners may not have sufficient funds or borrowing ability in order to make their capital commitments. In the case that our partners do not make their 23Table of Contentseconomic commitments, the Company may be prevented from pursuing certain development opportunities or may assume additional financial obligations, which may require new sources of capital.Our long-lived assets and goodwill could become impaired, which could have a material non-cash adverse effect on our results of operations. We review our operations for events and circumstances that could indicate that the carrying value of our long-lived assets may not be recoverable. If indicators of impairment are determined to exist at our mine operations, we review the recoverability of the carrying value of long-lived assets by estimating the future undiscounted cash flows expected to result from the use and eventual disposition of the asset. We also review our goodwill for impairment annually and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value. Management makes multiple assumptions in estimating future cash flows, which include production levels based on life of mine plans, future costs of production, estimates of future production levels based on value beyond proven and probable reserves at our operations, prices of metals, the historical experience of our operations and other factors. There are numerous uncertainties inherent in estimating production levels of gold, copper, silver, lead and zinc and the costs to mine recoverable reserves, including many factors beyond our control that could cause actual results to differ materially from expected financial and operating results or result in future impairment charges. We may be required to recognize material non-cash charges relating to impairments of long-lived assets and/or goodwill in the future if actual results differ materially from management’s estimates, which include metal prices, our ability to reduce or control production costs or capital costs through strategic mine optimization initiatives, increased costs or decreased production due to regulatory issues or if we do not realize the mineable reserves, resources or exploration potential at our mining properties. Additions to asset retirement costs could result in impairment charges. We recorded substantial goodwill, primarily as the result of our acquisition of Newcrest in 2023. We accounted for the acquisition of Newcrest using the acquisition method of accounting, which requires that purchase price is allocated to the underlying tangible and intangible assets acquired and liabilities assumed of Newcrest based on their respective fair market values. Any excess purchase price is allocated to goodwill. Our balance sheet reflects additions to the carrying amount of goodwill recognized in connection with the Newcrest transaction.The Company continues to evaluate strategic priorities and deployment of capital to projects in the pipeline. A decision to reprioritize, sell or abandon a development project could result in a future impairment charge. For example, in response to challenging market conditions, which included inflationary pressures and supply chain disruptions, in 2023 the Company announced the deferral for at least two years of the full-funds investment decision for the Yanacocha Sulfides project in Peru. With the delay of the Yanacocha Sulfides project, management will focus on optimizing its allocation of funds to current operations and other capital commitments, while also assessing execution options and project plans options, up to and including transitioning Yanacocha operations into full closure. The Company also periodically updates the economic model for its Conga project to understand changes to the estimated capital costs, cash flows, and economic returns from the project. Certain decisions or changes in circumstances could result in determinations that carrying value is not recoverable and could result in impairment. See Part II, Item 7 under the heading “ Critical Accounting Estimates – Carrying value of long-lived assets and Carrying value of Conga ” for additional information.If an impairment charge is incurred, such charges are not reversible at a later date even when favorable modifications to our proven and probable reserves and measured, indicated and inferred resources, favorable revisions to environmental obligations, favorable changes in legislation and/or our political or economic environment, or other favorable events occur. As a result of these uncertainties, our operating results may be significantly impacted from both the impairment and the underlying trends in the business that triggered the impairment, and actual results may be less favorable than estimated returns and initial financial outlook. For additional information regarding goodwill, refer to Note 19 to our Consolidated Financial Statements. Our ability to recognize the benefits of deferred tax assets is dependent on future cash flows and taxable income.We recognize the expected future tax benefit from deferred tax assets when the tax benefit is considered to be more likely than not of being realized, otherwise, a valuation allowance is applied against deferred tax assets. Assessing the recoverability of deferred tax assets requires management to make significant estimates related to expectations of future taxable income. Estimates of future taxable income are based on historical results of operations, forecasted cash flows from operations, and the application of existing tax laws in each jurisdiction. To the extent that future cash flows and taxable income differ significantly from estimates, our ability to realize the deferred tax assets could be impacted. In the future, our estimates could change requiring a valuation allowance or impairment of our deferred tax assets. Additionally, future changes in tax laws could limit our ability to obtain the future tax benefits represented by our deferred tax assets. Refer to Note 10 to our Consolidated Financial Statements under the heading “Income and Mining Taxes - Valuation of Deferred Tax Assets” and Note 2 under the heading “Summary of Significant Accounting Policies - Valuation of Deferred Tax Assets” for additional information and factors that could impact the Company’s ability to realize the deferred tax assets. For additional information regarding Newmont’s non-current deferred tax assets, refer to Note 10 to our Consolidated Financial Statements. 24Table of ContentsAny downgrade in the credit ratings assigned to our debt securities could increase our future borrowing costs and adversely affect the availability of new financing.There can be no assurance that any rating currently assigned by Standard & Poor’s Rating Services, Moody’s Investors Service, or Fitch Ratings to Newmont will remain unchanged for any given period of time or that a rating will not be lowered if, in that rating agency’s judgment, future circumstances relating to the basis of the rating so warrant. If we are unable to maintain our outstanding debt and financial ratios at levels acceptable to the credit rating agencies, or should our business prospects or financial results deteriorate, our ratings could be downgraded by the rating agencies. The Company’s credit ratings have been subject to change over the years. We currently maintain a Standard & Poor’s rating of “BBB+” (stable outlook). Moody’s Investors Service rating of Baa1 (positive outlook), and a Fitch Ratings rating of A- (stable outlook). We cannot make assurances regarding how long these ratings will remain unchanged or regarding the outcome of the rating agencies future reviews (including following any planned or future business combinations). A downgrade by the rating agencies could adversely affect the value of our outstanding securities, our existing debt and our ability to obtain new financing on favorable terms, if at all, and increase our borrowing costs, which in turn could impair our results of operations and financial position.Returns for investments in pension plans are uncertain. We maintain pension plans for certain employees which provide for specified payments after retirement. The Company’s qualified pension plans are funded with cash contributions in compliance with IRS rules and regulations. The Company’s non-qualified and other benefit plans are currently not funded, but exist as general corporate obligations. Refer to Note 11 to our Consolidated Financial Statements under the heading “Pension and Other Benefit Plans” for additional information regarding the funding status of qualified and non-qualified plans. The Company reviews its retirement benefit programs on a regular basis and will consider market conditions and the funded status of its qualified pension plans in determining whether additional contributions are appropriate. The ability of the pension plans to provide the specified benefits depends on our funding of the plans and returns on investments made by the plans. Returns, if any, on investments are subject to fluctuations based on investment choices and market conditions. A sustained period of low returns or losses on investments could require us to fund the pension plans to a greater extent than anticipated. If future plan investment returns are not sufficient, we may be required to increase the amount of future cash contributions. Risks Related to Our Industry We may experience increased costs or losses resulting from the hazards and uncertainties associated with mining. The exploration for natural resources and the development and production of mining operations are activities that involve a high level of uncertainty. These can be difficult to predict and are often affected by risks and hazards outside of our control. These factors include, but are not limited to: • Environmental hazards, including discharge of metals, concentrates, pollutants or hazardous chemicals; • Industrial accidents, including in connection with the operation of heavy mobile equipment, milling equipment and/or conveyor systems and accidents associated with the preparation and ignition of large-scale blasting operations, milling and processing; • Accidents in connection with transportation, including transportation of chemicals, explosives or other materials, transportation of large mining equipment and transportation of employees and business partners to and from sites;• Social, community or labor force disputes resulting in work stoppages or shipping delays, such as at Peñasquito, Cerro Negro, Merian, Akyem and Lihir, or related loss of social acceptance of community support;• Changes and/or increasingly stringent legal and regulatory requirements; • Delays in permitting due to reduced resources and capacity for review and formulation of permits at regulatory agencies; • Security incidents, including activities of illegal or artisanal miners, gold bullion or concentrate theft, including in transport, and corruption and fraud; • Shortages in materials or equipment and energy and electrical power supply interruptions or rationing; • Failure of unproven or evolving technologies or loss of information integrity or data; • Unexpected geological formations or conditions (whether in mineral or gaseous form); • Metallurgical conditions and gold, copper, silver, lead, zinc and other metal recovery, including unexpected decline of ore grade;• Unanticipated changes in inventory levels at heap-leach operations; • Ground and surface water conditions; • Fall-of-ground accidents in underground operations;• Failure of mining pit slopes, tailings embankments, and other tailing depositions, or water storage dams; 25 Table of Contents• Seismic activity; • Surface or underground fires or floods, inundation or inrush of water and other materials; and • Other natural phenomena, such as lightning, cyclonic or tropical storms, drought, avalanches, landslides, wildfires, tsunami, floods, or other inclement weather conditions, including those impacting operations or the ability to access and supply sites. The occurrence of one or more of these events in connection with our exploration activities, development and production and closure of mining operations may result in the death of, or personal injury to, our employees, other personnel or third parties, the loss of mining equipment and infrastructure, work stoppages, damage to or destruction of mineral properties or production facilities, monetary losses, deferral or unanticipated fluctuations in production, environmental damage and potential legal liabilities, all of which may adversely affect our reputation, business, prospects, results of operations and financial position. Mining operations involve a high degree of risk, including hazards related to the use of explosives and hazardous chemicals and critical equipment failure. Our operations are subject to risks associated with the transportation, storage, handling and use of explosives and hazardous chemicals. These include unplanned detonation of explosives and catastrophic release of hazardous chemicals (for example, due to vessel rupture resulting in an explosion or toxic gas release). Critical equipment related risks that apply to various Newmont sites include for example, mill failure arising from catastrophic failure of a component, or unavailability of mine haul fleet. Other critical equipment related risks may be site specific. For example, asset integrity at Lihir may be impacted by the proximity of the mine to a corrosive marine environment. The occurrence of such catastrophic events may result in work stoppages, damage to or destruction of mines and other producing facilities, damage to or loss of life and property, environmental damage and possible legal liability for any or all damage or loss and may adversely affect the Company’s operating results and financial condition. We rely on our supply chain operations to procure goods and services to support our operations and projects, and competition with other natural resource companies, and shortage of critical parts, services and equipment may adversely affect our operations and development projects.Production continuity and cost profile can be impacted by risks associated with the management and operation of the Company’s inbound global supply chain (including risks associated with the inventory management of critical equipment, spares and consumables). We rely on our global supply chain to procure goods and services from suppliers and contractors to support our operations and projects. We are exposed to material availability, disruption and performance risks across our supply chain, including lack of suitable suppliers or contractors, cost increases, impacts of pandemics and epidemics on the supply chain, transportation and logistics issues including delays in delivery, disruption to trade flows due to geopolitical tensions and/or changes in legislation, performance of suppliers and contractors to contractual terms, and damage to our reputation caused by actions of our suppliers or contractors. In addition, our ability to competitively source goods and services may be affected by local content procurement commitments in the jurisdictions in which we operate. See the risk factors “ We rely on contractors to conduct a significant portion of our operations and construction projects” and “Our operations and projects may be adversely affected by rising energy prices or energy shortages ” below for further information.Inbound supply chain disruptions could lead to mine site production curtailment or stoppage if a critical material or labor input is unavailable. This could have a material adverse impact to our financial condition depending on the duration of the curtailment or stoppage. The Company is also exposed to outbound supply chain risk, particularly fluctuating transportation charges, delays in delivery of shipments, theft, terrorism, geopolitical tensions and border closures and adverse weather conditions. In addition, we compete with other natural resource companies for specialized equipment and supplies necessary for exploration and development, as well as for rights to mine properties containing gold, copper, silver, lead, zinc, and other minerals. The mining industry has been impacted, from time to time, by increased demand for critical resources such as input commodities, drilling equipment, trucks, shovels and tires. These shortages have, at times, impacted the efficiency of our operations, and resulted in cost increases and delays in construction of projects; thereby impacting operating costs, capital expenditures and production and construction schedules. We may be unable to obtain the services of skilled personnel and contractors or specialized equipment or supplies, or to acquire additional rights to mine properties, which could have an adverse effect on our competitive position or adversely impact our results of operations.We may be unable to obtain or retain necessary permits and land or mining tenure, which could adversely affect our operations and projects. Our mining and processing operations and development and exploration activities are subject to extensive permitting requirements. The requirements to obtain and/or achieve or maintain full compliance with such permits can be costly and involve extended timelines. While we strive to obtain and comply with all permits required of us, there can be no assurance that we will obtain all such permits and/or achieve or maintain full compliance with such permits at all times. Previously obtained permits may be suspended or revoked for a number of reasons, including through government or court action. New or amended permits may also be required to continue existing activities, as new laws come into effect or regulators change their application of laws. Failure to obtain and/or comply with required permits can have serious consequences, including damage to our reputation; cessation of the 26Table of Contentsdevelopment of a project; increased costs of development or production and litigation or regulatory action, any of which could materially adversely affect our business, results of operations or financial condition.Our ability to obtain the required permits and approvals to explore for, develop and operate mines and to successfully operate near communities in the jurisdictions in which we operate depends in part on our ability to develop, operate and close mines in a manner that is consistent with the creation of social and economic benefits in the surrounding communities, which may or may not be required by law. Our ability to obtain permits and approvals and to operate near certain communities may be adversely impacted by real or perceived detrimental events associated with our activities or those of other mining companies affecting the environment, health and safety of communities in which we operate. Key permits and approvals may be revoked or suspended or may be adjusted in a manner that adversely affects our operations, including our ability to explore or develop properties, commence production or continue operations. Permit review and approval could be delayed, adversely impacting project implementation due to delays in review and development of permits from limited resources at the regulatory agencies. Many of our mining and processing operations, including tailings storage, project expansions, and exploration and development activities require mineral, mining and/or surface land tenure properties that are leased, granted to, or otherwise acquired by the Company for specified periods of time. Securing, maintaining, extending, and renewing the Company’s rights, titles, or interests ("Legal Title") in and to these land tenures can be costly, subject to political, regulatory, and social risks, and no assurance can be provided that all required leases or other types of land tenure will be granted, maintained, extended, or renewed. For example, additional tailings capacity is needed to support future growth and sustainability of Boddington operations beyond 2025. Boddington’s existing tailings facility is expected to reach the permitted capacity in 2026. Following advancement of the life of mine tailings study to explore options for continued tailings deposition, the Company decided to expand the existing F1/F3 Residue Disposal Area ("RDA") from an ultimate capacity of 600Mt to 750Mt to provide storage capacity to 2029, subject to permitting and other approvals. Beyond 2029 an additional tailings facility would need to be built, termed RDA2, and this facility is also subject to permitting and other approvals, including additional environmental permits. Further, the Boddington operation is primarily located on mining leases with renewal dates commencing in 2028. The lease renewal, as well as additional leases required in connection with tailings expansion, require cooperation and agreements with third parties. No assurances can be provided that such renewals and additional lease scope for further tailings capacity will be secured at similar cost, commercially reasonable terms, or at all. A failure to secure agreement on commercially reasonable terms could result in increased costs, requirements to move infrastructures, modification to future plans, including cessation of mining.Similarly, the current capacity of the TSFs at Cadia should support operations through to the current permitted time period by exhausting capacity within the current Pit TSF ("PTSF") and by constructing a raise to the South Tailings Storage Facility ("STSF"), as has been permitted. Studies evaluating potential options to increase tailings storage capacity are underway, including additional placement of tailings on the North Tailings Storage Facility ("NTSF") and a proposal to construct an extension to the current STSF ("STSFX") to provide capacity to approximately 2050. Cadia is currently approved to continue operations until 2031 and is seeking approval from the NSW Government to extend our mining operations beyond 2031. This is known as the Cadia Continued Operations Project (“CCOP”), of which the construction of an extension to the STSFX is a project feature. No assurances can be provided that approvals will be secured. Failure to obtain required land tenure can have serious consequences, including loss of Legal Title in and to mineral and/or surface properties that are owned or controlled by the Company, cessation of operations, project delays or cancellations, increased costs, and potential litigation or regulatory action. Any of these outcomes could materially and adversely affect our business, reputation, operational performance, and financial condition. See risk factors under the headings “ Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability ,” and “ Title to some of our properties may be insufficient, defective, or challenged ”. Mining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations. Greater scrutiny on the private sector broadly and multi-national companies specifically, to contribute to sustainable outcomes in the places where they operate, has led to a proliferation of standards and reporting initiatives focused on environmental stewardship, social performance and transparency. Extractive industries, and mining in particular, have seen significant increases in stakeholder expectations. These businesses are increasingly required to meaningfully engage with impacted stakeholders; understand and avoid or mitigate negative impacts while optimizing economic participation and uplift opportunities associated with their operations. The expectation is for companies to create shared value for stockholders, employees, governments, local communities and host countries. Such expectations tend to be particularly focused on companies whose activities are perceived to have high socio-economic and environmental impacts. In Canada, for instance, there is increased expectation that is also increasingly supported by regulations and/or case law for Indigenous communities on whose traditional territories mineral development occurs or is impacted by mineral development to share in the economic prosperity of the mine, and for such communities to share in joint decision making with government regulators on various permitting efforts. Newmont has over many years developed and continues to evolve a robust system of ESG management that includes policies, standards, guidance, assurance, participation in international organizations focused on improved performance and outcomes for host communities and the environment. In Ghana, for instance, in response to resettlement-related complaints, Newmont worked with national and local government authorities, traditional leaders, impacted farmers/landowners and other concerned stakeholders to analyze impacts, extend programs to support vulnerable households and 27Table of Contentsprovide enhanced and/or alternative livelihood support. Despite the Company’s commitment to on-going engagement with communities and stakeholders, no assurances can be provided that increased stakeholder expectations will not result in adverse financial and operational impacts to the business, including, without limitation, operational disruption, increased costs, increased investment obligations, increased commitments to local and/or Indigenous communities with fiscal implications, and increased taxes and royalties payable to governments.Illegal mining and artisanal mining occur on or adjacent to certain of our properties exposing such sites to security risks.Artisanal, small scale and illegal miners have been active on, or adjacent to, some of Newmont’s African and South American properties, including in Peru, Suriname and Ghana in recent years. For example, in Ghana in 2019, illegal miners attacked a field team of security guards employed by a security contractor, tragically resulting in a fatality. While we are working collaboratively with the artisanal miners in Suriname on a program that includes improving mining practices for improved safety, environmental and processing practices as well as alternative livelihood opportunities, this not always possible. Illegal mining, which involves trespass and occupation of exploration, development, and operating properties present significant security, safety, legal, and environmental risk, which could result in a security threat to human life, infrastructure, and equipment, and lead to the loss of legal title, possession, or use of Newmont's land tenure. The illegal miners from time to time have clashed with security staff and law enforcement personnel who have attempted to move them away from the facilities. Although, under certain circumstances, artisanal mining may be a legally sanctioned activity, artisanal mining is also associated with a number of negative impacts, including environmental degradation, poor working practices, erosion of civil society, human rights abuse and funding of conflict. The environmental, social, legal, safety and health impacts of artisanal and illegal mining are frequently attributed to formal large scale mining activity, and it is often assumed that artisanally-mined gold is channeled through large-scale mining operators, even though artisanal and large-scale miners normally have separate and distinct supply chains. These misconceptions impact negatively on the reputation of the industry. The activities of the illegal miners could cause damage to Newmont’s properties or result in inappropriate or unlawful use of force for which Newmont could potentially be held responsible. The presence of illegal miners could lead to exploration and project delays and disputes regarding the development or operation of commercial gold deposits. Illegal mining could also result in lost gold production and reserves, mine and development stoppages, and have a material adverse effect on financial condition or results of operations or project development. Finally, it is difficult to separate potential or actual environmental impacts from Newmont's activities from those of artisanal miners who have illegally accessed and are operating on our land tenure. This can cause both reputational and compliance challenges.Civil disturbances and criminal activities can disrupt business and expose the Company to liability. Civil disturbances and criminal activities such as trespass, illegal mining, sabotage, theft, blockades, organized crime and vandalism may cause disruptions and could result in the suspension of operations, delays to project development and negative impacts on exploration activities at certain sites. Incidents of such activities have occasionally led to conflict with security personnel and/or police, which in some cases resulted in serious injuries or death including in Ghana, Peru, Mexico, PNG and Suriname in recent years. Additionally, some areas in which we conduct operations, develop projects and exploration activities are affected by civil unrest such as in PNG and Ecuador in early 2024, and persistent violence and organized crime involving significant drug cartels, such as in Mexico.Although security measures have been implemented by the Company to protect employees, community members, property and assets, such measures will not guarantee that such civil disturbances and criminal activities will not continue to occur in the future, or result in harm to employees, community members or trespassers, decrease operational efficiency or construction delays, increase community tensions or result in liabilities or reputational harm to Newmont. Security incidents, in the future, may have a material adverse effect on our operations, development projects, exploration and reclamation activities, especially if criminal activity and violence escalate. Such incidents may halt or delay production, increase operating costs; result in harm to employees, contractors, visitors or community members; decrease operational efficiency due to employee absenteeism and other factors; increase community tensions or otherwise adversely affect our ability to conduct business. The manner in which the Company’s personnel, national police or other security forces respond to civil disturbances and criminal activities can give rise to additional risks where those responses are not conducted in a manner consistent with international and Newmont standards relating to the use of force and respect for human rights. Newmont takes seriously our obligation to respect and promote human rights, is a signatory to and active participant in the Voluntary Principles on Security and Human Rights, and has adopted a Sustainability and Stakeholder Engagement Policy and Human Rights Standard in-line with the UN Guiding Principles on Business and Human Rights. Nonetheless, although the Company has implemented a number of significant measures and safeguards which are intended to ensure that personnel understand and uphold these standards, the implementation of these measures will not guarantee that personnel, national police or other security forces will uphold these standards in every instance. The evolving expectations related to human rights, human rights defenders, Indigenous rights, and environmental protections may result in opposition to our current and future operations, the development of new projects and mines, and exploration activities. Such opposition may take the form of legal or administrative proceedings or manifestations such as protests, roadblocks or other forms of public expression against our activities, and may have a negative impact on our local or global reputation and operations. Opposition by community and activist groups to our operations may require modification of, or preclude the operation or development of, our projects and mines or may require us to enter into agreements with such groups or local governments with respect to our projects and mines or exploration activities, in some cases, causing increased costs and significant delays to the advancement of our projects. For example, in Peru, our Conga project faced opposition from anti-mining activists, after which we suspended construction on the project’s mining facilities and eventually reclassified Conga’s reserves to resource as the result of certain operating and construction permits expiring at the end of 2015. The failure to conduct operations in accordance with Company 28Table of Contentsstandards can result in harm to employees, community members or trespassers, increase community tensions, reputational harm to Newmont or result in criminal and/or civil liability and/or financial damages or penalties.Our operations and projects face substantial regulation of health and safety. Our operations are subject to extensive and complex laws and regulations governing worker health and safety across our operating regions and our failure to comply with applicable legal requirements can result in substantial penalties. Future changes in applicable laws, regulations, permits and approvals or changes in their enforcement or regulatory interpretation could substantially increase costs to achieve compliance, lead to the revocation of existing or future exploration or mining rights or otherwise have an adverse impact on our results of operations and financial position. Our mines are inspected on a regular basis by government regulators who may issue citations and orders when they believe a violation has occurred under local mining regulations. If inspections result in an alleged violation, we may be subject to fines, penalties or sanctions and our mining operations could be subject to temporary or extended closures. In addition to potential government restrictions and regulatory fines, penalties or sanctions, our ability to operate (including the effect of any impact on our workforce) and thus, our results of operations and our financial position (including because of potential related fines and sanctions), could be adversely affected by accidents, injuries, fatalities or events detrimental (or perceived to be detrimental) to the health and safety of our employees, the environment or the communities in which we operate. Our operations and projects are subject to extensive environmental laws and regulations. Our exploration, development, mining and processing operations, and closed facilities are subject to extensive laws and regulations governing land use and the protection of the environment, which generally apply to air and water, protection of endangered, protected or other specified species, hazardous and non-hazardous waste management and reclamation. Many of the countries in which we operate have laws and regulations related to water (quality and quantity), nature and greenhouse gas (“GHG") emissions which are becoming increasingly more stringent. We have made, and expect to make in the future, significant expenditures to comply with such laws and regulations. Compliance with these laws and regulations imposes substantial costs and burdens, and can cause delays in obtaining, or a failure to obtain or renew, or cancellation of, government permits and approvals which may adversely impact our operations and closure processes. Increased global attention or regulation on consumption of shared resources and use products or development of waste that have the potential to impact human health and the environment could similarly have an adverse impact on our results of operations and financial position due to increased compliance and input costs. Specific examples where we face such risks include: Waste Rock and Tailings ManagementOur gold and copper mining and ore refining/metals extraction processes generate waste by-products such as waste rock (managed in waste rock dumps or, in the case of Lihir, harbor waste rock platforms and permitted barge dumping locations) and tailings (managed by the use of tailings storage facilities, lacustrine deposition in the case of Brucejack or deep sea tailings placement in the case of Lihir and as proposed at Wafi-Golpu). Tailings storage facilities are constructed progressively throughout the life of the mine to support increasing capacity requirements. If there is a failure in the integrity of a tailings storage facility, there is a risk that tailings or large volumes of water and/or potentially contaminating materials may be released and cause material harm to human health and/or the environment downstream of the facility. Such an occurrence could severely damage our reputation and materially adversely impact our operating results and financial condition. It may also subject us to civil and/or criminal action, penalties and claims from environmental and planning regulators and/or affected third parties, and may lead to the suspension or disruption of our operations and projects. For example, in December 2023 at our now divested Telfer operation in Western Australia, cracking and sinkholes were detected on an internal embankment of the site’s TSF. Upon detection, the Company suspended its processing operations and a prohibition notice limiting the use of the facility was issued by the local regulator, which was lifted in September 2024 following completion of remediation works. See also risk factor under the heading " Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risk. " Tailings Storage Facilities and Dust Emissions at Cadia Tailings deposition was suspended at Cadia Holdings Pty Ltd’s (“Cadia Holdings”) tailings storage facilities in March 2018 following an embankment slump of its Northern Tailings Storage Facility (“NTSF”). Use of the NTSF is subject to a prohibition notice issued by the NSW Resources Regulator and deposition is expected to remain suspended until repairs of the NTSF wall are completed. In December 2019, Cadia Holdings received approval from the New South Wales Department of Planning and Environment (the “NSW DPE”) to fully utilize the decommissioned Cadia Hill mine pit for deposition of thickened tailings. In December 2021, the NSW DPE granted approval to increase the permitted processing capacity from 32 to 35 million tonnes of ore in a calendar year. Such approval is subject to certain conditions, including that Cadia Holdings commission and publish an independent air quality audit report that includes a description of the details and scheduling of all reasonable and feasible best practice measures that are being implemented by Cadia Holdings to minimize off-site air quality impacts of the mine. The independent air quality audit report published by Cadia Holdings in August 2022 indicated that dust emitted from two ventilation exhaust rises which vent emissions from underground processing operations exceeded levels permitted by applicable law. 29Table of ContentsDuring the quarter ended June 2023, the New South Wales Environment Protection Authority (“NSW EPA”) issued variations to its Environment Protection License (“EPL”), a Prevention Notice and Notices to Provide Information regarding the management of, and investigation into potential breaches relating to, dust emissions and other air pollutants from the Cadia tailings storage facilities and ventilation rises. The license variations largely formalized the actions Cadia Holdings had developed in consultation with the NSW EPA and was already undertaking across a range of measures.Cadia Holdings received a letter from the NSW EPA in June 2023 requiring it to immediately comply with specific statutory requirements and EPL conditions. Adjustments were implemented underground, including a reduction in mining rates, modifications to the ventilation circuit and the installation of additional dust sprays and spray curtains. Additional dust collection units were subsequently installed enabling normal mining rates to be restored.In August 2023, the NSW EPA commenced proceedings in the Land and Environment Court of NSW (the “NSW Land and Environment Court”) against Cadia Holdings, alleging that air emissions from Cadia in March 2022 exceeded the standard of concentration for total solid particles permitted under applicable laws due to the use of surface exhaust fans at the mine. On September 29, 2023, Cadia Holdings entered a plea of guilty and the NSW Land and Environmental Court listed the case for a sentencing hearing on March 28, 2024. On October 13, 2023, the NSW EPA commenced additional proceedings in the NSW Land and Environment Court against Cadia Holdings, alleging two additional contraventions of applicable air emissions requirements in November 2021 and May 2023 and two contraventions related to alleged air pollution from tailings storage facilities on October 13 and 31, 2022. On November 24, 2023 Cadia Holdings entered a plea of guilty to the two additional charges relating to applicable air emissions requirements the sentencing hearing took place before the NSW Land and Environment Court on June 21, 2024. The matter has been adjourned pending the delivery of the judgment. On October 18, 2024, Cadia Holdings entered a plea of not guilty to the proceedings related to alleged air pollution from Cadia Holdings’ tailings storage facilities. The proceedings have been adjourned for further directions on February 21, 2025. The NSW EPA’s investigation regarding the management of air emissions from the mine is ongoing. While no specific relief has been sought by the NSW EPA in its proceeding against Cadia Holdings before the NSW Land and Environment Court, the court can impose penalties. Failure to maintain compliance with applicable law or Cadia Holdings’ EPL may result in the NSW EPA suspending or revoking Cadia Holdings’ EPL, seeking court orders or issuing additional prevention notices to modify or cease certain activities. Ongoing enforcement, and challenges in maintaining compliance, may impact Cadia Holdings’ ability to secure a future expansion of its project approval to extend the life of mine from 2031 to 2055. In addition, Cadia Holdings has previously been, and may in the future be, subject to prosecutions and penalties for noncompliance with air quality requirements or the terms of its EPL, including in respect of emissions from any vent rise or emissions from the NTSF and the Southern Tailings Storage Facility (“STSF”). Operational changes required to achieve or maintain compliance, including reductions in mining rates and other limitations on mining or processing operations, or additional requirements to install costly pollution control equipment, may adversely impact our operating results and financial condition.Environmental Sampling in the Cadia AreaIn early 2023, residents living near Cadia raised concerns about potential impacts to drinking water supplies by various contaminants, including metals such as lead, nickel and copper, which they allege are related to emissions from the vent rises at Cadia, as well as periodic dust emission events at NTSF and STSF. In response to community concerns, the New South Wales Ministry of Health tested the quality of residents’ kitchen tap water and reported that it was safe to drink. The NSW EPA also undertook water testing in the local area and the majority of results from the kitchen tap samples show metal concentrations below the Australian Drinking Water Guidelines values. The majority of the instances of non-compliance from both Cadia Holdings’ and the NSW EPA’s sampling programs showed that such instances of non-compliance were influenced by building and plumbing materials. A particulate characterization study, which was undertaken by the Australian government’s Australian Nuclear Science Technology Organisation (the “ANSTO”) and commissioned by Cadia Holdings in collaboration with the local community, assessed the PM2.5 dust contribution from Cadia to the regional air shed over a two-year period and concluded that Cadia contributed only a small percentage of soil particulate matter. In fact, soil was determined to be the least significant source of air pollution over the two-year period, contributing less than 10% to the total PM2.5 mass. The ANSTO study also determined that metals of concern recently identified by the community, such as lead, nickel, selenium and chromium, occurred at very low levels in the PM2.5 fraction and did not exceed any national standard. The report is part of a comprehensive suite of independent air and water quality investigations, including with respect to sampling of drinking water sources, air quality monitoring, dispersion modelling and lead fingerprinting, that have been or are being conducted to determine the source of metals within the local airshed and to assess any health risks to the local community, if any, from air emissions from the Cadia mine site. In 2024, some local residents reported perfluoroalkyl and polyfluoroalkyl Substances (“PFAS”) and other contaminants were allegedly being detected in the river catchment surrounding Cadia. The NSW EPA conducted sampling and the results show PFAS, particularly perfluorooctane sulfonate (“PFOS”) and perfluorooctanoic acid (“PFOA”), at several sites in the river catchment upstream and downstream from Cadia. The EPA will continue its sampling program in 2025. In light of these developments at Cadia, there is a heightened level of community concern relating to the perceived impact of mining activities on the health of the community, and the condition of residential properties, located in proximity to Cadia. These 30Table of Contentsdevelopments, including community complaints associated with our activities at Cadia could give rise to reputational harm, operational disruptions, increased regulatory scrutiny of mining activities or delays to project development.Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy. Climate change and the transition to a low-carbon economy is expected to impact Newmont in a number of ways. Producing gold is an energy-intensive business, currently resulting in a significant carbon footprint. Transitioning to a low-carbon economy will require significant investment and may entail extensive policy, legal, technology, and market changes to address mitigation and adaptation requirements related to climate change. Depending on the nature, speed, focus and jurisdiction of these changes, transition risks may pose varying levels of financial and reputational risk to the business.A number of governments or governmental bodies have introduced or are contemplating regulatory changes in response to the potential impacts of climate change that are viewed as the result of emissions from the combustion of carbon-based fuels. At the 21st Conference of the Parties of the United Nations Framework Convention on Climate Change (“UNFCC”) held in Paris in 2015, the Paris Agreement was adopted which was intended to govern emission reductions beyond 2020, and subsequent UN Climate Change Conferences reaffirmed the commitments of the Paris Agreement, although in January 2025 President Trump signed an executive order to withdraw the U.S. from the Paris Agreement. Newmont supports the UNFCC goal of limiting global warming to “well below 2 o C” compared to pre-industrial levels and plans to transition its operations to meet this goal by 2030, with an aspiration of carbon neutrality by 2050. In 2020, Newmont also announced plans to invest in climate change initiatives in support of this goal, and additional material investments and capital expenditures will be required in order to meet our climate targets in the future. Inconsistent implementation or significant delay in the implementation of country-level policy is likely to increase the risk for future regulatory impacts and rapid shifts to low-carbon technologies, including renewable energy use. In addition, the UN Climate Change Conference of the Parties 2024 (COP29) reported several challenges in the transition to renewable energy, including that many countries are not transitioning as quickly as needed, which could jeopardize their ability to meet climate targets. This may cause competition for renewable resources, which may lead to increased costs and reliability issues for Newmont. Policy and regulatory risk related to actual and proposed changes in climate- and water-related laws, regulations and taxes developed to regulate the transition to a low-carbon economy may result in increased costs for our operations, venture partners and our suppliers, including increased energy, capital equipment, environmental monitoring and reporting and other costs to comply with such regulations. Regulatory uncertainty may cause us to incur higher costs and lower economic returns than originally estimated for new development projects and operations, including closure reclamation obligations. For example, operational and capital expenses are expected to increase in order to meet renewable portfolio standard requirements from current costs over the next 10 years in Australia, Canada, Mexico and the U.S. Carbon taxes, fuel switching and the transition to cleaner purchased power and/or on-site renewable energy generation will require significant upfront capital expenditures and may also increase operating costs. As another example, the carbon tax in Canada of C$80/tonne of CO 2 set to increase to C$170 by 2030, is impacting operating costs at our Canadian operations. We expect the potential for similar tax increases in other jurisdictions. Additionally, we do not maintain insurance policies against such climate-related risks or taxes. The development and deployment of technological improvements or innovations will be required to support the transition to a low-carbon economy, which could result in write-offs and early retirement of existing assets, increased costs to adopt and deploy new practices and processing including planning and design for mines, development of alternative power sources, site level efficiencies and other capital investments. Our investments in these technologies may also expose us to legal, operational and reputational and other risks. The pace of development of such technologies may be inadequate, such technologies may be insufficient, and we may not be able to deploy such technologies at a commercial scale. We will also consider the limited use of carbon neutralization or offsets in the future for hard to abate emissions to assist in meeting our 2050 carbon neutral goal, and there may be an insufficient supply of offsets to achieve our goals.There will be varied and complex market impacts due to climate change and the transition to a low-carbon economy. There will be shifts in supply and demand for certain commodities, products and services in connection with evolving consumer and investor sentiments. Market perceptions of the mining sector, and, in particular, the role that certain metals will or will not play in the transition to a low-carbon economy remains uncertain. Potential financial impacts may include reduced investment in gold due to shifts in investor sentiment, increased production costs due to changing input prices, re-pricing of land valuation and assets, increased global competition for key materials needed for new technologies (lithium, copper, rare earth minerals used in solar technology, etc.), potential cost increases by insurers and lenders, and potential increases in taxation of the mining and metals sector. Should the mining and metals sector not respond quickly enough to meeting globally accepted science-based reductions required to mitigate the long-term impacts of climate change, industry members may be subject to an increased risk of future climate litigation. In the U.S. and Canada, lawsuits have been filed against oil and gas companies to assign liability for climate-related impacts. Over time, litigation may also apply to other resource intensive sectors that fail to set and/or meet long-term reduction targets. While the Company is not currently subject to any lawsuits related to climate, no assurances can be provided that similar suits will not be brought in the future.31 Table of Contents Our ability to meet our climate strategy commitments and goals is subject to numerous risks and uncertainties and relies on, among other things, our ability to invest in emissions reduction projects, our ability to implement operational changes and the availability of technology to achieve such commitments and goals. In addition, our ability to achieve our Scope 3 emissions targets is subject to the actions of entities not within our control. There is also a risk that some or all of the expected benefits of achieving such commitments and goals may fail to materialize within our anticipated time frames or at all. Investors and other stakeholders may not agree with our climate strategy commitments and goals, and we also face pressure from some in the investment community and certain public interest groups to limit the focus on ESG in our decision-making, arguing that ESG considerations do not relate to financial outcomes. A failure to meet our climate strategy commitments and goals and/or societal or investor expectations could result in damage to our reputation, decreased investor confidence and challenges in maintaining positive community relations, which can pose additional obstacles to our ability to conduct our operations and develop our projects, which may result in a material adverse impact on our business, financial position, results of operations, and growth prospects. Further, the Company’s financing strategy is tied to its ESG commitments. The interest rate of Newmont’s $1 billion aggregate principal amount of 2.600% Sustainability-Linked Senior Notes due 2032 is linked to Newmont’s performance against key ESG commitments regarding 2030 emissions reduction targets and the representation of women in senior leadership roles target. As such, a failure to meet our climate and sustainability targets can result in further expense and impact our financial condition and ability to raise capital in the future. Our targets are uniquely tailored to our business, operations and capabilities, which do not easily lend to benchmarking against similar sustainability performance targets, and the related performance, of other companies. In addition, our climate-related targets are aspirational and subject to change, and reflect assumptions that are necessarily uncertain and may not be realized. We continue to review and revise our approach, and our targets may be further adjusted to align with future updates to our approach. The acquisition of Newcrest Mining Limited on November 7, 2023, required that we recalculate the target baseline years and trailing years GHG emissions data pursuant to our publicly disclosed greenhouse gas emissions calculation methodology framework. Additional rebaselining in connection with our pending and future assets sales is also expected. We are continuing to review our targets and roadmap which may result in additional adjustments in the future. Additionally, the methodologies that we use to calculate our Scope 1, Scope 2 and Scope 3 GHG emissions may change over time based upon changing industry standards, which may impact, positively or negatively, our ability to satisfy our targets, which could in turn adversely affect our reputation. Any major acquisition, merger, consolidation or divestiture or any series of related acquisitions, mergers, consolidations or divestitures, by or involving us, may impact our ability to achieve our targets and commitments. There is currently no generally accepted global definition (legal, regulatory or otherwise) of, nor market consensus as to what criteria qualify as, “green,” “social,” “sustainable” or “sustainability-linked” (and, in addition, the requirements of any such label may evolve from time to time), and therefore no assurance is or can be given that Newmont will meet any or all investor expectations.Our operations and projects are subject to a range of transitional and physical risks related to climate change. We believe that climate change has the potential to impact the regions and sites in which Newmont operates, as well as the surrounding communities. Long-term potential physical climate risks include, but are not limited to, higher temperature in all regions, higher intensity storm events in all regions, impacts to annual precipitation depending upon the latitude and proximity of the site to oceans, and more extreme heat for sites near the equator or in Australia. Unusually dry climates can increase the chance of our operations being impacted by bush or forest fires.Physical risks related to extreme weather events such as extreme precipitation, flooding, longer wet or dry seasons, flooding and drought conditions, increased temperatures, sea level rise, landslides, mine flooding, tsunami, geysers and outbursts, avalanches, landslides, wildfires or brushfires, or more severe storms may have financial implications for the business. In particular, the effects of changes in rainfall and intensities, water shortages and changing storm patterns have from time to time adversely impacted, and may in the future adversely impact, our costs, production levels and financial performance. For example, we experienced severe flooding in early 2017 at our Tanami mine in Australia which led to shutdown of operations for several weeks. In 2019, Tanami completed the construction of a natural gas pipeline to deliver fuel to the site to replace diesel fuel that is trucked to the site on roads that regularly flood due to increasing seasonal rainfall. Our operations in Suriname and Peru have also experienced delays in connection with the delivery of key production supplies due to temporary flooding. In 2019, Cadia experienced droughts, which resulted in temporary process plant water shortages and lower processed volumes. In 2023, the Éléonore mine in Quebec Canada had to shut down for several weeks due to prolonged wildfires conditions nearby, and Lihir’s operating and financial performance was impacted by lower feed grade reflecting a higher proportion of low grade material being processed in the second half of the year, following extreme rainfall that limited pit access and caused materials handling issues at the mine crusher. This followed prolonged drought conditions across the province of New Ireland in PNG, where Lihir is located, which resulted in limited raw water supply to Lihir. Floods and wildfires have also occurred near Cadia and Red Chris in recent years. There is also the potential for disruption to transport routes associated with the distribution of our products. For example, Brucejack’s glacial access road, which is an essential means of entering that mine site, may be subject to a risk of thawing due to the potential for an increase in average temperatures, which may be related to climate change. Severe storm events can also result in unpermitted off-site discharges, slope instability, mine pit erosion and structural failures, tailings storage facility overtopping and other impacts, including water storage and treatment facility capacity considerations. Extended dry seasons or unseasonal dry conditions could exacerbate dust generation from operating activities that may require additional controls for continued operation or result in compliance breaches. Changing climatic conditions may also affect the likelihood of meeting closure success criteria and require adjustments to mine site rehabilitation and closure plans. The higher potential for extreme heat conditions may affect equipment 32Table of Contentsefficiency. For additional information, see risk factors under the headings “ Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risks ” and “ Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability. ” Such events can temporarily slow or halt operations due to physical damage to assets, reduced worker productivity for safety protocols on site related to extreme temperatures or lightening events, worker aviation and bus transport to or from the site, and local or global supply route disruptions that may limit transport of essential materials, chemicals and supplies, which could have an adverse impact on our results of operations and financial position. Additional financial impacts could include increased capital or operating costs to increase water storage and treatment capacity, obtain or develop maintenance and monitoring technologies, increase resiliency of facilities and establish supplier climate resiliency and contingency plans.An increase in frequency and duration of extreme weather conditions can be followed by extended power outages. Energy disruptions can have an adverse impact on our results of operations and financial position due to production delays or additional costs to ensure business continuity through reliable sources of on-site power generation. Energy transmission and supply may be impacted by wildfires, such as those that occurred in Australia in 2020, which may interrupt electrical power transmission lines to mine sites, and that may pose risks to on-site facilities and energy generators, fuel dispensing systems and supplies. In jurisdictions that rely on purchased hydroelectric power, such as in Ghana and Peru, extreme drought and extended dry seasons may impact the electric utility’s water supplies needed to generate hydroelectric power purchased by the mine to run operations, which would result in higher costs and/or limit energy availability for continuity of operations as well as impact our environmental systems and processes. Our Company and the mining industry are facing continued geotechnical, geothermal, and hydrogeological challenges, which could adversely impact our production and profitability.Newmont and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges due to the older age of certain of our mines and a trend toward mining of more complex deposits, the use of deeper and larger pits and the use of deep, bulk or selective underground mining techniques. This leads to higher pit walls, more complex underground environments and increased exposure to geotechnical instability and geothermal and hydrogeological impacts. As our operations are maturing, the open pits at many of our sites are getting deeper and we have experienced geotechnical failures (such as pit wall and slope failures) at some of our mines, including, without limitation, at our operations in Australia, Ghana, Peru, Canada, Colorado and at NGM, in Nevada. See also the risk factor under the heading “ Mining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations ”. Additionally, there are a number of risks and uncertainties associated with the block cave mining methods applied at Cadia, in New South Wales, Australia. These risks include a cave not propagating as anticipated, excessive air gaps forming during the cave propagation, unplanned ground movement occurring due to changes in stresses released in the surrounding rock and larger or more frequent mining-induced seismicity than anticipated. Additionally, during cave establishment and propagation, higher levels of seismic activity, and higher likelihood of damage to excavations from seismic events, are expected. This has been observed during the cave establishment phase of Cadia’s PC2-3 project and is expected during the establishment of Cadia’s PC1-2 project in the coming years. Such seismic events and associated damage may require changes to the mining plan and upgrades to ground support systems, which could take several months. Large seismic events may also occur after cave establishment and propagation and during steady state caving, although the likelihood of this is lower. Excessive water ingress, disturbance and the presence of fine materials may also give rise to unplanned releases of material of varying properties and of water through drawbells. Cadia recorded sudden unplanned releases of both dry fine ore material and wet mud material through drawbells in 2023. In addition, there are a number of risks and uncertainties associated with the application of techniques used in the civil engineering industry for the stabilization of steep open pit slopes by Newmont at Lihir, which is located in Papua New Guinea. These risks include variation to technical models when compared to actual conditions, performance of reinforcement system in hot ground and delays with the execution of the civil works due to lack of experience with these techniques. The success of our operations depends, in part, on implementing engineering solutions to particular geotechnical, hydrogeological and geothermal conditions. For example, underground operations, large vertical shafts need to be excavated in order to provide ventilation to the underground environment, and sometimes these shafts are excavated using unsupported techniques such as raiseboring, whereby the walls of the shafts cannot be supported until the excavation is completed. If adverse and unexpected geotechnical and hydrogeological conditions are encountered, the shaft walls may become unstable. To prevent this type of incident occurring, thorough geotechnical and hydrogeological investigations and stability assessments are required and, if needed, alternate excavation locations or techniques need to be implemented. One such shaft wall failure incident occurred at Cadia in 2022, resulting in the need to abandon and backfill a shaft shortly after the completion of excavation to prevent further unravelling of the shaft wall and potential interruptions to other operations. Operations may also experience challenges to operating conditions, such as inundation, inrush of water or other materials, airblast and those relating to elevated temperatures (including management and discharge of hot water encountered in the underground workings). These risks could result in damage to, or destruction of, mineral properties, production facilities, equipment or other properties, personal injury or death of employees or third parties, environmental damage, community outrage, delays in mining, increased production costs, monetary losses and possible legal liability. Our operations are also subject to risks associated with a natural disaster, which include risk of tsunami, wildfires, mine flooding, geysers and outbursts, cyclones, avalanches and landslides. In 33Table of Contentsaddition, seismic activity may impact operations that are located in seismically active areas and subject to risks of earthquakes, such as Cadia and, with the related risks of tidal surge and tsunamis, Lihir. For instance, a large seismic event in 2017 impacted Cadia resulting in a temporary suspension of operations. Seismic activity has also been experienced at our Éléonore mine. Additionally, our Lihir operation is located within the Luise Caldera of the Luise Volcano which is located on the east coast of the Aniolam Island. The caldera is geothermally active in the form of hot springs and fumaroles.Adverse geotechnical, geothermal and hydrogeological conditions, including surface or underground fires, floods, droughts, geysers and outbursts, coastal erosion and landslides, avalanches, cyclones and pit wall failures, can be difficult to predict. Such conditions are often affected by risks and hazards outside of our control, such as severe weather and considerable rainfall, which may lead to periodic floods, mudslides, wall instability and seismic activity, which may result in slippage of material. Such events may not be detected in advance.In addition, Newmont has both operational (active and inactive) and closed tailings storage facilities ("TSFs") in a variety of climatic and geographic settings. Annually, Newmont manages and disposes more than 150 million tonnes of milled rock slurry, referred to as tailings, that are placed within engineered, surface containment facilities, or placed as structural backfill paste in underground mines (e.g., Éléonore, Porcupine). Newmont has experienced seepage and/or localized instability at TSFs which required us to re-evaluate our emergency response systems and make modifications to our TSFs. Issues with TSFs, such as instability, failure and/or seepage could occur in the future, and Newmont conducts detailed risk assessments considering potential failure modes to support understanding and development of risk mitigation measures in accordance with the As Low As Reasonably Practicable principle. The failure of a TSF embankment or a water storage dam at one of our mine sites could cause severe, and in some cases catastrophic, property and environmental damage and loss of life. For example, in early 2019, the extractive industry experienced a large-scale tailings dam failure at an unaffiliated mine in Brazil, which resulted in numerous fatalities and caused extensive property, environmental and reputational damage. Recognizing this risk, Newmont continues to review and refine our existing practices and, as a member of the International Council on Mining & Metals ("ICMM"), commits to implementation of the GISTM. Work is underway to bring all TSFs in our portfolio into conformance with the GISTM by August 2025, and no assurance can be given that conformance will be achieved by such deadline. Conformance with the GISTM as well as improved understanding of our tailings risks and requisite mitigation remains on-going and has and may continue to result in increases to our estimated sustaining costs and closure costs for existing tailings facilities. Despite these efforts, no assurance can be given that TSF failure events will not occur in the future. A geotechnical failure of a TSF, dam, or pit slope could result in limited or restricted access to mine sites, suspension of operations, government investigations, regulatory actions or penalties, increased monitoring costs, remediation costs and other impacts, which could result in a material adverse effect on our results of operations and financial position. For example, in December 2023 the Company temporarily suspended its processing operations at the now divested Telfer operations in Western Australia after cracking and sinkholes were detected on an internal embankment of the site’s TSF. Remediation works were completed in September 2024.A failure to safely resolve any unexpected problems relating to these conditions at a commercially reasonable cost may result in damage to infrastructure or equipment or injury to personnel and may adversely impact the Company’s operating results and financial position. See also the risk factors under the heading “ We may experience increased costs or losses resulting from the hazards and uncertainties associated with mining ” and “Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects ” and “ Our operations and projects are subject to extensive environmental laws and regulations. ”Our operations and projects may be adversely affected by rising energy prices or energy shortages. Our mining operations and development projects require significant amounts of energy. Some of our operations are in remote locations requiring long-distance transmission of power or energy sources needed to generate power, and in some locations we compete with other companies for access to third party power generators or electrical supply networks. A disruption in the generation or transmission of energy, inadequate energy transmission infrastructure or the termination of any of our energy supply contracts could interrupt our energy supply and adversely affect our operations. Our principal energy sources are purchased electricity, diesel fuel, heavy fuel oil and natural gas. A variety of factors, including higher energy usage in emerging market economies, actual and proposed taxation of carbon emissions as well as concerns surrounding global conflicts, could result in increased demand or limited supply of energy and/or sharply escalating diesel fuel, natural gas and other energy prices. A reduction in Northern Territory natural gas production is a specific concern for Tanami’s short-term energy prices. Availability of renewable power sources or conflicting government regulations, such as the proposed reform of the energy market in Mexico, may have an impact on our ability to meet our reduction targets with a specific timeline. Changes in energy laws and regulations in various jurisdictions, restrictions on energy supply and increased energy prices could negatively impact our operating costs and cash flow.As our operations move to reduce our GHG emissions, renewable power sources and technology at our operations will continue to be evaluated and implemented. Such transitions are likely to require capital expenditures and may result in additional costs. Certain of our operations may also become more dependent upon access to electrical power supply as certain mines advance projects 34 Table of Contents aimed at the electrification of large haulage fleets. The availability to access renewable power (with greater competition) and the readiness of technology to support decarbonization with the timeframe of the 2030 and 2050 targets remains subject to uncertainties, which could impact ability to achieve targets. See the risk factor above under the heading “ Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy ”.Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risks. We recognize the right to clean, safe water and that reliable water supplies are vital for hygiene, sanitation, livelihoods and the health of the environment. Water is also critical to our business, and the increasing pressure on water resources requires us to consider both current and future conditions in our management approach. We have set annual water efficiency targets at each of our operating sites. Additionally, we aim to achieve ambitious long-term water stewardship actions, which integrate our operations and value chain and support collective management of water through external partnerships and collaborations. A failure to meet our water targets and/or societal or investor expectations could also result in damage to our reputation, decreased investor confidence and challenges in maintaining positive community relations, which can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects. Across the globe, water is a shared and regulated resource. Newmont operates in areas where watersheds are under stress with limited supply, increasing population and water demand, and impacted water in various forms. Increasing pressure on water use may occur due to in-migration of communities and increased populations in proximity to our operations. Although each of our operations currently has sufficient water rights, claims and contracts to cover its operational demands, we cannot predict the potential outcome of pending or future legal proceedings or community negotiations relating to our water rights, claims, contracts and uses. Water shortages and surplus may also result from weather or climate impacts outside of the Company’s control. Changes in the quantity of water, whether in excess or deficient amounts, may impact exploration and development activities, mining and processing operations, water management and treatment facilities, tailings storage facilities, closure and reclamation efforts, and may increase levels of dust land erosion and wildfires in dry conditions, and increase slope instability and the risk of water ingress in the case of prolonged wet conditions.Our Peñasquito and CC&V operations are situated in areas with high baseline water stress. CC&V in Colorado must purchase water supply in order to meet site needs and augmentation requirements. Peñasquito in Mexico takes its water supply from the Cedros Aquifer which has limited and declining yield as it is located in a dry and arid area that is prone to drought, and also is relied upon by nearby communities as a water supply for drinking water and agriculture. The water supply at Peñasquito is thus subject to a significant degree of regulatory and community scrutiny, and increased costs, and Peñasquito has made long-term commitments to provide safe community water supplies.Seasonality and changes in the levels of rainfall can also impact our operations. For example, in January 2023, our Tanami site in Australia experienced unexpected and significant rain resulting in flooding and road closure limiting our ability to get supplies to the site, causing mill backup and impacts to production. Similarly, at Boddington in Australia severe weather and heavy rainfall at Boddington caused delays and impacted productivity during the third quarter of 2021 and 2022. There is also a risk at Boddington that extended below average rainfall or the occurrence of drought in southwest Australia could impact raw water supply for the site. While we have incorporated systems to address the impact of the dry season and water shortages as part of our operating plans, we can make no assurances that those systems will be sufficient to address all shortages in water supply, which could result in production and processing interruptions.In 2023, Lihir’s performance was impacted following extreme rainfall limiting pit access and causing material handling issues at the crushers. Lihir has also experienced reduced milling rates due to limited raw water supply to the plant driven by drought conditions experienced across the New Ireland Province in PNG. Lihir has progressed options to improve its water management resilience, including improving its internal water recycling and identifying additional water sources and storage options. In addition, Cadia has previously experienced water scarcity from drought conditions in 2019 which resulted in a reduction in water use to assist the Orange community response to the drought. Increased precipitation and severe storm events may potentially impact tailings storage facilities in the future by exceeding water management capacity, overtopping the facility, and/or undermining the geotechnical stability of the structure. We have experienced impacts at various sites in recent years due to heavy rainfall and severe storms. For example, in 2022, Yanacocha experienced heavy rainfall, above average historical levels, which resulted in significant water balance stress and required active emergency management. Refer to Note 25 to the Consolidated Financial Statements under the heading Environmental Matters - Minera Yanacocha S.R.L , for additional information. Increased amounts of water may also result in flooding of mine pits, maintenance and storage facilities; or may exceed current water management and treatment capacity to store and treat water, physical conditions resulting in an unintended overflow and discharge either on or off of the mine site property. See the risk factor above under the heading “ Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy ” for additional information. 35Table of ContentsOperations have identified seepage from infrastructure (tailings, waste rock and ore stockpiles) that may have an impact on water resources (groundwater and/or surface water); for example, seepage has been detected in the shallow and deep aquifers underlying the tailings facility at Red Chris. We are currently managing this risk through monitoring, collection and treatment systems. There is a risk that the seepage could have an impact on beneficial use of groundwater resulting in increased requirements for collection and treatment as well as the potential requirement to provide alternative water sources. See also the risk factor under the heading “ Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability.” Laws and regulations may be introduced in some jurisdictions in which we operate which could limit our access to sufficient water resources in our operations, thus adversely affecting our operations. Additionally, laws, regulations and permit requirements focused on water management and discharge requirements are becoming increasingly stringent and may continue to require additional water management activities and/or water treatment during operation and into closure. We are also seeing increasingly stringent regulations of surface and groundwater at a number of our sites resulting in increased monitoring and potentially the need for pump back systems and treatment in the future. New requirements and regulation have resulted or may result in increased costs and could negatively impact our operating costs and cash flows in the future.For more information on the Company’s reclamation and remediation liabilities, refer to Notes 6 and 25 to the Consolidated Financial Statements, and the risk factor under the heading “ Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made.”Our operations and projects are subject to risks related to our relationships and/or agreements with local communities, including Indigenous Peoples, and laws for the protection of cultural heritage. The Company’s relationships with the communities that are located near its operations or on whose land it operates are essential to the success of its existing operations, exploration activities and the construction and development of its projects. A failure to manage relationships with such communities may lead to local dissatisfaction which, in turn, may lead to interruptions to the Company’s operations, exploration activities and development projects. Specific challenges in community relations include community concerns over management of increased traffic, migratory workforces, environmental impacts and resource depletion, social, environmental and cultural heritage impacts, increasing expectations regarding the level of benefits that communities receive, benefits sharing with Indigenous peoples’ governments, concerns focused on the level of transparency regarding the payment of compensation and the provision of other benefits to affected landholders and the wider community. In particular, opposition by Indigenous communities to the Company’s activities may require modifications to or preclude operation or development of its projects or may require entry into additional agreements with Indigenous communities, which may result in additional costs. Newmont’s current and future operations are subject to a risk that one or more Indigenous communities in the locations in which we operate may oppose continued operation, further development or new development of its projects or operations. Claims and protests driven by such opposition may disrupt or delay activities, including permitting, at the Newmont’s operations and projects. The negotiation and review of agreements, including components such as business development, participation, co-management and compensation and other benefits, involve complicated and sensitive issues, associated expectations and often competing interests. The nature and subject matter of these negotiations may result in community unrest which, in some instances, may lead to interruptions in our exploration programs, operational activities or delays to project implementation or development. Additionally, the evolving obligations of governments and Indigenous people under international, national and local legislation and international conventions pertaining to the rights of Indigenous people may impact Newmont’s operations and projects. For example, the Government of British Columbia, Canada has adopted the Declaration on the Rights of Indigenous Peoples Act (2019) to implement the United Nations Declaration on the Rights of Indigenous Peoples ("UNDRIP") in British Columbia, which may impact Red Chris and Brucejack.Our operations are also subject to laws and regulations that provide for the protection and management of cultural heritage in the jurisdictions in which we operate. For example, following the destruction of Indigenous heritage sites at Juukan Gorge in Western Australia in 2020 and the inquiry and reports issued by the Commonwealth Parliament Joint Standing Committee on Northern Australia in 2021, mining companies have come under heightened scrutiny regarding cultural heritage management, including, for example, with respect to their governance and management processes and procedures around cultural heritage, engagement with Indigenous communities and protection of cultural landscapes. Although the parliamentary inquiry focused on Indigenous cultural heritage, laws to protect and manage cultural heritage also cover non-Indigenous (historic) heritage. Another example, in Western Australia, where Boddington is located, a new Aboriginal Cultural Heritage Act 2021 (WA) came into force in 2023, replacing the Aboriginal Heritage Act 1972 (WA) and introducing new offenses and increased penalties aimed at better protecting Aboriginal cultural heritage in Western Australia. In 2023, the WA Premier announced that the Aboriginal Cultural Heritage Act 2021 (WA) will be completely repealed, with an amended Aboriginal Heritage Act 1972 (WA) replacing it. Further, cultural heritage in PNG is protected under the National Cultural Property (Preservation) Act 1965 (PNG). The main government bodies responsible for enforcing this Act are the National Museum and Art Gallery of PNG and the National Cultural Commission. The Lihir operation has a culturally significant site called the Ailaya Rock, located near the mining operations. Significant civil reinforcement work is being undertaken to protect the surrounding area's structural integrity. A failure to maintain the integrity of the surrounding area could inadvertently damage the site, resulting in impacts to community relations and reputation.36 Table of ContentsNewmont’s operations could inadvertently disturb protected cultural heritage assets, resulting in international scrutiny by investors and non-governmental organizations, negative impact on stockholder value, compensation and/or offset claims, increased costs to projects and operations, delays impacting construction or production or project development, court action or other legal proceedings and lasting reputational damage. Risks Related to the Jurisdictions in Which We Operate Our operations and projects are subject to risks of doing business in multiple jurisdictions. Exploration, development, production and mine closure activities are subject to regional, political, economic, community and other risks of doing business in multiple jurisdictions, including: • Potential instability of foreign governments and changes in government policies, including relating to or in response to changes of U.S. laws or foreign policies; • Expropriation or nationalization of property; • Restrictions on the ability to pay dividends offshore or to otherwise repatriate funds; • Restrictions on the ability of local operating companies to sell gold and other metals offshore for U.S. dollars, or on the ability of such companies to hold U.S. dollars or other foreign currencies in offshore bank accounts; • Import and export regulations, including restrictions on the export of gold, copper, silver, lead and/or zinc; • Disadvantages relating to submission to the jurisdiction of foreign courts or arbitration panels or enforcement or appeals of judgments at foreign courts or arbitration panels against a sovereign nation within its own territory;• Royalty and tax increases or claims, including retroactive increases and claims and requests to renegotiate terms of existing investment agreements, contracts of work, leases, royalties and taxes, by governmental entities, including such increases, claims and/or requests by the governments of Argentina, Australia, Canada, Chile, the Dominican Republic, Ecuador, Fiji, Ghana, Mexico, Papua New Guinea, Peru, Suriname, the State of Colorado and the State of Nevada in the U.S.;• Changes in laws or regulations in the jurisdictions in which we operate, including in changes resulting from changes in political administrations;• Risk of increased taxation related to impacts to government revenue as a result of challenging socioeconomic conditions, including recessions and/or in connection with heath and community emergencies, such as pandemics, epidemics or outbreaks (including COVID-19 and related variants), and climate events;• Fines, fees, and sanctions imposed for failure to comply with the laws and regulations of the jurisdictions in which we operate; • Risk of loss due to inability to access our properties or operations; • Other risks arising out of foreign sovereignty over the areas in which our operations are conducted, including risks inherent in contracts with government owned entities such as unilateral cancellation or renegotiation of contracts, licenses or other mining rights; • Delays in obtaining or renewing, or the inability to obtain, maintain or renew, necessary governmental permits, mining or operating leases and other agreements and/or approvals; • Risk of loss due to civil strife, acts of war, guerrilla activities, insurrection and terrorism; • Claims for increased mineral royalties or ownership interests by local or Indigenous communities;• Increased expectations of local Indigenous communities for profit or other benefit sharing; • Risk of loss due to criminal activities such as trespass, blockade, local artisanal or illegal mining, organized crime by drug cartels, theft and vandalism; • Delays in obtaining or renewing collective bargaining or certain labor agreements, workforce unionization, or demand for profit sharing; • Disadvantages of competing against companies from countries that are not subject to the rigorous laws and regulations of the U.S. or other jurisdictions, including without limitation, the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act and the Dodd-Frank Act; • Increases in training and other costs and challenges relating to requirements by governmental entities to employ the nationals of the country in which a particular operation is located; • Increased financing costs; • Currency fluctuations, particularly in countries with high inflation; • Foreign exchange controls;37 Table of Contents• Increases in costs relating to, or restrictions or prohibitions on, the use of ports for concentrate storage and shipping, such as in relation to our Boddington operation where use of alternative ports is not currently economical, or in relation to our ability to procure economically feasible ports for developing projects; • Risk of disruption, damage or failure of information technology systems, and risk of loss and operational delays due to impacts to operational technology systems, such as due to cyber-attacks, malicious software computer viruses, security breaches, design failures and natural disasters; • Risk of loss due to disease, such as malaria or the zika virus, and other potential medical endemic or pandemic issues, such as Ebola or COVID-19, as a result of the potential related impact to employees, disruption to operations, supply chain delays, trade restrictions and impact on economic activity in affected countries or regions; and • Disadvantage and risk of loss due to the limitations of certain local health systems and infrastructure to contain diseases and potential endemic health issues. Consequently, our exploration, development and production activities may be affected by these and other factors, many of which are beyond our control, some of which could materially adversely affect our financial position or results of operations. New or changing legislation and tax risks in certain operating jurisdictions could negatively affect us.We have operations and conduct business in a number of jurisdictions, which may increase our susceptibility to sudden tax changes. For instance, a 12% export duty was imposed by the Argentina government in 2018, revised down to 8% thereafter, however, with the election of new government in 2023, the rate is now currently 0%. The state of New South Wales, Australia, passed 2023 legislation that imposes an increased stamp duty which materially affected the Newcrest transaction. Also in Australia, the Debt Deduction Creation Rules, introduced during 2024 and which will first apply to the 2025 year, could have the potential to limit the tax deductibility of intercompany interest expense. In the State of Zacatecas, Mexico, environmental taxes became effective in 2017 with little clarity on how the taxes are to be calculated. An ecological tax agreement was ratified in 2021 which provides clarity for 2021 to 2024, after which, the Company, along with other companies in the State of Zacatecas, will need to engage with governmental authorities to understand how the environmental tax would be levied year-over-year. Also, in Mexico, a 2021 tax reform bill proposed federal fees on revenue generated from mining which could impact our operations if passed. Furthermore, a new Economic Plan for 2022 (the "Proposal") was enacted. While the changes under the Proposal are not substantive in nature (in the sense that they do not create new taxes or increase applicable rates), they may increase the future cost of our compliance and pose additional uncertainties in application of the law. Further, the Mexican government has increased the Mining Tax rate from 7.5% to 8.5% effective on January 1, 2025. In the United States, at the federal and state level, regulatory changes which may be implemented in the area of tax reform remain uncertain and may adversely affect companies in the mining sector. For example, NGM could be impacted by the resolutions brought to the State of Nevada Legislature to amend the State Constitution to increase mining taxes. An example of this was the passing of Assembly Bill 495 in 2021 that results in a new excise tax on mining companies engaged in the business of extracting gold and silver in the state of Nevada. In 2024, Pillar II has been enacted in a number of countries. The Pillar II agreement was signed by 138 countries with the intent to equalize corporate tax around the world by implementing a global minimum tax of 15%. As Newmont primarily does business in jurisdictions with a tax rate greater than 15%, the Company does not anticipate a material impact to its financial statements. A number of changes in the laws, regulations and policies in PNG have recently been proposed or are currently being considered. See the risk factor under the heading “ Our operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties ”. Taxation laws and other regulations of the jurisdictions in which we operate are complex, subject to varying interpretations and applications by the relevant tax authorities and subject to changes and revisions in the ordinary course. It is difficult to predict whether proposed changes to regulations will be passed or to what extent they will impact the Company. Any additional and/or unexpected taxes imposed on us could have a material and adverse impact on our Company. See also the risk factor under the heading “ Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy ” for a discussion of uncertainties and potential tax increases in connection with climate change considerations.Changes in mining or investment policies or shifts in political and social attitudes in the jurisdictions in which we operate may adversely affect our operations or profitability. Our operations may be affected in a number of ways by laws and regulations related, but not limited to: restrictions on production; price controls; export controls; import restrictions, such as restrictions applicable to, among other things, equipment, services and supplies, currency remittance, income taxes, expropriation of property, foreign investment, maintenance of mineral, mining, or surface land tenure, environmental legislation, land use, surface land access, land claims of local communities, water use, and mine safety. Failure to comply strictly with applicable laws, regulations and local practices relating to applying for and maintaining land and tenure could result in loss, reduction or expropriation of entitlements, or the imposition of additional local or foreign parties as partners with carried or other interests, any of which may adversely affect our operations or profitability.In addition, when governments struggle with deficits and concerns over the potential and actual effects of depressed economic conditions (which occurred in the past in connection with COVID-19 impacts), many of them have in the past, and may in the future, target the mining and metals sector in order to raise revenue. Governments are continually assessing the fiscal terms of the economic rent for a mining company to exploit resources in their countries. Numerous countries have implemented changes to their 38 Table of Contents mining regimes that reflect increased government control over or participation in the mining sector, including, but not limited to, changes of law affecting foreign ownership and takeovers, mandatory government participation in mining enterprises, taxation and royalties, working conditions, rates of exchange, exchange controls, exploration licensing, export duties, requirements to sell to the government, repatriation of income or return of capital, environmental protection, as well as requirements intended to boost the local economy, including usage of local goods and employment of local and community staff or contractors, among other benefits to be provided to local residents. The effects of the various requirements and uncertainties related to the economic risks of operating in foreign jurisdictions cannot be accurately predicted and could have a material adverse effect on our financial position or results of operations. Some concern exists with respect to investments in parts of the world where civil unrest, war, nationalist movements, political violence or economic crises are possible. These countries may also pose heightened risks of expropriation of assets, business interruption, increased taxation or unilateral modification of concessions and contracts. We do not maintain insurance policies against political risk. Occurrence of events for which we are not insured may affect our results of operations and financial position.Our operations at Yanacocha and projects in Peru are subject to political and social unrest risks. Minera Yanacocha S.R.L. (“Yanacocha”), including the mining operations at Yanacocha and the Conga project in Peru, has been the target of local political and community protests, some of which blocked the road between the Yanacocha mine and Conga project complexes and the City of Cajamarca in Peru and resulted in vandalism and equipment damage. While recent roadblocks and protests have diminished, and there is focus on local political activism and labor disputes, we cannot predict whether similar or more significant incidents will occur in the future. The recurrence of significant political or community opposition or protests could continue to adversely affect the continued operation of Yanacocha and other projects in the area. Construction activities on our Conga project were suspended in 2011, at the request of Peru’s central government following protests in Cajamarca by anti-mining activists led by the regional president. Based on the Company's internal project portfolio evaluation process, we have reprioritized other projects ahead of the Conga project, and therefore do not anticipate developing Conga in the next ten years. As a result, the Conga project is currently in care and maintenance and we will continue to evaluate long-term options to progress development of the Conga project. Should the Company be unable to develop the Conga project or conclude that future development is not in the best interest of the business, a future impairment charge may result.The prior Central Government of Peru supported responsible mining as a vehicle for the growth and future development of Peru. However, following the presidential election in 2021, there has been considerable political unrest in Peru. In a close and contested election, Pedro Castillo was declared the president-elect of Peru in July 2021, which resulted in a period of protests, unrest and uncertainty around the political and social environment in Peru and Cajamarca. Amidst political turmoil and instability, Castillo made numerous changes to his cabinet, including ministers of mining, work and interior, and of prime ministers. Castillo was ultimately removed from office in late 2022 due to his attempt to dissolve the legislative body and install an emergency government. Political turmoil and division has continued in Peru as protest and demonstrations against the current President Dina Boluarte escalated in early 2023 resulting in clashes with security forces and violence.The current Central Government’s legislative priorities and support for responsible mining in Peru remains uncertain. Previous regional governments of Cajamarca and other political parties actively opposed certain mining projects in the past, including by protests, community demands and road blockages, which may occur again in the future. We are unable to predict the positions that will be taken by the Central or regional government and neighboring communities in the future and whether such positions or changes in law will affect current operations and new projects in Peru. Risks related to mining and foreign investment under the new administration include, without limitation, risks to mineral, mining and surface, land tenure and permitting, increased taxes and royalties, nationalization of mining assets and increased labor regulations, environmental and other regulatory requirements. Any change in government positions or laws on these issues could adversely affect the assets and operations of Yanacocha or other projects in Peru, which could have a material adverse effect on our results of operations and financial position. Additionally, the inability to operate or expand at Yanacocha could have an adverse impact on our growth and production in the region. See also the risk factor under the heading “ Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made” and refer to Note 1 to the Consolidated Financial Statements regarding the Company’s interest in Yanacocha. Our Merian operation in Suriname is subject to political, security and economic risks.We hold a 75% interest in the Merian gold mine (“Merian”) in the mid-eastern part of Suriname. Suriname has experienced political instability and uncertainty in the past which may continue in future years. Suriname is faced with high debts to foreign creditors, significant inflation rates and has experienced a hyperinflationary economy. Significant devaluation of the Surinamese dollar against the U.S. dollar in recent years has resulted in an increase of the prices of certain goods and services within Suriname, including without limitation, the price of fuel, which had been subsidized by successive governments. The government of Suriname recently passed a new law to introduce Value Added Tax, which came into effect on January 1, 2023 and has drastically increased the cost of living and negatively impacts the purchasing power of the residents of Suriname, including our employees. These impacts and negative economic trends can cause social unrest, which may present risks for our operations in Suriname. Operations and development in Suriname are governed by a mineral agreement with the Republic of Suriname. The mineral agreement was approved by parliament and requires approval by parliament to change. However, in 2021, the government made requests for prepayment of taxes and special solidarity payments in light of budgetary concerns, it is possible that the government may 39Table of Contentsrequest changes to the mineral agreement in the future. While the government is generally considered by the Company to be mining friendly, it is possible that the current or future government may adopt substantially different policies, make changes in taxation treatment or regulations, take arbitrary action which might halt operations, increase costs, or otherwise impact mining and exploration rights and/or permits, any of which could have a material and adverse effect on the Company's future cash flows, earnings, results of operations and/or financial condition. The government of Suriname previously exercised an option to participate in a fully-funded 25 percent equity ownership stake in Merian. Suriname manages its participation through Staatsolie Maatschappij Suriname N.V. (“Staatsolie”), a Surinamese corporation with the Republic of Suriname as sole stockholder. If Staatsolie does not have sufficient funds or borrowing ability to make their capital commitments in accordance with the terms of the partnership agreement, our operations in Suriname could be impacted. See the risk factor under the heading “ Future funding requirements may affect our business, our ability to pay cash dividends or our ability to engage in share repurchase transactions. ” Earlier in this section under “Risks Related to Our Business”. Our operations at Ahafo and Akyem in Ghana are subject to political, economic and other risks. Newmont operates in Ghana pursuant to a Revised Investment Agreement ratified by Ghana’s Parliament in 2015, which established a fixed fiscal and legal regime, including fixed royalty and tax rates, for Newmont operations in Ghana. The financial and tax stability periods established by such agreements expire as early as 2025 for Ahafo and 2027 for Akyem. The tenure of the Revised Investments Agreement is linked to the mining leases. The Akyem mining leases, which were due to expire in January 2025, were renewed in September 2024 and are currently pending ratification in Parliament. The Republic of Ghana has experienced worsening socioeconomic conditions in recent years. The Ghanaian cedi has experienced significant depreciation with inflation accelerating to 54.1% at the end of 2022. Ghana’s credit rating worsened to speculative grade, at near default to default levels, as the Ghanaian Finance Ministry announced suspension of debt service payments in December 2022 on the majority of its external debt, including commercial and bilateral loans, and that Ghana was seeking to restructure its debt. Efforts in early 2023 to put in place a domestic debt exchange program have faced setbacks from pension funds and by individual bond holders leading to amended terms. Continued economic recession and/or unfavorable macroeconomic indicators have also resulted in pressures from the Government of Ghana to obtain more revenue and benefits from mining companies on the back of anti-mining sentiment and perceived inequities that the industry is not contributing its fair share. To address budgetary deficits, the Government of Ghana initiated measures to generate additional revenue from the mining industry and other sectors of the economy as it attempted to increase revenue collection through various tax audits and investigations, proposed new fees, increased revenue and tax initiatives and other vehicles, such as the Growth and Sustainability Levy, and in 2024, Emissions Levy and VAT on electricity. While the second half of 2023 experienced an improvement in the macroeconomic situation with inflation reducing to 23.2% in December 2023 and 23.8% in December 2024, the Ghanaian cedi being relatively stable, with support from the International Monetary Fund and World Bank in early 2024, significant economic risks remain. A new government was inaugurated on January 7, 2025 after a relatively peaceful election. Other risks include impacts to supply chain, restrictions and local procurement requirements under local content regulations. On the January 8, 2025 in the Daily Graphic newspaper, the Minerals Commission published the 6 th edition of the Local Procurement List which includes a prohibition on mining by mining lease holders and requiring surface mining operations to be outsourced to companies with 100% Ghanaian stockholders and directors and underground operations to be outsourced to companies with 50% Ghanaian stockholders and directors. The Ghana Chamber of Mines, of which Newmont is a member, is reviewing the list and is to engage the government on this prohibition on owner mining. Additionally, there is a risk of increase in key commodity prices, more restrictive local banking requirements including requirements for repatriation of proceeds to banks domiciled in Ghana, limitations on capacity of banks to provide reclamation bonds, requests for further local employment requirements, requests for contract renegotiation and increases in contract rates and other costs. The government may grant artisanal mining rights or alternative mining rights, such as sand and gravel, in locations in which the Company has tenure rights, but no active operations, impacting the Company’s non-operational land positions. Economic setbacks and anti-mining sentiment can also result in an increase in community frustration and friction with artisanal small-scale mining resulting in conflicts, which can negatively impact our operations in Ghana.Our operations in Argentina are susceptible to risk as a result of economic and political instability in Argentina and labor unrest.With the election of a new President at the end of 2023, the economic environment in Argentina has experienced stabilization during 2024. Although inflation was drastically reduced, it still is at a high level and will remain as a challenge for 2025. There continue to be risks relating to the uncertain and unpredictable political and economic environment in Argentina, especially at the provincial level in Santa Cruz where our Cerro Negro mine is located. Argentina’s central bank instituted a number of foreign currency controls in an effort to stabilize the local currency. Although some flexibility has been introduced, major restrictions and controls remain in place. For information on Argentina’s foreign currency controls and their effect on our operations, see the section titled “Foreign Currency Exchange Rates” in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations. Maintaining operating revenues in Argentine pesos could expose us to the risks of peso devaluation and high domestic inflation. In recent years, we experienced work stoppages by miners represented by unions at the Cerro Negro Mine. Disruptions may arise again in the future with the unions at the Cerro Negro mine that could adversely affect access to, and operations at, the Cerro Negro Mine. For more information see the risk factor under the heading “ Our business depends on good relations with our employees. ” 40 Table of ContentsOur operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties. Our Lihir operation, which comprises an open pit mine that produces gold doré, is located on the island of Aniolam, PNG. We also hold a 50% interest in a joint venture that owns the Wafi-Golpu exploration project (“Wafi-Golpu” and such joint venture, “WGJV”), which is located in the province of Morobe, PNG. The current PNG administration, led by Prime Minister James Marape, has stated that it wants to increase benefits for PNG from extractive projects. Potential policy changes could include introducing a new production sharing regime for minerals and/or oil/gas, amending or replacing the PNG Mining Act of 1992, introducing domestic processing/refining requirements, changing the level and manner of local equity participation in projects and introducing new taxation regimes, banking and foreign exchange controls and/or controls pertaining to the holding of cash and remittance of profits and capital to parent companies. Any such change could impact our operating results and financial condition. In 2020, the PNG Government announced that the special mining lease ("SML") for the Porgera mining operation (a major mining operation in PNG which was owned and operated by the Porgera JV and not Newmont) would not be renewed. It subsequently amended the Mining Act and issued a new SML for Porgera to Kumul Mineral Holdings Limited (a State-owned company). Since taking this decision, the PNG Government has been working with the Porgera JV participants and other key stakeholders to establish new arrangements for restarting and operating Porgera. During 2023, the parties signed various agreements and the Government passed specific enabling legislation for a restart of operations at Porgera under new commercial terms. The restart occurred in December 2023. The PNG Government has stated that the decision not to renew the Porgera SML is specifically related to environmental damages claims and resettlement at the Porgera mine and has no bearing on any other operations, including Lihir, or advanced exploration projects, including Wafi-Golpu.In 2020, the PNG government prepared and submitted to the National Parliament of PNG (the “PNG Parliament”) a proposed new organic law to introduce a production sharing regime for the mining sector. The proposed organic law will require the approval of a two thirds majority of the PNG Parliament and, if passed in its current proposed form, purports to transfer ownership of minerals from the State of PNG to state-owned entities who would then be responsible for negotiating mineral production sharing arrangements. As currently drafted, the bill containing the proposed organic law will not apply to Lihir, but could potentially apply to Wafi-Golpu if a mining lease or mining development contract is not in place before the effective date for the proposed organic law. The bill is yet to be debated in the PNG Parliament. In December 2024 Prime Minister Marape reaffirmed the Government’s intention to reform PNG’s mining and oil/gas laws as part of PNG’s 50 th anniversary of independence in 2025 and indicated a production sharing regime for minerals and/or oil/gas remains under consideration.On October 29, 2021, Prime Minister Marape announced proposed legislation which, if enacted, would regulate the export of gold from PNG and require that mining companies operating in PNG refine gold with a new national mint. At this stage, it is unclear whether this proposed legislation will become law and, if so, when it would take effect. In addition, in June 2023, the PNG government released a new national gold bullion policy setting out the government’s objective of establishing a domestic gold bullion program to refine gold, hold gold reserves and eventually enter into trading in the world gold market. It is unclear when or how the new national gold bullion policy will be implemented, and how the policy will interact with the legislation proposed in 2021. Under the terms of the Lihir mining development contract, we may be required to refine a portion of our Lihir gold production within PNG if certain quality and security requirements are met and the terms offered are commercially competitive, but it is otherwise free to enter into arms’ length refining contracts with refineries outside of PNG. The PNG government has also announced that it is considering replacing the current PNG Income Tax Act with a new Income Tax Act (the “NITA”) with limited consultation undertaken to date. The latest draft legislation provides that the NITA will come into force from January 1, 2026, with further consultation and amendments expected during 2025. It remains uncertain as to whether existing tax attributes of Lihir and Wafi-Golpu will be transitioned under the new law due to the lack of key regulations and other key ancillary pieces of legislation. Any adverse changes to the tax laws and regulations will affect Lihir because its Mining Development Contract does not provide protection against income tax law change. Such changes may also affect Wafi-Golpu depending on the terms of any project agreements that may be entered into with the PNG Government. There is also the potential for legal challenges to the Wafi-Golpu permitting process as it progresses towards completion, including by PNG provincial governments, landowner groups and civil society organizations. For example, in March 2021 and December 2022, the governor of Morobe Province and certain residents of the surrounding areas of Wafi-Golpu, respectively, commenced judicial review applications against the State of PNG, challenging the December 2020 grant of the environmental permit for Wafi-Golpu. Both reviews are still to be heard and determined. Any such legal challenges may adversely impact the Wafi-Golpu permitting process. In addition, WGJV is currently engaging with the State of PNG to progress the permitting of Wafi-Golpu and has commenced discussions relating to its application for a special mining lease, which was submitted to the PNG Mineral Resources Authority in 2016. In April 2023, WGJV signed a Framework Memorandum of Understanding with the State of PNG, which confirmed the parties’ intent to proceed with the project at Wafi-Golpu, subject to finalizing the permitting process and approvals of the boards of both Newcrest (now Newmont) and Harmony Gold, and progress toward signing a mining development contract, which is a prerequisite to granting a special mining lease. The timing for completing the discussions is uncertain and there is no assurance of the outcomes.Changes in the laws, regulations and policies described above, or to the manner in which they are interpreted or applied to us, may also adversely impact our ability to extend the Lihir special mining lease upon its expiration in 2035.41 Table of ContentsOur operations and projects in Canada are subject to legal and regulatory risks and other uncertainties in connection with claims and challenges by Indigenous groups.First Nations have made claims in respect of Indigenous rights and title to substantial portions of land and water across Canada, which could impact our exploration projects, and operations at Red Chris, Porcupine, Musselwhite, Éléonore and Brucejack. Some of these claims are made outside of treaty and other processes. The effect of such claims on any particular area of land will not be determinable until the exact nature of historical use, occupancy and rights to such property have been clarified, whether by a decision of the Canadian courts or definition in a treaty or otherwise. First Nations throughout Canada are seeking settlements with respect to these claims, including compensation from governments, and are seeking rights to regulate activities by companies within their traditional territories. The effect of these claims cannot be estimated at this time. The federal and provincial governments in Canada have been seeking to negotiate settlements with respective groups in order to resolve many of these claims, and the government routinely delegates procedural aspects of its duty to consult the First Nations to project proponents, particularly with respect to the permitting process. For example, a Statement of Claim filed in November 2024 asserts that resumption of open pit mining at the Pamour mine in Timmins, Ontario, Canada would be without proper consultation or consideration of the cumulative impacts of Taykwa Tagamou Nation's traditional territory and Aboriginal rights, and as such, the associated environmental permits previously issued by the Ontario government with respect to Pamour ought to be revoked (see Note 25 - Commitments and contingencies of Notes to Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for additional information regarding this claim).We hold a 70% interest in the Red Chris operation, which comprises an open pit mine that produces gold, copper and silver concentrate, located in British Columbia, Canada. Our Brucejack operation, which comprises an underground mine that produces gold/silver doré and flotation concentrate and hosts the Valley of the Kings high-grade gold deposit, is also located in British Columbia, Canada. In British Columbia, as well as in Canada more generally, the nature and extent of Indigenous rights and title remains the subject of active debate, claims and litigation issues surrounding Indigenous title and rights remain ongoing.In addition, the government of British Columbia has adopted the UNDRIP and committed to implement UNDRIP in British Columbia, with federal government following suit in 2021 where UNDRIP became federal law in 2021. The provincial and federal legislations commits to systematically review the province’s laws for alignment with UNDRIP principles, while also encouraging new agreements with Indigenous groups that are intended to address outstanding governance questions around the nature of Indigenous rights and title interests in Canada and in British Columbia. In November 2023 a consent-based decision making agreement under section 7 of the UNDRIP was entered into between the government of British Columbia and the Tahltan Central Government (“TCG”) of the Tahltan Nation outlining the process for consent-based decision making for the review of substantial changes to the environmental assessment certificate for the Red Chris mine. The processes outlined in this agreement will apply to changes to the Red Chris environmental assessment certificate relating to the proposed development and operation of the Red Chris block cave mine. Failure or delays in implementing the agreement or to obtain prior informed consent of the TCG may impact the proposed development of the Red Chris block cave mine.Additionally, the government of British Columbia has committed to reform the Mineral Tenure Act, which governs the acquisition and holding of mineral tenures in British Columbia, in consultation with First Nations and First Nation organizations. This follows challenges by several First Nations in British Columbia against the “free entry” mineral staking regime in the province and a September 2023 Supreme Court of British Columbia decision that held that the province of British Columbia has a duty to consult Indigenous groups when registering mineral claims under the Mineral Tenure Act within their traditional territories. As this reform work remains on-going, the impacts of these developments on the acquisition and renewal of mineral tenures in British Columbia are not yet known.Risks Related to Our Workforce Our business depends on good relations with our employees.Production at our mines is dependent upon the efforts of our employees and, consequently, our maintenance of good relationships with our employees. Due to union activities or other employee actions, we could experience labor disputes, work stops or other disruptions in production that could adversely affect us. For example, in recent years, there have been work stoppages by miners represented by unions at our Peñasquito, Cerro Negro and Merian mines, which have disrupted operations. Certain regions in which we operate, including Central and Latin America, have witnessed notable trends in labor relations, including increasing emphasis on workers' rights and labor protections. Governments and civil society organizations have been advocating for improved labor standards, wages and working conditions, leading to the implementation of new labor laws and regulations in a number of jurisdictions. Additionally, collective bargaining has gained prominence as a means to negotiate and secure favorable terms for workers. At December 31, 2024, various unions represented approximately 30.4% of our employee workforce worldwide . In 2022, Newmont implemented a new employment model in Ghana converting permanent employees into two-year fixed term contracts. Although 99.8% of eligible employees accepted the new fixed term contract and, received severance for their years of service, following implementation of the new employment model, the two unions requested and were granted new collective bargaining certificates from Ghana’s Chief Labor Officer for bargaining rights for the class of workers to be represented. The two unions are litigating for bargaining rights to be determined based on verification of membership numbers resulting in targeted efforts to increase 42 Table of Contents membership and a writ of summons was issued by the Ghana Mine Workers Union and the suit is ongoing. I n Peru, our two labor agreements expire in 2026 and 2027. In Suriname, the collective bargaining with the union for our Merian mine was entered into in 2023, and will expire in 2025. In Argentina where there are three district unions; one union has an expired agreement and another has an agreement in place until 2024. In Timmins, Ontario, we renegotiated a five-year collective bargaining agreement for our Porcupine mine with the United Steelworkers Union in October 2023, which will be in effect through October 2028. In Mexico, following negotiations, we reached a profit sharing agreement in 2022 whereby union represented workforce will participate in uncapped profit-sharing bonus up to 10%, which will result in increased labor costs in the future. A collective bargaining agreement expired in 2024 and in October 2024 Newmont Peñasquito and the National Union of Mining, Metallurgical, Steel, and Similar Workers of Mexico (the Union) agreed on a new Collective Bargain Agreement (CBA) for 2024-2026, reflecting the mutual commitment of all parties. Red Chris has a unionized workforce and has a collective agreement in place from April 2023 until April 2025. One provision of the Red Chris Collective Bargaining Agreement (“CBA”) is still being resolved through arbitration . There is an existing employee enterprise agreement in place at Cadia with a nominal expiry date in 2025. A failure to successfully enter into new contracts or resolve ongoing union complaints could result in future labor disputes, work stoppages or other disruptions in production that could adversely affect our operations and financial performance. Future disputes at the Company’s operations, projects or joint ventures may not be resolved without disruptions.Our Peñasquito operation in Mexico is subject to social, political, regulatory, and economic risks.Our Peñasquito operation has in the past, and may in the future, be affected significantly and adversely by social, political, regulatory, or economic developments in Mexico. A wide range of general and industry-specific Mexican federal and state environmental laws and regulations apply to our operations. These laws and regulations are often difficult and costly to comply with and carry substantial penalties for non-compliance. For example, in the State of Zacatecas, Mexico, environmental taxes became effective in 2017 with little clarity on how the taxes are to be calculated. An ecological tax agreement was ratified in 2021 which provides clarity for 2021 to 2024, after which, the Company, along with other companies in the State of Zacatecas, will need to engage with governmental authorities to understand how the environmental tax would be levied year-over-year. Additionally, in May 2023, the Mexican government published several amendments to laws relating to the country's mining industry, which includes changes to Mexico's Mining Law, National Waters Law, General Law of Ecological Equilibrium and Environmental Protection and General Law for the Prevention and Integral Handling of Wastes (“Mining Reform”). The Mining Reform is expected to add significant uncertainty for foreign investors in Mexico and companies operating in the mining sector, including Newmont. As a result of the Mining Reform, we expect that it will be more difficult for us to access/maintain rights to land and water, thereby negatively impacting our mining activities within Mexico, raising concerns around exploration programs, security of concessions, and out of cycle community negotiations. If political and regulatory trends continue in a manner that is increasingly less supportive of mining, it can have an adverse impact on our operations and financial results. On June, 2023, the Company filed an injunction (Amparo) against the reforms, and was served with a provisional suspension to the applicability of several provisions of the Mining Reform on January 2024. Additionally, in February 2024, Mexico's president presented before parliament a series of new constitutional reforms. The proposed reforms include a possible ban on the granting of open pit mining concessions and banning activities related to the exploration, exploitation, benefit or use of minerals or metals using open pit mining methods, and potential limitations on water concessions in certain areas of the country. If proposed reforms were to be enacted it could materially impact our exploration activities and operations at Peñasquito and adversely impact financial results. Production at our Peñasquito operation is dependent upon the efforts of our employees and, consequently, our maintenance of good relationships with our employees. In recent years, we have had several disputes with the National Union of Mine and Metal Workers of the Mexican Republic (“the Union”). Following negotiations in 2022, Newmont and the Union reached a CBA in June 2022 whereby Union represented workforce will participate in uncapped profit-sharing bonus up to 10%, which resulted in increased labor costs. In June 2023, the Union made claims regarding violations of legal regulations and labor agreements (which the Company refuted) and notified the Company of a strike action demanding an increase in the uncapped profit-sharing benefit provided for in the CBA that represented a 100 percent increase equivalent to a 20 percent instead of 10 percent profit-sharing. The Company urged the Union to abide by the mutually agreed CBA and engaged in dialogue with the Union and the government, but the disagreement remained unresolved until October 2023 when the parties reached a definitive agreement to end the strike. Per the agreement, the Company paid Peñasquito workers a fixed amount equivalent to approximately 60% of wages for the duration of the strike, and an additional bonus of two months’ wages to be paid out in the second quarter of 2024, given that the Peñasquito mine reported no profit in 2023 as a consequence of the strike. Additionally, as a part of a separate annual negotiation under the Collective Bargaining Agreement, the Company agreed to an annual salary increase of 8% effective as of August 1, 2023, which is in line with the Mexican mining industry wage increases for 2023. In October 2024, Newmont Peñasquito and the Union agreed on a new CBA for 2024-2026, reflecting the mutual commitment of all parties. From June 2023 to October 2023, Minera Peñasquito suspended operations, which negatively impacted production and revenue. Any failure to successfully resolve future union complaints could result in additional work stoppages and/or other future disruptions in production and labor issues that could adversely affect our operations and financial performance and our ability to achieve expected results and guidance. A deterioration in Mexico’s economy, social instability, political unrest, or other adverse social developments in Mexico could also adversely affect operating results at Peñasquito, as well as the safety and security of the site and workforce. For example, in recent years, Mexico has experienced a period of increasing criminal activity, primarily due to the activities of drug cartels and related 43Table of Contentscriminal organizations, including in the State of Zacatecas. Any increase in the level of violence or a concentration of violence near or around the Peñasquito mine could have an adverse effect on operating results.We may not be able to operate successfully if we are unable to recruit, hire, retain and develop key personnel and a qualified and diverse workforce. In addition, we are dependent upon our employees being able to perform their jobs in a safe and respectful work environment. We depend upon the services of a number of key executives and management personnel. Our success is also dependent on the contributions of our highly skilled and experienced workforce. Our ability to achieve our operating goals depends upon our ability to recruit, hire, retain and develop qualified and diverse personnel to execute on our strategy. There continues to be competition over highly skilled personnel in our industry. If we lose key personnel, or one or more members of our senior management team and/or executive leadership team and we fail to develop adequate succession plans, or if we fail to hire, retain and develop qualified and diverse employees, our business, financial condition, results of operations and cash flows could be harmed. Additionally, efforts to retain, attract and develop key personnel may also result in additional expenses which could adversely impact our financial performance and profitability.Our business is dependent upon our workforce being able to safely perform their jobs, including the potential for physical injuries or illness or fatality. If we experience periods where our employees are unable to perform their jobs for any reason, including as a result of illness (such as COVID-19), our operations could be adversely affected. See the risk factor under the heading “Our operations and business have in the past been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.”In addition to physical safety, protecting the psychological safety of our employees is necessary to maintaining a safe, respectful and inclusive work environment. We are fundamentally committed to creating and maintaining a work environment in which employees are treated fairly, with dignity, decency, respect and in accordance with all applicable laws. We recognize that bullying, sexual misconduct and sexual harassment, and harassment based on other protected categories, including race, have been prevalent in every industry, including the mining industry. Features of the mining industry, such as being a historically hierarchical and male-dominated culture, create risk factors for harmful workplace behavior. While we do not tolerate discrimination and harassment of any kind (including but not limited to gender, sexual orientation, gender identity, gender expression, race, religion, national origin, ethnicity, age, or disability, among others), our policies and processes may not prevent or detect all potential harmful workplace behaviors. We occasionally identify or are apprised of information or allegations that certain employees, affiliates, agents or associated persons may have engaged in harmful behaviors and improper, inappropriate or unlawful conduct, including but not limited to bullying, discrimination and harassment. If the Company fails to maintain a safe, respectful and inclusive work environment, it could impact our ability to retain talent and maintain a diverse workforce and damage the Company’s reputation. If the Company fails to maintain a safe environment that is free of harassment, discrimination or bullying, it could adversely impact employee engagement, performance and productivity, result in potential legal claims and/or damage the Company’s reputation, which could have a material adverse effect on our business, financial position and results of operations or adversely affect the Company’s market value. See also the risk factor under the heading " Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects .” We rely on contractors to conduct a significant portion of our operations and construction projects. A significant portion of our operations and construction projects are currently conducted in whole or in part by contractors. As a result, our operations are subject to a number of risks, some of which are outside our control, including: • Negotiating agreements with contractors on acceptable terms; • New legislation limiting or altering the ability to utilize contractors or outsourced resources; • The inability to replace a contractor and its operating equipment in the event that either party terminates the agreement; • Reduced control over those aspects of operations which are the responsibility of the contractor; • Failure of a contractor to perform under its agreement; • Interruption of operations or increased costs in the event that a contractor ceases its business due to insolvency or other unforeseen events; • Failure of a contractor to comply with applicable legal and regulatory requirements, to the extent it is responsible for such compliance; • Problems of a contractor with managing its workforce, labor unrest or other employment issues; and • Liability to third parties as a result of the actions of our contractors.44 Table of ContentsA failure of contractors to align employment practices with Newmont standards can also result in reactions from our employees and our workforce as they express solidarity with their counterparts in the field. In addition, laws and regulations relating to the use of contractors may vary in the jurisdictions in which we operate, and changes in legal and regulatory restrictions may also impact our ability to utilize contractors and outsourcing services. For example, new mining industry regulations came into effect in Ghana, Africa, which require that the supply of specific products and services, and certain roles, be reserved for citizens, which may limit the pool of available contractors and service providers and restrict our ability to utilize certain contractors. Additionally, the Mexican government enacted labor and tax laws in April 2021, significantly restricting certain subcontracting and outsourcing of personnel, which has required the conversion of certain contractors to employee status and resulted in increased labor costs. Further changes in law and the occurrence of one or more of these risks could adversely affect our results of operations and financial position.Legal Risks Our business is subject to the U.S. Foreign Corrupt Practices Act, and other related anti-bribery laws and regulations. A breach or violation of these rules and regulations could lead to substantial sanctions and civil and criminal prosecution, as well as fines and penalties, litigation, loss of licenses or permits and other collateral consequences and reputational harm. We operate in certain jurisdictions that have experienced governmental and private sector corruption to some degree, and, in certain circumstances, compliance with anti-bribery laws and heightened expectations of enforcement authorities may be in tension with certain local customs and practices. The U.S. Foreign Corrupt Practices Act and other laws with extraterritorial reach, including the U.K. Bribery Act, and anti-bribery laws in other jurisdictions in which we operate generally prohibit companies and their intermediaries from making improper payments for the purpose of obtaining or retaining business or other improper commercial advantage. We have a business integrity and compliance program which includes our Code of Conduct, Business Integrity Policy and other policies, standards, and procedures, all of which mandate compliance with these anti-bribery laws by the Company and its affiliates and their personnel, and also by third parties when they are engaged on our behalf. Our program also includes preventative and detective controls, and a well-publicized business integrity helpline for raising complaints (including the option for anonymity if the reporter so chooses), questions and concerns as well as processes for evaluating and investigating such concerns and assurances of non-retaliation for persons who raise concerns in good faith. We report regularly to the executive leadership team and the Audit Committee of our Board of Directors on such program components. We could be held responsible if our internal controls, policies, and procedures fail to protect us from misinterpretation of, or noncompliance with, applicable anti-bribery laws, regulations and internal policies, recklessness, fraudulent behavior, dishonesty or other inappropriate acts committed by our affiliates, employees, agents, or associated persons for which we might be considered responsible. As such, our corporate internal controls policies and processes may not prevent or detect all potential breaches of law or other governance practices. In addition, and despite the fact that Newmont undertook significant pre and post-acquisition due diligence efforts, the compliance mechanisms and monitoring programs adopted and implemented by Newcrest prior to our acquisition of Newcrest in November 2023 may not have adequately prevented or detected all possible violations of the U.S. Foreign Corrupt Practices Act and/or other applicable anti-bribery laws and regulations attributable to Newcrest prior to Newmont's acquisition and we may be held liable for any such violations. We occasionally identify or are apprised of information or allegations that certain employees, affiliates, agents or associated persons may have engaged in improper or unlawful conduct for which we might be held responsible. Our policy when receiving credible information or allegations is to conduct investigations and compliance reviews to evaluate that information, determine compliance with applicable anti-bribery laws and regulations and company policies and take such remedial steps as may be warranted, including the possibility of making a voluntary self-disclosure to the applicable authorities. Violations of these laws, or allegations of such violations, could lead to substantial investigation and remedial costs, sanctions and civil and criminal prosecution, as well as fines and penalties, litigation, loss of operating licenses or permits and other collateral consequences, and may damage the Company’s reputation, which could have a material adverse effect on our business, financial position and results of operations or cause the market value of our common shares to decline.Our business is subject to U.S. export control laws, economic sanctions, and other international trade compliance regulations with extraterritorial reach. A breach or violation of these laws could lead to substantial sanctions, civil and criminal prosecution, fines, penalties, litigation, loss of licenses or permits, and other collateral consequences, including reputational harm . Export control laws, economic sanctions and international trade compliance regulations are always changing. As such, we have established a trade compliance program that includes policies, standards, and procedures, designed to ensure compliance with these regulations. Our program includes preventive and detective controls, employee training, and a robust third-party screening and ongoing monitoring program. Despite these efforts, our internal controls, policies, and procedures may not detect or prevent all violations of trade compliance laws, and we could be held accountable for misconduct, errors, or failures by employees, affiliates, agents, or third-party partners. Additionally, in the context of our recent acquisition of Newcrest in November 2023, prior compliance mechanisms and monitoring efforts by Newcrest may not have adequately prevented or detected all violations of applicable trade compliance laws. We 45Table of Contentsconduct investigations and evaluations in response to credible allegations of noncompliance, and may take remedial actions, including, where applicable, voluntary disclosures to authorities. Violations or allegations of trade compliance breaches could result in significant investigation costs, sanctions, litigation, loss of licenses, and reputational damage, which may materially impact our financial condition, operations, and the market value of our common shares.Title to some of our properties may be insufficient, defective, or challenged.The sufficiency or validity of the Company's Legal Title in and to its properties may be uncertain or subject to challenges by third parties, including governmental authorities, Indigenous or communal groups, or private entities. For example, at our Conga project in Peru, we continue to seek resolution to a land dispute with local residents. In Mexico, exploration and mining rights are granted through a mining concession, pertaining to the mineral estate, and do not confer rights of ownership, possession, use, or access in or to the corresponding surface estate. Surface rights must be acquired through purchase, lease, or easement from private parties, local communities, or governmental authorities. We enter into temporary occupation agreements ranging from five to thirty years with the Ejido communities, which allow us to use the surface of the lands for our mining operations, and at any particular time we may be involved in negotiations to enter into new temporary occupation agreements or other surface access agreements or amend existing agreements. Failure to reach new, or renewal of existing, agreements or disputes regarding these agreements may lead to, blockades, suspension of operations, project delays, and on occasion, may lead to legal disputes.In addition, certain Australian and Canadian properties are owned by Indigenous peoples or are subject to certain inherent aboriginal rights, treaty rights, and/or asserted rights in and to their traditional territories, and our ability to acquire necessary rights to explore, develop, or mine these properties is dependent on agreements with them. Our ability to secure permits, licenses and/or agreements may be dependent on formal determinations of Indigenous or Native title rights issued by governmental authorities, the lack or delay of which may impede the Company’s ability to explore, develop, or mine. In Ghana, Peru, and Suriname, our Legal Title may be subject to challenge based on the presence and activities of artisanal miners or other trespassers due to adverse possession and/or the inability of the Company to satisfy its statutory, regulatory, or contractual obligations required to maintain, extend, or renew Legal Title in and to its land tenure. See risk factors under the headings “ We may be unable to obtain or retain necessary permits and land or mining tenure, which could adversely affect our operations ”, “ Illegal mining and artisanal mining occurs on or adjacent to certain of our properties exposing such sites to security risks ”, and “Civil disturbances and criminal activities can disrupt business and expose the Company to liability” above for further information. A determination of insufficient or defective Legal Title, or an adverse outcome from a challenge to our Legal Title, could result in loss, litigation, insurance claims, reputational damage, and the impairment, suspension, or cessation of exploration, development, or mining activities. Such outcomes could materially impact our operations, and result in significant financial losses that affect the Company's business as a whole. Risks Related to Our Common Stock The price of our common stock may be volatile, which may make it difficult for you to sell the common stock at the price you paid or at prices you find attractive.As a publicly traded company with securities listed on the New York Stock Exchange ("NYSE"), the Toronto Stock Exchange ("TSX"), the Australian Securities Exchange ("ASX"), and the Papua New Guinea Stock Exchange ("PNGX") the market price and volume of our common stock may be subject to significant fluctuations due not only to general stock market conditions but also to a change in sentiment in the market regarding the performance of our operations, business prospects or liquidity. Among the factors that could affect the price of our common stock are: (i) changes in gold, and to a lesser extent, silver, copper, zinc or lead prices; (ii) operating and financial performance that vary from the guidance we provided to securities analysts and investors or the expectations of securities analysts and investors or changes in our outlook; (iii) developments in our business or in the mining sector generally; (iv) regulatory changes affecting our industry generally or our business and operations; (v) the operating and stock price performance of companies that investors consider to be comparable to us; (vi) announcements of strategic developments, acquisitions, dispositions and other material events by us or our competitors; (vii) our ability to integrate and operate the companies and the businesses that we acquire; (viii) the perception of the Company’s ESG performance and its ability to deliver on ESG commitments and expectations, including in connection with the Company's climate strategy; (ix) response to activism; and (x) changes in global financial markets and macroeconomic and geopolitical conditions, such as interest or foreign exchange rates, an escalation of sanctions, tariffs, or other trade tensions, stock, commodity, credit or asset valuations or volatility. The stock markets in general have experienced extreme volatility that has at times been unrelated to the operating performance of a particular company, and has in the past been impacted by the COVID-19 pandemic and global conflicts, and could in the future be impacted by geopolitical and other macroeconomic factors. These broad market fluctuations may adversely affect the trading price of our common stock. In addition, securities class action litigation is often brought against companies after periods of volatility in the market price of their securities, such as the securities class action filed in January 2025 asserting that statements we made in conjunction with our financial outlook from February 2024 to October 2024 were false or misleading, or failed to include material information (see Note 25 - Commitments and Contingencies of Notes to Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for additional information regarding this class action law suit). We may in the future be the target of similar litigation which could result in substantial costs and divert management’s attention and resources. Newmont CHESS depositary interest ("CDIs") are quoted and trade on the ASX in Australian dollars, whereas Newmont common stock is quoted and trade on NYSE in US dollars. While Newmont CDI holders cannot directly trade the underlying Newmont 46Table of Contentsstock on the NYSE, they are entitled to transmute their Newmont CDIs into common stock. There is a risk that the liquidity in the market for Newmont CDIs reduces for a range of reasons including a reduction in the number of CDIs on issue due to the conversion of CDIs to Newmont common stock. Reduced liquidity in the market can impact the speed at which CDIs are able to be bought or sold and the price at which they trade. For a range of reasons, including liquidity, market sentiment and the AUD:USD exchange rate, there is potential CDIs may trade at a discount to our common stock trading on NYSE. Newmont PETS depository interests (“PDIs”) on PNGX have similar risks to Newmont CDIs as set out above. In addition, as PNG is a developing country, PNGX is a stock exchange located in an emerging market set within a dynamic political landscape. As a result of this, the PNGX and its listing rules may be liable to review and overhaul. This recently occurred with the introduction of a new suite of PNGX Listing Rules which came into effect on July 3, 2023. As the PNGX currently has only 11 companies listed, these new PNGX Listing Rules are largely yet to be tested in practice and, as the PNGX has complete discretion over any application for listing, a risk of uncertainty arises as to their application, particularly in respect of PDIs, as changes to the PNGX Business Rules addressing PDI’s were not included in the recent suite of amendments.In addition, it is possible that further changes to the PNGX Listing Rules or the PNGX Business Rules will be made in the future, either in respect of PDIs or more generally. Uncertainty created as a result of changing or untested PNGX Listing Rules or PNGX Business Rules may give rise to delays in actions sought to be taken by Newmont, by Newmont PDI holders, and any new compliance requirements may impact on the desirability of Newmont PDIs as a security.The PNGX is a small market resulting in limited liquidity. Newmont does not know the extent to which investor interest will lead to the development of an active trading market for the Newmont PDIs or how liquid that market may become. There can be no guarantee that an active trading market for the Newmont PDIs will develop or that the price of the Newmont PDIs will increase. There may be relatively few potential buyers or sellers of the Newmont PDIs on the PNGX at any time. This may increase the volatility of the market price of the Newmont PDIs. It may also affect the prevailing market price at which stockholders are able to sell their Newmont PDIs. This may result in stockholders receiving a market price for their Newmont PDIs that is less than the price that the stockholder paid.Holders of our common stock, CDIs and PDIs may not receive dividends. Holders of our common stock (including those who hold Newmont CDIs and Newmont PDIs) are entitled to receive only such dividends as our Board of Directors may declare out of funds legally available for such payments. We are incorporated in Delaware and governed by the Delaware General Corporation Law. Delaware law allows a corporation to pay dividends only out of surplus, as determined under Delaware law or, if there is no surplus, out of net profits for the fiscal year in which the dividend was declared and for the preceding fiscal year. Under Delaware law, however, we cannot pay dividends out of net profits if, after we pay the dividend, our capital would be less than the capital represented by the outstanding stock of all classes having a preference upon the distribution of assets. Our ability to pay dividends will be determined based on Newmont’s financial results, balance sheet strength, cash and liquidity requirements, future prospects, gold and commodity prices and other factors deemed relevant by our Board of Directors. Although we have historically declared cash dividends on our common stock, we are not required to declare cash dividends on our common stock (and, by extension, Newmont CDIs and PDIs). An annualized dividend payout level has not been declared by the Board of Directors, and the declaration and payment of future dividends, including future quarterly dividends, remains at the discretion of the Board of Directors. Our dividend framework is non-binding, and our Board of Directors may modify the dividend framework or reduce, defer or eliminate our common stock dividend in the future. A reduction or suspension in our dividend payments could have a negative effect on the price of our common stock. Compliance with exchange listing rules as a foreign exempt listing may differ from investor expectations.Newmont is subject to the listing standards of the NYSE, as its primary stock exchange. In addition, it is subject to additional requirements and standards of its secondary listings on the ASX, TSX and PNGX. For example, as part of Newmont’s acquisition of Newcrest, Newmont was admitted to the Official List of ASX Limited as a foreign exempt listing. As a foreign exempt listing, Newmont is exempt from complying with substantially all of the ASX Listing Rules on the basis that Newmont must comply with the rules of its home exchange, the NYSE. ASX Listing Rules with regard to Foreign Exempt Listings which apply to Newmont include: (i) providing the ASX with copies of its public filings; (ii) continuing to comply with the NYSE Listing Rules; (iii) registering as a foreign company carrying on business in Australia under the Corporations Act; and (iv) complying with certain ASX Listing Rules concerning procedural and administrative matters, including lodging announcements, trading halt, suspension and removal. While a benefit of holding CDIs for Australian investors is that it enables trading of Newmont stock on the ASX (via a Newmont CDI), individual investors need to weigh this convenience with the risks inherent in trading CDIs on the ASX rather than the underlying stock on the NYSE, including the potential for delays in disclosure being released to the ASX and fluctuations in price due to trading in underlying Newmont common stock on the NYSE that occurs outside of the ASX trading hours (and which may be influenced by disclosures made outside of ASX trading hours). There may also be a commercial or other disadvantage to investors from the differing disclosure regimes and expectations, as between a stock with a primary listing on the ASX compared to a CDI that is underpinned by a stock with a primary listing on the NYSE. Accordingly, investors in Australia, Canada and PNG should be aware that under applicable listing rules, Newmont’s disclosure obligations as a foreign exempt listing will differ from those of companies with a primary or non-exempt listing on ASX, TSX or PNGX, including without limitation, in connection with certain filing and distribution requirements, financial presentation requirements, and reserve and resource declaration requirements. 47Table of ContentsRisks Related to Assets Held for Sale and Divestitures Assets held for sale may not ultimately be divested and we may not receive any or all deferred consideration. Expectations regarding the planned divestment of assets held for sale are subject to risks and uncertainties. Based on a comprehensive review of the Company’s portfolio of assets, the Company announced a portfolio optimization program to divest six non-core assets and a development project in February 2024. While the Company concluded that these non-core assets and the development project met the accounting requirements to be presented as assets held for sale, there is a possibility that these assets may not be sold for more than one year from the date management committed to sell them, or that they may not be sold at all, due to events or circumstances beyond the Company's control. No assurances can be provided with respect to the satisfaction of closing conditions, including but not limited to entering into transition service agreements, the timing of closing of the transactions or receipt of contingent consideration in the future. While the Telfer/Havieron sale has closed, the terms of the agreement included deferred contingent cash consideration of up to $100. No assurance can be provided with respect to our receipt of such deferred consideration which may be payable to Newmont in cash through a gold price linked payment structure with a 50% price upside participation by Newmont in respect of gold produced from Havieron for five calendar years following the declaration of commercial production, subject to a hurdle gold price of $1,850/oz. The closing of the Akyem sale transaction remains pending as of the date of this report and is subject to the satisfaction of certain customary conditions precedent, including but not limited to, the purchaser obtaining certain filings, approvals, or registrations. Similarly, receipt of $900 in cash consideration for the Akyem sale transaction is subject to closing of the transaction, and an additional $100 in cash consideration may be paid after the earliest to occur of the ratification of the currently renewed Akyem East and West mining leases by the Parliament of Ghana, or the five-year anniversary of the closing date. Additionally, the Akyem sale includes an indemnification in which the Company will indemnify the buyer for losses up to $200 resulting from (i) non-ratification of the Akyem East and West mining leases by the Parliament of Ghana, for a five-year claim period; or (ii) government actions stopping operations within eight months of the transaction close. The purchase price payable at the closing is subject to adjustments for closing cash, working capital, inventory, finished goods inventory, and other customary purchase price adjustment items. The closing of the Musselwhite sale remains subject to no material adverse changes and completion of the pre-closing reorganization and key regulatory approvals, including the Canadian Competition Act. Similarly, receipt of $810 in cash consideration for the Musselwhite sale transaction is subject to closing of the transaction, and an additional $40 in cash consideration may be paid in two installments of $20 at the one- and two-year anniversary of the closing date, subject to certain hurdle gold price of $2,900/oz and $3,000/oz, respectively. The purchase price payable at the closing is subject to adjustments for working capital, finished goods inventory, and other customary purchase price adjustment items. The closing of the Éléonore sale remains subject to no material adverse change and no transaction-related litigation, the completion of the pre-closing reorganization, and regulatory approvals, including the Canadian Competition Act. Similarly, receipt of $795 in cash consideration for the Éléonore sale transaction is subject to closing of the transaction subject to adjustments for working capital, finished goods inventory, and other customary purchase price adjustment items. The closing of the CC&V sale remains subject to no material adverse change and no transaction-related litigation, the completion of the pre-closing reorganization, and regulatory approvals, including the Hart-Scott-Rodino Act review in the United States. Similarly, receipt of $100 in cash consideration for the CC&V sale transaction is subject to closing of the transaction, and an additional $175 in cash consideration may be paid in two equal installments upon certain regulatory approvals and finalization of remediation plans. Additionally, the CC&V sale includes an indemnification in which the Company will indemnify the buyer for 90% of closure costs over $500 with an opportunity to eliminate via a one-time payment. The purchase price payable at the closing is subject to adjustments for working capital, finished goods inventory, and other customary purchase price adjustment items. No assurances can be provided with respect to the timing of closing for these pending sales, receipt of contingent consideration payments in the future, or adjustments due to indemnification requirements or liabilities. The Company’s asset divestitures place demands on the Company’s management and resources, the sale of divested assets may not occur as planned or at all, and the Company may not realize the anticipated benefits of such divestitures. The divestiture process involves numerous risks, including significant costs and expenses such as transaction-related fees and potential tax liabilities. If we are unable to complete divestitures on favorable terms, or at all, our business, financial condition, and results of operations could be materially and adversely affected. The anticipated benefits of these divestitures, such as cost savings, and productivity improvements, depend on the efficient and effective transition of operations from Newmont to the asset purchasers. In addition, certain closing conditions rely on performance by the purchaser or third parties including government agencies. No assurances can be provided that the necessary government approvals will be obtained on acceptable terms, or at all, or that the other closing conditions will be satisfied in a timely manner or at all. Divestitures require the transition of systems and personnel, which may involve anticipated and unanticipated liabilities, costs, and the loss of key employees. Additionally, the transition process could disrupt existing relationships with suppliers, employees, customers, and other stakeholders. Demands will be placed on our managerial, operational, and financial personnel and systems to close these transactions, transition the assets, and provide transition services which may potentially extend for up to a year post closing. In the period between signing and closing, we are required to maintain an as-is state until transition. The resources required by the Company to effect and support the transition depend on the requirements of the purchaser. For example, we may be required to enter into transitional support agreements with the purchasers of these assets, which may require that we provide services and support in areas such as IT, procurement, human resources and finance. The transition process will likely involve, amongst other items, 48 Table of Contents transitioning contracts, licenses, software, and other physical assets, and assisting the purchasers in setting up system to be in a position to run the assets. There can be no assurance that our systems, procedures, and controls will be adequate to support the transitional services and associated complexities. Challenges or delays in the successful transition of services could have an adverse effect on our operating results and financial condition. Certain closing conditions may require that the Company be liable for limited specific performance post-closing of the divested business or otherwise be exposed to greater-than-anticipated liabilities, including liabilities if a purchaser fails to honor its commitments. These factors may impact the value attributable to or derived from the divested business.

FY 2025-12-31 (later)

ITEM 1A. RISK FACTORS (dollars in millions, except per share, per ounce and per pound amounts) Our business activities are subject to significant risks, including those described below. You should carefully consider these risks. If any of the described risks actually occurs, our business, financial position and results of operations could be materially adversely affected. Such risks are not the only ones we face and additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business. This report contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of a number of factors, including the risks described below. Refer to “Forward-Looking Statements.” Risks Related to Our Operations and Business A substantial or extended decline in gold, copper, silver, lead or zinc prices would have a material adverse effect on us. Our business is dependent on the prices of gold, copper, silver, lead and zinc, which fluctuate on a daily basis and are affected by numerous factors beyond our control. Factors tending to influence prices include: • Gold sales, purchases or leasing by governments and central banks; • Speculative short positions taken by significant investors or traders in gold, copper, silver, lead, zinc or other metals; • The relative strength of the U.S. dollar; • The monetary policies employed by the world’s major Central Banks; • The fiscal policies employed by the world’s major industrialized economies; • Expectations of the future rate of inflation; • Interest rates; • Recession or reduced economic activity in the United States, Australia, China, India and other industrialized or developing countries; • Decreased industrial, jewelry, base metal or investment demand; • Increased import and export taxes; • Increased supply from production, disinvestment and scrap; • Forward sales by producers in hedging or similar transactions; • Availability of cheaper substitute materials; and • Changing investor or consumer sentiment, including in connection with transition to a low-carbon economy, investor interest in crypto currencies and other investment alternatives and other factors.Average gold prices for 2025 were $3,432 per ounce (2024: $2,386; 2023: $1,941), average copper prices for 2025 were $4.51 per pound (2024: $4.15; 2023: $3.85), average silver prices for 2025 were $40.03 per ounce (2024: $28.27; 2023: $23.35), average lead prices for 2025 were $0.89 per pound (2024: $0.94; 2023: $0.97), and average zinc prices for 2025 were $1.30 per pound (2024: $1.26; 2023: $1.20). Prices are obtained from the London Bullion Market Association for gold and silver and the London Metal Exchange for copper, lead and zinc. Any decline in our realized prices adversely impacts our revenues, net income and operating cash flows, particularly in light of our strategy of not engaging in hedging transactions with respect to sales of gold, copper, silver, lead or zinc. Historically, the commodity markets have been very volatile, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows, access to capital, and on the quantities of reserves that the Company can economically produce. Refer to Note 2 to the Consolidated Financial Statements for further information.In addition, sustained lower gold, silver, copper, zinc or lead prices can:17 Table of Contents• Reduce revenues further through production declines due to cessation of the mining of deposits, or portions of deposits, that become uneconomic at sustained lower metal prices; • Reduce or eliminate the profit that we currently expect from ore stockpiles and ore on leach pads and increase the likelihood and amount that the Company might be required to record write downs related to the carrying value of its stockpiles and ore on leach pads; • Halt or delay the development of new projects;• Reduce funds available for exploration and advanced projects with the result that depleted reserves may not be replaced; and • Reduce existing reserves by removing ores from reserves that can no longer be economically processed at prevailing prices. We may be unable to replace gold, copper, silver, lead or zinc reserves as they become depleted. Mining companies must continually replace reserves depleted by production to maintain production levels over the long term and provide a return on invested capital. Depleted reserves can be replaced in several ways, including expanding known ore bodies, by locating new deposits or acquiring interests in reserves from third parties. Exploration is highly speculative in nature, involves many risks and uncertainties and is frequently unsuccessful in discovering significant mineralization. Accordingly, our current or future exploration programs may not result in new mineral producing operations. Even if significant mineralization is discovered, it will likely take many years from the initial phases of exploration until commencement of production, during which time the economic feasibility of production may change. We may consider, from time to time, the acquisition of ore reserves from others related to development properties and operating mines. Such acquisitions are typically based on an analysis of a variety of factors including historical operating results, estimates of and assumptions regarding the extent of ore reserves, the timing of production from such reserves and cash and other operating costs. Other factors that affect our decision to make any such acquisitions may also include our assumptions for future gold, copper, silver, lead or zinc prices or other mineral prices and the projected economic returns and evaluations of existing or potential liabilities associated with the property and its operations and projections of how these may change in the future. In addition, in connection with any acquisitions we may rely on data and reports prepared by third parties (including ability to permit and compliance with existing regulations) and which may contain information or data that we are unable to independently verify or confirm. Other than historical operating results, all these factors are uncertain and may have an impact on our revenue, our cash flow and other operating issues, as well as contributing to the uncertainties related to the process used to estimate reserves and resources. In addition, there may be intense competition for the acquisition of attractive mining properties. As a result of these uncertainties, our exploration programs and any acquisitions which we may pursue may not result in the expansion or replacement of our current production with new ore reserves or operations, which could have a material adverse effect on our business, prospects, results of operations and financial position. Estimates of proven and probable reserves and measured, indicated and inferred resources are uncertain and the volume and grade of ore actually recovered may vary from our estimates.The mineral reserves stated in this report represent the amount of gold, copper, silver, lead, zinc and molybdenum that we estimated, at December 31, 2025, could be economically and legally extracted or produced at the time of the reserve determination. Estimates of proven and probable reserves are subject to considerable uncertainty. Such estimates are, or will be, to a large extent, based on the prices of gold, copper, silver, lead, zinc, and molybdenum and interpretations of geologic data obtained from drill holes and other exploration techniques, which data may not necessarily be indicative of future results. If our reserve estimations are required to be revised due to significantly lower gold, copper, silver, lead, zinc, and molybdenum prices, increases in operating costs, reductions in metallurgical recovery or other modifying factors, this could result in material write-downs of our investment in mining properties, goodwill and increased amortization, reclamation and closure charges.Producers use pre-feasibility or feasibility studies for undeveloped ore bodies to derive estimates of capital and operating costs based upon anticipated tonnage and grades of ore to be mined and processed, the predicted configuration of the ore body, expected recovery rates of metals from the ore, the costs of comparable facilities, the costs of operating and processing equipment and other factors. Actual operating and capital cost and economic returns on projects may differ significantly from original estimates. Further, it may take many years from the initial phases of exploration until commencement of production, during which time, the economic feasibility of production may change. Additionally, resources do not indicate proven and probable reserves as defined by the SEC or the Company’s standards. Estimates of measured, indicated and inferred resources are subject to further exploration and development, and are, therefore, subject to considerable uncertainty. Inferred resources, in particular, have a great amount of uncertainty as to their existence and their economic and legal feasibility. The Company cannot be certain that any part or parts of the resource will ever be converted into mineral reserves.In addition, if the price of gold, copper, silver, lead, zinc, or molybdenum declines from recent levels, if production costs increase, grades decline, recovery rates decrease or if applicable laws and regulations are adversely changed, the indicated level of 18Table of Contentsrecovery may not be realized or mineral reserves or resources might not be mined or processed profitably. Similarly, mineral reserves may be impacted if assumptions relating to mine planning change or are not achieved, for example if planned improvements from our business improvement programs are not realized. If we determine that certain of our mineral reserves have become uneconomic, this may ultimately lead to a reduction in our aggregate reported mineral reserves and resources. Consequently, if our actual mineral reserves and resources are less than current estimates, our business, prospects, results of operations and financial position may be materially impaired.Estimates relating to projects and mine plans of existing operations are uncertain and we may incur higher costs and lower economic returns than estimated. Mine development and expansion projects typically require a number of years and significant expenditures during the development phase before production is possible. Such projects could experience unexpected problems and delays during permitting, development, construction and mine start-up. Our decision to develop a project is typically based on the results of studies, which estimate the anticipated economic returns of a project. The actual project profitability or economic feasibility may differ from such estimates as a result of any of the following factors, among others: • Changes in tonnage, grades and metallurgical characteristics of ore to be mined and processed; • Changes in input commodity and labor costs, including as a result of inflation or tariffs; • The quality of the data on which engineering assumptions were made; • Increases in development capital and investment costs; • Adverse geotechnical, geothermal and hydrogeological conditions; • Availability of adequate and skilled labor force; • Availability, supply and cost including: critical assets, water, reagents, and power; • Costs related to environmental management and sales including waste management, monitoring and transport and storage of product sales; • Fluctuations in inflation and currency exchange rates; • Availability, cost and terms of financing;• Ability to achieve anticipated benefits, synergies, savings and other efficiencies in connection with acquisitions, business improvement programs and initiatives, and through portfolio optimization and divestitures;• Delays or inability to obtain environmental or other government permits or approvals or changes in the laws and regulations related to our operations or project development; • Changes in tax laws, customs law and tariffs, the laws and/or regulations around royalties and other taxes due to the regional and national governments and royalty agreements; • Government instability, including in jurisdictions that do not have a long-standing or significant mining industry, such that there may be limited clarity on agreements with such governments, or decreased governmental support for development of mining projects; • Weather or severe climate impacts, including, without limitation, prolonged or unexpected precipitation, drought and/or sub-zero temperatures; • Potential delays and restrictions in connection with health and safety issues, including pandemics (such as COVID-19 and related variants) and other infectious diseases, such as malaria or the zika virus; • Potential delays relating to social and community issues, including, without limitation, issues resulting in protests, road blockages or work stoppages; and • Potential challenges to mining activities or to permits or other approvals or delays in development and construction of projects based on claims of disturbance of cultural resources or the inability to secure consent generally from Indigenous groups.New projects require, among other things, the successful completion of feasibility studies, attention to various fiscal, tax and royalty matters, obtainment of, and compliance with, required governmental and regulatory permits and arrangements for necessary surface and other land rights. We may also have to identify adequate sources of water and power for new projects, ensure that appropriate community infrastructure (for example, reliable rail, ports, roads, and bridges) is developed to support the project and secure appropriate financing to fund a new project. These infrastructures and services are often provided by third parties whose operational activities are outside of our control. Establishing infrastructure for our development projects requires significant resources, identification of adequate sources of raw materials and supplies, and the cooperation of national and regional governments, none of which can be assured. In addition, new projects have no operating history upon which to base estimates of future financial and operating performance, including future cash flow. Thus, it is possible that actual costs may increase and economic returns may differ materially from our estimates. Consequently, our future development activities may not result in the expansion or replacement of 19Table of Contentscurrent production with new production, or one or more of these new production sites or facilities may be less profitable than currently anticipated or may not be profitable at all, any of which could have a material adverse effect on our results of operations and financial position.For our existing operations, we base our mine plans on geological and metallurgical assumptions, financial projections and commodity price estimates. These estimates are periodically updated to reflect changes in our operations, including modifications to our proven and probable reserves, revisions to environmental obligations, changes in legislation and/or our political or economic environment, and other significant events associated with or impacting mining operations. Further, future positive revisions, if any, remain subject to improvements in costs, recovery, commodity price or a combination of these and other factors. Additionally, we review our operations for events and circumstances that could indicate that the carrying value of our long-lived assets may not be recoverable. If indicators of impairment are determined to exist at our mine operations, and an impairment charge is incurred, such charges are not reversible at a later date even when favorable modifications to our proven and probable reserves and measured, indicated and inferred resources, favorable revisions to environmental obligations, favorable changes in legislation and/or our political or economic environment, and other favorable events occur. As a result of these uncertainties, actual results may be less favorable than estimated returns and initial financial outlook. Increased operating and capital costs could affect our profitability. Costs at any particular mining location are subject to variation due to a number of factors, such as variable ore grade, changing metallurgy and revisions to mine plans in response to the physical shape and location of the ore body, as well as the age and utilization rates for the mining and processing related facilities and equipment. In addition, costs are affected by the price and availability of input commodities, such as fuel, electricity, labor, chemical reagents, explosives, steel, concrete and mining and processing related equipment and facilities. Commodity costs are, at times, subject to volatile price movements, including increases that could make production at certain operations less profitable. Further, changes in laws and regulations can affect commodity prices, uses, and transport. Reported costs may also be affected by changes in accounting standards. A material increase in costs at any significant location could have a significant effect on our profitability and operating cash flow. Our operational costs, including, without limitation, labor costs, can be impacted by inflation. Certain of our operations are located in countries that have in the past experienced high rates of inflation, such as in Argentina, Suriname, and Ghana. It is possible that in the future, high inflation in the countries in which we operate may result in an increase in operational costs in local currencies (without a concurrent devaluation of the local currency of operations against the dollar or an increase in the dollar price of gold, copper, silver, lead or zinc). A material increase in costs at any significant location could have a significant effect on our profitability and operating cash flow. We could have significant increases in capital and operating costs over the next several years in connection with new projects, costs related to closure reclamation activities, and in the sustaining and/or expansion of existing mining and processing operations. Costs associated with capital expenditures may increase in the future as a result of factors beyond our control. Increased capital expenditures may have an adverse effect on the profitability of and cash flow generated from existing operations, as well as the economic returns anticipated from new projects. Significantly higher and sustained increases in operational costs or capital expenditures could result in the deferral or closure of projects and mines in the event that costs become prohibitive.At the beginning of the third quarter of 2025, management committed to a strategic plan designed to reduce operating costs and continue to advance the Company’s ongoing commitment to profitability, which included streamlining its organizational structure and a reduction of the Company’s workforce and office space in certain markets. Such initiatives involve expenses primarily relating to employee severance, consulting costs, and other restructuring charges. Cost saving estimates are based on a number of assumptions, including compliance with local legal requirements across jurisdictions. Actual costs, timing, and benefits may differ from current estimates as the Company continues to assess the full scope of the impact arising from, or related to, the workforce reduction and operating model changes. There can be no assurance that the expected cost reductions or operational efficiencies will be realized within the anticipated timeframe, or at all.Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made. Natural resource extractive companies are required to close their operations and rehabilitate the lands that they mine in accordance with a variety of environmental laws and regulations. Estimates of the total ultimate closure and rehabilitation costs for gold, silver, copper, zinc and lead mining operations are significant and based principally on current legal, community and regulatory requirements and mine closure plans that may change materially.Additionally, we may be held responsible for the costs of addressing contamination at the site of current or former activities or at third party sites or be held liable to third parties for exposure to hazardous substances should those be identified in the future. Under the U.S. Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (“CERCLA”) and its state law equivalents, current or former owners of properties may be held jointly and severally liable for the costs of site cleanup or required to undertake remedial actions in response to unpermitted releases of hazardous substances at such property, in addition to, among other potential consequences, liability to governmental entities for the cost of damages to natural resources, which may be significant. These subject properties are referred to as “superfund” sites. For example, the inactive Midnite uranium mine is a superfund site subject to CERCLA. 20Table of ContentsIt is possible that certain of our other current or former operations, projects or exploration locations in the U.S. could be designated as a superfund site in the future, exposing us to potential liability under CERCLA. The laws and regulations governing mine closure and reclamation in a particular jurisdiction are subject to review at any time and may be amended to impose additional requirements and conditions which may cause our provisions for environmental liabilities to be underestimated and could materially affect our financial position or results of operations. For a more detailed description of potential environmental liabilities, see the discussion in Environmental Matters in Note 24 to the Consolidated Financial Statements. In addition, regulators are increasingly requesting security in the form of cash collateral, credit, trust arrangements or guarantees to secure the performance of environmental obligations, which could have an adverse effect on our financial position. Any underestimated or unanticipated retirement and rehabilitation costs could materially affect our financial position, results of operations and cash flows. Environmental liabilities are accrued when they become known, or new permit conditions or limits are added, are probable and can be reasonably estimated. Whenever a previously unrecognized remediation liability becomes known, or a previously estimated reclamation cost is increased, the amount of that liability and additional cost will be recorded at that time and could materially reduce our consolidated net income attributable to Newmont stockholders and potentially result in impairments.For example, in early 2015 and again in June 2017, the Peruvian government agency responsible for certain environmental regulations, the MINAM, issued proposed modifications to water quality criteria for designated beneficial uses which apply to mining companies, including Yanacocha. These criteria modified the in-stream water quality criteria pursuant to which Yanacocha has been designing water treatment processes and infrastructure. In 2017, Yanacocha submitted a modification to its previously approved compliance achievement plan to the MINEM. In May 2022, Yanacocha submitted a proposed modification to this plan requesting an extension of time for coming into full compliance with the new regulations to 2027. In June 2023, Yanacocha received approval of its updated compliance plan from MINEM and was granted an extension to June 2026 to achieve compliance. The Company appealed this approval to the Mining Council requesting the regulatory extension until 2027, and in April 2024, MINEM approved the compliance schedule.The Company is conducting detailed studies to better estimate water management and other closure activities that will ensure water quality and quantity discharge requirements, including the modifications promulgated by MINAM, as referenced above, will be met. During 2025, a comprehensive update to the Yanacocha reclamation plan was completed which addressed changes in closure activities and estimated closure costs while aiming to preserve optionality for potential future projects at Yanacocha. Ongoing studies, which will extend beyond the current year, continue to evaluate and revise assumptions and estimated costs of changes to the reclamation plan. While certain estimated costs remain subject to revision, the Company’s asset retirement obligation includes construction and operating costs for two new water treatment plants and initial consideration of known risks (including the associated risk that these water treatment estimates could change in the future as more work is completed). The ultimate water treatment costs of the two water treatment plants remain uncertain as ongoing study work and assessment of opportunities that incorporates the latest design considerations remain in progress. These and other risks and contingencies that are the subject of ongoing studies could result in future material increases to the reclamation obligation at Yanacocha, including, but not limited to, a comprehensive review of our tailings storage facility management, review of Yanacocha’s water balance and storm water management system and review of post-closure management costs. The ongoing Yanacocha closure studies are expected to continue in the future. Future material increases or decreases to the asset retirement obligation could occur as additional analyses are completed and further refinements to water quality and volume modeling are completed. Additionally, revisions to the Yanacocha reclamation plan may change in connection with the Company’s ultimate submission and review of the plan with Peruvian regulators. Refer to Notes 6 and 24 to our Consolidated Financial Statements for information regarding reclamation and remediation, and Note 1 to our Consolidated Financial Statements regarding the Company’s interest in Yanacocha.Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects. Damage to our reputation can be the result of the actual or perceived occurrence of a variety of events and circumstances, and could result in negative publicity (for example, with respect to handling of environmental, tailings and tailings failures, employee, safety and security matters, dealings with local community organizations or individuals, community commitments, handling of cultural sites or resources, and various other matters). In recent years we have provided greater transparency on environmental, social and governance performance in response to stakeholder engagement and requests, and provided supplemental disclosures in our Annual Sustainability Report and other sustainability reports on our website in connection with stakeholder concerns and issues. Such increased transparency may result in greater scrutiny and impact how the Company is perceived.The Code forms the foundation of our internal governance structure as well as our commitment to responsible mining. We encourage employees and others to promptly report incidents of possible violations of the Code and/or our global policies and standards, including without limitation in the areas of business integrity, social and environmental, community relations and human rights. Employees and non-employees, including suppliers and community members, can anonymously report concerns via our third-party-administered helpline. Each mine site also has a complaints and grievances register to record matters raised by local stakeholders. When necessary, we use independent mechanisms agreed to by the complainants, such as a local leader or committee, 21Table of Contentsto facilitate resolution of such matters before they require public or legal intervention. However, we are not always able to resolve these matters before they are raised publicly or in legal or regulatory proceedings and in the future we may not be able to meet the growing demands of stakeholders through these mechanisms. Such matters once publicized may negatively impact our reputation and may have a material adverse effect on our business, financial position and results of operations. The growing use of social media to generate, publish and discuss community news and issues and to connect with others has made it significantly easier, among other things, for individuals and groups to share their opinions of us and our activities, whether true or not. We do not have direct control over how we are perceived by others and any resulting loss of reputation could have a material adverse effect on our business, financial position and results of operations.We are dependent upon information technology and operational technology systems, which are subject to disruption, damage, failure or cybersecurity attacks and risks associated with implementation, upgrade, operation and integration. Our business operations rely heavily on technology platforms and systems to manage and optimize our globally diverse mining assets. These systems are critical to ensuring safety, operational efficiency, cost management, and meeting environmental, social, and governance (ESG) objectives. However, the increasing sophistication of cybersecurity threats, coupled with the adoption of emerging technologies such as artificial intelligence (AI), automation, and cloud-based platforms, poses important risks to our operations, financial performance, and reputation. Our systems, as well as those of our third-party service providers, vendors, and partners, face a wide range of cybersecurity threats, including: Ransomware, malware, and phishing schemes targeting critical systems and sensitive data; unauthorized access and breaches affecting intellectual property, financial information, and operational data; vulnerabilities introduced through supply chain dependencies and third-party security weaknesses; human error, design flaws, and system misconfigurations. The adoption of new technologies and the adoption of remote and flexible work arrangements enhances our operational capabilities but introduces additional risks. AI, for example, is increasingly leveraged by Newmont for decision-making, mineral extraction optimization, and autonomous operations. While AI has the potential to improve efficiency and safety, it also presents unique vulnerabilities, including algorithmic biases that could lead to inaccurate decisions or unintended outcomes; data integrity risks, such as manipulation or corruption of datasets used to train AI systems; unauthorized access or exploitation of AI-powered systems, potentially compromising operations or sensitive data. Additionally, the increased interconnectivity of automated and cloud-based systems and increase of our remote workforce expands our cyber-attack surface, requiring heightened vigilance and advanced security measures. These risks are further compounded for our operations in countries with higher geopolitical risk. The Newmont cybersecurity program is designed to protect our technology platforms and address risks associated with the implementation of emerging technologies. While these efforts are designed to align with industry best practices, no system can eliminate all risks, especially given the pace of technological advancement and the evolving nature and increased frequency of cyber threats. In addition, we do not carry specific cybersecurity insurance to help mitigate such costs due to increased premiums and limited market availability.A successful cyberattack or other cybersecurity incident could result in production and operational downtimes, data corruption, and unauthorized disclosure of sensitive information. For example, in 2020, we detected a cyberattack on our systems. Although we were able to respond quickly to stop the continued spread of the threat, it took significant time and resources to fully identify the scope of the attack and to recover our systems and data. The cost of responding to and remediating such event was immaterial. Although the 2020 attempts and other cyber incidents to date have not resulted in any material breaches, disruptions, or loss of business-critical information, our systems and procedures for preparing and protecting against such attempts and mitigating such risks may prove to be insufficient against future attacks. These events may subject us to significant expenses, remediation costs, disputes, financial losses, regulatory actions or investigations, litigation, reputational harm, and delays in the deployment of critical technologies, that could results in damages, material fines and penalties, and harm to our reputation, any of which could have a significant effect on our financial condition, results of operations, liquidity, and cash flows. The risks associated with the implementation of emerging technologies, if not effectively mitigated, could undermine the benefits of these advancements and impact our competitive position.In addition, we are subject to various legislation, regulations, directives and guidelines from federal, state, local and foreign agencies, that are intended to strengthen cybersecurity measures required for information and operational technology, and that apply to the collection, use, retention, protection, disclosure, transfer and other processing of personal information. Failure to comply with any of applicable legal requirements could result in enforcement action against us, including fines, which could harm our reputation and have a significant effect on our financial condition, results of operations, liquidity, and cash flows. To the extent we hold or acquire interests in any joint ventures or enter into any joint ventures, our interest in these properties is subject to the risks normally associated with the conduct of joint ventures.To the extent we hold or acquire interests in any joint ventures or enter into any joint ventures in the future, the existence or occurrence of one or more of the following circumstances and events could have a material adverse impact on our profitability or the 22 Table of Contents viability of our interests held through joint ventures, which could have a material adverse impact on our future cash flows, earnings, results of operations and financial condition:• inconsistent economic, political or business interests or goals between partners or disagreements with partners on strategy for the most efficient development or operation of mines; • inability to control certain strategic decisions made in respect of properties; • exercise of majority rights by our partners so as to take actions for which we may not believe to be in the joint venture’s best interests, including but not limited to decisions related to day to day operations, labor relations, litigation, government relations, political contributions, community relations, project approval and project funding mechanisms;• inability of partners to meet their financial and other obligations to the joint venture or third parties; • disputes between partners regarding management, funding or other decisions related to the joint venture; and • activities conducted by partners outside the joint venture may lead to reputational or regulatory consequences that negatively affect the performance or reputation of the joint venture due to their association. To the extent that we are not the operator of joint venture properties, such that we will be unable to control the activities of the operator, the success of such operations will be beyond our control. In many cases we will be bound by the decisions made by the operator in the operation of such property, and will rely on the operator to manage the property and to provide accurate information related to such property. We can provide no assurance that all decisions of operators of properties we do not control will achieve the expected results.For example, our joint ventures, including the joint venture that combined our and Barrick Mining Corporation’s (“Barrick”) respective Nevada operations, forming NGM, pursuant to the operating agreement entered into on July 1, 2019 between Barrick, Newmont and their wholly-owned subsidiaries party thereto (the “Nevada JV Agreement”), may not be as beneficial to us as expected, whether due to the above-described risks, unfavorable global economic conditions, increases in construction costs, political risks, labor disputes or other factors. Pursuant to the terms of the Nevada JV Agreement, we hold a 38.5 percent economic interest and Barrick holds a 61.5 percent economic interest in NGM. Barrick operates NGM with overall management responsibility and is subject to the supervision and direction of NGM’s Board of Managers, which is comprised of three managers appointed by Barrick and two managers appointed by Newmont. Outside of certain prescribed matters, decisions of the Board of Managers will be determined by majority vote, with the managers appointed by each company having voting power in proportion to such company’s economic interests in NGM. Because we beneficially own less than a majority of the ownership and governance interests in NGM, we have limited control of NGM’s operations, and we depend on Barrick to operate NGM. In the event that Barrick has interests, objectives and incentives with respect to NGM that differ from our own, there can be no assurance that we will be able to resolve such disagreement in our favor. On January 26, 2026, we informed Barrick and the NGM Board of Managers that we had identified evidence of mismanagement at NGM, including diversion of resources from NGM to the benefit of Barrick’s wholly-owned property Fourmile and Barrick, and that we were exercising our contractual inspection and audit rights. On February 3, 2026, we sent Barrick a notice of default under the Nevada JV Agreement related to this conduct. Although we continue to work with Barrick to improve the performance of NGM and will take appropriate steps to address this matter, any such disagreements could have a material adverse effect on our interest in NGM, the business of NGM or the portion of our growth strategy related to NGM. Newmont is also exposed to non-managed investments related to its joint venture interest in Pueblo Viejo Mine (40% owned) and Norte Abierto Project (50% owned), and NuevaUnión Project (50% owned). We also hold a 32% equity interest in Lundin Gold, a Canadian mine development and operating company, operating the Fruta del Norte gold mine in Ecuador, in addition to a variety of exploration and project joint ventures.Additionally, the Company is subject to certain funding requirements in connection with its joint ventures. Joint venture funding requirements, as well as the ability of partners to meet their financial and other obligations, may result in increases to our costs and required capital expenditures and possible delays in joint venture activities. Refer to Note 15 to the Consolidated Financial Statements for more information including with respect to loan agreements with Pueblo Viejo.To the extent any of our joint ventures is subject to liabilities or litigation, we would be responsible for a proportional share of the liabilities and/or the joint venture’s operations could be impacted, which could have an adverse impact on the Company’s cash flows, earnings, results of operations and financial position.Our operations and business have in the past been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.The Company faces risks related to health epidemics and other outbreaks of communicable diseases, which could significantly disrupt operations and may materially and adversely affect its business and financial conditions. For example, the global COVID-19 pandemic significantly impacted our operations in 2020 and 2021, and to a lesser extent in 2022. In order to protect nearby communities and align with government travel restrictions or health considerations, certain of Newmont’s operations were temporarily put into care and maintenance resulting in a temporary decrease in production at these sites in 2020 and 2021. Additionally, the majority of our sites experienced pandemic-related absenteeism in 2021 and early 2022. In addition, the Company incurred costs 23 Table of Contents during 2020 and 2021 as a result of actions taken to protect against the impact of the COVID-19 pandemic and comply with local mandates, and could be required to incur such costs in the future. Reductions in our operational activities due to COVID-19, or another pandemic, epidemic or health outbreak, could result in additional sites being placed into care and maintenance for extended periods of time and/or have a material adverse impact on our business, or financial condition, results of operations and cash flows. If the majority of our sites are placed into care and maintenance, this could significantly reduce our cash flow and impact our ability to meet certain covenants related to our revolving credit facility and borrowing capacity.Financial Risk Increased exposure to foreign exchange fluctuations and capital controls may adversely affect Newmont’s costs, earnings and the value of some of our assets.Our reporting currency is the U.S. dollar and the majority of our earnings and cash flows are denominated in U.S. dollars. We conduct certain business in currencies other than the U.S. dollar. A portion of our operating expenses are incurred in local currencies. The appreciation of those local currencies against the U.S. dollar increases our costs of production in U.S. dollar terms at mines located outside the United States. The foreign currencies that primarily affect our results of operations are the Australian Dollar and the Canadian Dollar. Our consolidated earnings and cash flows may also be impacted by movements in the exchange rates. Change in the value of the currencies of the Australian Dollar, Canadian Dollar, the Mexican Peso, the Argentine Peso, the Ghana Cedi, the Papua New Guinea Kina, the Chilean Peso or the Surinamese Dollar versus the U.S. dollar could negatively impact our earnings. For information concerning the sensitivity of our Costs applicable to sales to changes in foreign currency exchange rates and more information our exposure to foreign exchange rate fluctuations, see Foreign Currency Exchange Rates section in Part II, Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations. From time to time, countries in which we operate adopt measures to restrict the availability of the local currency or the repatriation of capital across borders. These measures are imposed by governments or central banks, in some cases during times of economic instability, to prevent the removal of capital or the sudden devaluation of local currencies or to maintain in-country foreign currency reserves. In addition, many emerging market countries require consents or reporting processes before local currency earnings can be converted into U.S. dollars or other currencies and/or such earnings can be repatriated or otherwise transferred outside of the operating jurisdiction. These measures may have a number of negative effects on Newmont, reducing the immediately available capital that we could otherwise deploy for investment opportunities or the payment of expenses. Measures that restrict the availability of the local currency or impose a requirement to operate in the local currency may create other practical difficulties for Newmont. For example, Argentina has been considered a hyperinflationary environment with a cumulative inflation rate of over 100% over the last three years. In recent years, Argentina’s central bank enacted a number of foreign currency controls in an effort to stabilize the local currency. These restrictions directly impact the timing of Cerro Negro's ability to remit cash from gold sales and pay principal portions of intercompany debt to the Company. In addition, in recent years, PNG has experienced a backlog by foreign and domestic companies and governmental agencies to convert kina into foreign currencies. The Bank of PNG implements foreign exchange controls and manages the exchange rate of the kina against the U.S. dollar. There is a risk that further changes in foreign exchange controls may adversely impact future revenue and profitability. For more information, see Results of Consolidated Operations and Foreign Currency Exchange Rates sections in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations. See also risk factors under the headings “ Our operations in Argentina are susceptible to risk as a result of economic and political instability in Argentina and labor unrest ”, “ Our operations at Ahafo South and Ahafo North in Ghana are subject to political, economic, security and other risks ” and “ Our Merian operation in Suriname is subject to political, security and economic risks ”, “ Our operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties ” and “ Our operations and projects Canada are subject to legal and regulatory risks and other uncertainties in connection with claims and challenges by Indigenous groups ” below.Future funding requirements may affect our business, our ability to pursue new business opportunities, invest in existing and new projects, pay cash dividends or engage in share repurchase transactions.Potential future investments, including projects in the Company’s project pipeline, acquisitions and other investments, will require significant funds for capital expenditures. Depending on gold, copper, silver, lead and zinc prices, our operating cash flow may not be sufficient to meet all of these expenditures, or result in strategic reprioritization of the project portfolio, depending on the timing of development of these and other projects. As a result, new sources of capital may be needed to meet the funding requirements of these investments, fund our ongoing business activities, and fund construction and operation of potential future projects. Our ability to raise and service significant new sources of capital will be a function of macroeconomic conditions, future gold, copper, silver, lead and zinc prices as well as our operational performance, current cash flow and debt position, among other factors. We may determine that it may be necessary or preferable to issue additional equity or other securities, defer projects or sell assets. U.S. and global markets have, from time to time, experienced significant dislocations and liquidity disruptions. For example, the COVID-19 pandemic and events related to the recent and on-going conflicts (such as sanctions in Ukraine, Russia and/or Belarus), have in the past, and may in the future cause volatility and pricing in the capital markets. Additional financing may not be commercially available when needed or, if available, the terms of such financing may not be favorable to us and, if raised by offering equity securities, any additional financing may involve substantial dilution to existing stockholders. In the event of lower gold, copper, silver, lead or zinc prices, unanticipated operating or financial challenges, or new funding limitations, our ability to pursue new business 24Table of Contentsopportunities, invest in existing and new projects, fund our ongoing business activities, retire or service all outstanding debt, fund share repurchase programs and transactions and pay dividends could be significantly constrained. The Company’s share repurchase program may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount. Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future. See also the risk factor under the heading “ Holders of our common stock may not receive dividends .” In addition, our joint venture partners may not have sufficient funds or borrowing ability in order to make their capital commitments. In the case that our partners do not make their economic commitments, the Company may be prevented from pursuing certain development opportunities or may assume additional financial obligations, which may require new sources of capital.Our long-lived assets and goodwill could become impaired, which could have a material non-cash adverse effect on our results of operations. We review our operations for events and circumstances that could indicate that the carrying value of our long-lived assets may not be recoverable. If indicators of impairment are determined to exist at our mine operations, we review the recoverability of the carrying value of long-lived assets by estimating the future undiscounted cash flows expected to result from the use and eventual disposition of the asset. We also review our goodwill for impairment annually and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value. Management makes multiple assumptions in estimating future cash flows, which include production levels based on life of mine plans, future costs of production, estimates of future production levels based on value beyond proven and probable reserves at our operations, prices of metals, the historical experience of our operations and other factors. There are numerous uncertainties inherent in estimating production levels of gold, copper, silver, lead and zinc and the costs to mine recoverable reserves, including many factors beyond our control that could cause actual results to differ materially from expected financial and operating results or result in future impairment charges. We may be required to recognize material non-cash charges relating to impairments of long-lived assets and/or goodwill in the future if actual results differ materially from management’s estimates, which include metal prices, our ability to reduce or control production costs or capital costs through strategic mine optimization initiatives, increased costs or decreased production due to regulatory issues or if we do not realize the mineable reserves, resources or exploration potential at our mining properties. Additions to asset retirement costs could result in impairment charges. We recorded substantial goodwill, primarily as the result of our acquisition of Newcrest in 2023. We accounted for the acquisition of Newcrest using the acquisition method of accounting, which requires that purchase price is allocated to the underlying tangible and intangible assets acquired and liabilities assumed of Newcrest based on their respective fair market values. Any excess purchase price is allocated to goodwill. Our balance sheet reflects additions to the carrying amount of goodwill recognized in connection with the Newcrest transaction.The Company continues to evaluate strategic priorities and deployment of capital to projects in the pipeline. A decision to reprioritize, sell or abandon a development project could result in a future impairment charge. For example, in response to challenging market conditions, which included inflationary pressures and supply chain disruptions, in 2023 the Company announced the deferral for at least two years of the full-funds investment decision for the Yanacocha Sulfides project in Peru. In 2025, the Company reassessed its strategy in Peru and is progressing mine closure activities while prioritizing other future development opportunities at Yanacocha ahead of any future re-evaluation of the Yanacocha Sulfides project, resulting in an indefinite deferral of the future development of this project and the impairment of the balances included in assets under construction and deferred mine development for the project. See Note 2 to the Consolidated Financial Statement for additional information. The Company also periodically updates the economic model for its Conga project to understand changes to the estimated capital costs, cash flows, and economic returns from the project. Certain decisions or changes in circumstances could result in determinations that carrying value is not recoverable and could result in impairment. See Part II, Item 7 under the heading “ Critical Accounting Estimates – Carrying value of long-lived assets and Carrying value of Conga ” for additional information.If an impairment charge is incurred, such charges are not reversible at a later date even when favorable modifications to our proven and probable reserves and measured, indicated and inferred resources, favorable revisions to environmental obligations, favorable changes in legislation and/or our political or economic environment, or other favorable events occur. As a result of these uncertainties, our operating results may be significantly impacted from both the impairment and the underlying trends in the business that triggered the impairment, and actual results may be less favorable than estimated returns and initial financial outlook. For additional information regarding goodwill, refer to Note 19 to our Consolidated Financial Statements. Our ability to recognize the benefits of deferred tax assets is dependent on future cash flows and taxable income.We recognize the expected future tax benefit from deferred tax assets when the tax benefit is considered to be more likely than not of being realized, otherwise, a valuation allowance is applied against deferred tax assets. Assessing the recoverability of deferred tax assets requires management to make significant estimates related to expectations of future taxable income. Estimates of future taxable income are based on historical results of operations, forecasted cash flows from operations, and the application of existing tax laws in each jurisdiction. To the extent that future cash flows and taxable income differ significantly from estimates, our ability to realize the deferred tax assets could be impacted. In the future, our estimates could change requiring a valuation allowance or 25Table of Contentsimpairment of our deferred tax assets. Additionally, future changes in tax laws could limit our ability to obtain the future tax benefits represented by our deferred tax assets. Refer to Note 10 to our Consolidated Financial Statements under the heading “Income and Mining Taxes - Valuation of Deferred Tax Assets” and Note 2 under the heading “Summary of Significant Accounting Policies - Valuation of Deferred Tax Assets” for additional information and factors that could impact the Company’s ability to realize the deferred tax assets. For additional information regarding Newmont’s non-current deferred tax assets, refer to Note 10 to our Consolidated Financial Statements.Any downgrade in the credit ratings assigned to our debt securities could increase our future borrowing costs and adversely affect the availability of new financing.There can be no assurance that any rating currently assigned by Standard & Poor’s Rating Services, Moody’s Investors Service, or Fitch Ratings to Newmont will remain unchanged for any given period of time or that a rating will not be lowered if, in that rating agency’s judgment, future circumstances relating to the basis of the rating so warrant. If we are unable to maintain our outstanding debt and financial ratios at levels acceptable to the credit rating agencies, or should our business prospects or financial results deteriorate, our ratings could be downgraded by the rating agencies. The Company’s credit ratings have been subject to change over the years. We currently maintain a Standard & Poor’s rating of BBB+ (stable outlook), Moody’s Investors Service rating of A3 (stable outlook), and a Fitch Ratings rating of A- (stable outlook). We cannot make assurances regarding how long these ratings will remain unchanged or regarding the outcome of the rating agencies future reviews (including following any planned or future business combinations). A downgrade by the rating agencies could adversely affect the value of our outstanding securities, our existing debt and our ability to obtain new financing on favorable terms, if at all, and increase our borrowing costs, which in turn could impair our results of operations and financial position.Returns for investments in pension plans are uncertain. We maintain pension plans for certain employees which provide for specified payments after retirement. The Company’s qualified pension plans are funded with cash contributions in compliance with IRS rules and regulations. The Company’s non-qualified and other benefit plans are currently not funded, but exist as general corporate obligations. Refer to Note 11 to our Consolidated Financial Statements under the heading “Pension and Other Benefit Plans” for additional information regarding the funding status of qualified and non-qualified plans. The Company reviews its retirement benefit programs on a regular basis and will consider market conditions and the funded status of its qualified pension plans in determining whether additional contributions are appropriate. The ability of the pension plans to provide the specified benefits depends on our funding of the plans and returns on investments made by the plans. Returns, if any, on investments are subject to fluctuations based on investment choices and market conditions. A sustained period of low returns or losses on investments could require us to fund the pension plans to a greater extent than anticipated. If future plan investment returns are not sufficient, we may be required to increase the amount of future cash contributions. Risks Related to Our Industry We may experience increased costs or losses resulting from the hazards and uncertainties associated with mining. The exploration for natural resources and the development and production of mining operations are activities that involve a high level of uncertainty. These can be difficult to predict and are often affected by risks and hazards outside of our control. These factors include, but are not limited to: • Environmental hazards, including discharge of metals, concentrates, pollutants or hazardous chemicals; • Industrial accidents, including in connection with the operation of heavy mobile equipment, milling equipment and/or conveyor systems and accidents associated with the preparation and ignition of large-scale blasting operations, milling and processing; • Accidents in connection with transportation, including transportation of chemicals, explosives or other materials, transportation of large mining equipment and transportation of employees and business partners to and from sites;• Social, community or labor force disputes resulting in work stoppages or shipping delays, such as at Peñasquito, Cerro Negro, Merian, and Lihir, or related loss of social acceptance of community support;• Changes and/or increasingly stringent legal and regulatory requirements; • Delays in permitting due to reduced resources and capacity for review and formulation of permits at regulatory agencies; • Security incidents, including activities of illegal or artisanal miners, gold bullion or concentrate theft, including in transport, and corruption and fraud; • Shortages in materials or equipment and energy and electrical power supply interruptions or rationing; • Failure of unproven or evolving technologies or loss of information integrity or data; • Unexpected geological formations or conditions (whether in mineral or gaseous form); • Metallurgical conditions and gold, copper, silver, lead, zinc and other metal recovery, including unexpected decline of ore grade;26 Table of Contents• Unanticipated changes in inventory levels at heap-leach operations; • Ground and surface water conditions; • Fall-of-ground accidents in underground operations;• Failure of mining pit slopes, heap leach facilities, tailings embankments, and other tailing depositions, or water storage dams;• Seismic activity; • Surface or underground fires or floods, inundation or inrush of water and other materials; and • Other natural phenomena, such as lightning, cyclonic or tropical storms, drought, avalanches, landslides, wildfires, tsunami, floods, or other inclement weather conditions, including those impacting operations or the ability to access and supply sites. The occurrence of one or more of these events in connection with our exploration activities, development and production and closure of mining operations may result in the death of, or personal injury to, our employees, other personnel or third parties, the loss of mining equipment and infrastructure, work stoppages, damage to or destruction of mineral properties or production facilities, monetary losses, deferral or unanticipated fluctuations in production, environmental damage and potential legal liabilities, all of which may adversely affect our reputation, business, prospects, results of operations and financial position. Mining operations involve a high degree of risk, including hazards related to the use of explosives and hazardous chemicals and critical equipment failure. Our operations are subject to risks associated with the transportation, storage, handling and use of explosives and hazardous chemicals. These include unplanned detonation of explosives and catastrophic release of hazardous chemicals (for example, due to vessel rupture resulting in an explosion or toxic gas release). Critical equipment related risks that apply to various Newmont sites include for example, mill failure arising from catastrophic failure of a component, or unavailability of mine haul fleet. Other critical equipment related risks may be site specific. For example, asset integrity at Lihir may be impacted by the proximity of the mine to a corrosive marine environment. The occurrence of such catastrophic events may result in work stoppages, damage to or destruction of mines and other producing facilities, damage to or loss of life and property, environmental damage and possible legal liability for any or all damage or loss and may adversely affect the Company’s operating results and financial condition. We rely on our supply chain operations to procure goods and services to support our operations and projects, and competition with other natural resource companies, and shortage of critical parts, services and equipment may adversely affect our operations and development projects.Production continuity and cost profile can be impacted by risks associated with the management and operation of the Company’s inbound global supply chain (including risks associated with the inventory management of critical equipment, spares and consumables). We rely on our global supply chain to procure goods and services from suppliers and contractors to support our operations and projects. We are exposed to material availability, disruption and performance risks across our supply chain, including lack of suitable suppliers or contractors, cost increases, impacts of pandemics and epidemics on the supply chain, transportation and logistics issues including delays in delivery, disruption to trade flows due to geopolitical tensions and/or changes in legislation, performance of suppliers and contractors to contractual terms, and damage to our reputation caused by actions of our suppliers or contractors. In addition, our ability to competitively source goods and services may be affected by local content procurement commitments in the jurisdictions in which we operate. See the risk factors “ We rely on contractors to conduct a significant portion of our operations and construction projects” and “ Our operations and projects may be adversely affected by rising energy prices or energy shortages ” below for further information.Inbound supply chain disruptions could lead to mine site production curtailment or stoppage if a critical material or labor input is unavailable. This could have a material adverse impact to our financial condition depending on the duration of the curtailment or stoppage. The Company is also exposed to outbound supply chain risk, particularly fluctuating transportation charges, delays in delivery of shipments, theft, terrorism, geopolitical tensions and border closures and adverse weather conditions. In addition, we compete with other natural resource companies for specialized equipment and supplies necessary for exploration and development, as well as for rights to mine properties containing gold, copper, silver, lead, zinc, and other minerals. The mining industry has been impacted, from time to time, by increased demand for critical resources such as input commodities, drilling equipment, trucks, shovels and tires. These shortages have, at times, impacted the efficiency of our operations, and resulted in cost increases and delays in construction of projects; thereby impacting operating costs, capital expenditures and production and construction schedules. We may be unable to obtain the services of skilled personnel and contractors or specialized equipment or supplies, or to acquire additional rights to mine properties, which could have an adverse effect on our competitive position or adversely impact our results of operations.27Table of ContentsWe may be unable to obtain or retain necessary permits and land or mining tenure, which could adversely affect our operations and projects. Our mining and processing operations and development and exploration activities are subject to extensive permitting requirements. The requirements to obtain and/or achieve or maintain full compliance with such permits can be costly and involve extended timelines. While we strive to obtain and comply with all permits required of us, there can be no assurance that we will obtain all such permits and/or achieve or maintain full compliance with such permits at all times. Previously obtained permits may be suspended or revoked for a number of reasons, including through government or court action. New or amended permits may also be required to continue existing activities, as new laws come into effect or regulators change their application of laws. Failure to obtain and/or comply with required permits can have serious consequences, including damage to our reputation; cessation of the development of a project; increased costs of development or production and litigation or regulatory action, any of which could materially adversely affect our business, results of operations or financial condition.Our ability to obtain the required permits and approvals to explore for, develop and operate mines and to successfully operate near communities in the jurisdictions in which we operate depends in part on our ability to develop, operate and close mines in a manner that is consistent with the creation of social and economic benefits in the surrounding communities, which may or may not be required by law. Our ability to obtain permits and approvals and to operate near certain communities may be adversely impacted by real or perceived detrimental events associated with our activities or those of other mining companies affecting the environment, health and safety of communities in which we operate. Key permits and approvals may be revoked or suspended or may be adjusted in a manner that adversely affects our operations, including our ability to explore or develop properties, commence production or continue operations. Permit review and approval could be delayed, adversely impacting project implementation due to delays in review and development of permits from limited resources at the regulatory agencies. Many of our mining and processing operations, including tailings storage, project expansions, and exploration and development activities require mineral, mining and/or surface land tenure properties that are leased, granted to, or otherwise acquired by the Company for specified periods of time. Securing, maintaining, extending, and renewing the Company’s rights, titles, or interests ("Legal Title") in and to these land tenures can be costly, subject to political, regulatory, and social risks, and no assurance can be provided that all required leases or other types of land tenure will be granted, maintained, extended, or renewed. For example, additional tailings capacity is needed to support future growth and sustainability of Boddington operations beyond 2025. Boddington’s existing tailings facility is expected to reach the permitted capacity in 2026. Following advancement of the life of mine tailings study to explore options for continued tailings deposition, the Company decided to expand the existing F1/F3 Residue Disposal Area ("RDA") from an ultimate capacity of 600Mt to 750Mt to provide storage capacity to 2029, subject to permitting and other approvals. Beyond 2029 an additional tailings facility would need to be built, termed RDA2, and this facility is also subject to permitting and other approvals, including additional environmental permits. Further, the Boddington operation is primarily located on mining leases with renewal dates commencing in 2028. The lease renewal, as well as additional leases required in connection with tailings expansion, require cooperation and agreements with third parties. No assurances can be provided that such renewals and additional lease scope for further tailings capacity will be secured at similar cost, commercially reasonable terms, or at all. A failure to secure agreement on commercially reasonable terms could result in increased costs, requirements to move infrastructures, modification to future plans, including cessation of mining.Similarly, the current capacity of the TSFs at Cadia should support operations through to the current permitted time period by exhausting capacity within the current Pit TSF ("PTSF") and by constructing a raise to the South Tailings Storage Facility ("STSF"), as has been permitted. Studies evaluating potential options to increase tailings storage capacity are underway, including additional placement of tailings on the North Tailings Storage Facility ("NTSF") and a proposal to construct an extension to the current STSF ("STSFX") to provide capacity to approximately 2050. Cadia is currently approved to continue operations until 2031 and is seeking approval from the NSW Government to extend our mining operations beyond 2031. This is known as the Cadia Continued Operations Project (“CCOP”), of which the construction of the STSFX is a project feature. No assurances can be provided that approvals will be secured. Merian was able to obtain a Legal Title (the right of leasehold, which is a surface right) to facilitate the expansion of its tailings storage facility (TSF2). This title was granted by the Republic of Suriname in early 2025 under certain conditions as well as commitments to the local community in the area. To maintain this Legal Title in good legal standing, including its extension in due time, it remains important to adhere to the conditions related to the granting of this surface right as well as community commitments in relation to this surface right. Failure to obtain required land tenure can have serious consequences, including loss of Legal Title in and to mineral and/or surface properties that are owned or controlled by the Company, cessation of operations, project delays or cancellations, increased costs, and potential litigation or regulatory action. Any of these outcomes could materially and adversely affect our business, reputation, operational performance, and financial condition. See risk factors under the headings “ Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability ,” and “ Title to some of our properties may be insufficient, defective, or challenged. ” 28Table of ContentsMining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations. Greater scrutiny on the private sector broadly and multi-national companies specifically, to contribute to sustainable outcomes in the places where they operate, has led to a proliferation of standards and reporting initiatives focused on environmental stewardship, social performance and transparency. Extractive industries, and mining in particular, have seen significant increases in stakeholder expectations. These businesses are increasingly required to meaningfully engage with impacted stakeholders; understand and avoid or mitigate negative impacts while optimizing economic participation and uplift opportunities associated with their operations. The expectation is for companies to create shared value for stockholders, employees, governments, local communities and host countries. Such expectations tend to be particularly focused on companies whose activities are perceived to have high socio-economic and environmental impacts. In Canada, for instance, there is increased expectation that is also increasingly supported by regulations and/or case law for Indigenous communities on whose traditional territories mineral development occurs or is impacted by mineral development to share in the economic prosperity of the mine, and for such communities to share in joint decision making with government regulators on various permitting efforts. Newmont has over many years developed and continues to evolve a robust system of ESG management that includes policies, standards, guidance, assurance, participation in international organizations focused on improved performance and outcomes for host communities and the environment. In Ghana, for instance, in response to resettlement-related complaints, Newmont worked with national and local government authorities, traditional leaders, impacted farmers/landowners and other concerned stakeholders to analyze impacts, extend programs to support vulnerable households and provide enhanced and/or alternative livelihood support. Despite the Company’s commitment to on-going engagement with communities and stakeholders, no assurances can be provided that increased stakeholder expectations will not result in adverse financial and operational impacts to the business, including, without limitation, operational disruption, increased costs, increased investment obligations, increased commitments to local and/or Indigenous communities with fiscal implications, and increased taxes and royalties payable to governments.Illegal mining and artisanal mining occur on or adjacent to certain of our properties exposing such sites to security risks.Artisanal, small scale and illegal miners have been active on, or adjacent to, some of Newmont’s African and South American properties, including in Peru, Suriname and Ghana in recent years. For example, in Ghana in 2019, illegal miners attacked a field team of security guards employed by a security contractor, tragically resulting in a fatality. While we are working collaboratively with the artisanal miners of the Pamaka Community in Suriname on a program that includes improving mining practices for improved safety, environmental and processing practices as well as alternative livelihood opportunities, this not always possible. Illegal mining, which involves trespass and occupation of exploration, development, and operating properties present significant security, safety, legal, and environmental risk, which could result in a security threat to human life, infrastructure, and equipment, and lead to the loss of legal title, environmental liabilities, possession, or use of Newmont's land tenure. The illegal miners from time to time have clashed with security staff and law enforcement personnel who have attempted to move them away from the facilities. Although, under certain circumstances, artisanal mining may be a legally sanctioned activity, artisanal mining is also associated with a number of negative impacts, including environmental degradation, poor working practices, erosion of civil society, human rights abuse and funding of conflict. The environmental, social, legal, safety and health impacts of artisanal and illegal mining are frequently attributed to formal large scale mining activity, and it is often assumed that artisanally-mined gold is channeled through large-scale mining operators, even though artisanal and large-scale miners normally have separate and distinct supply chains. These misconceptions impact negatively on the reputation of the industry. The activities of the illegal miners could cause damage to Newmont’s properties or result in inappropriate or unlawful use of force for which Newmont could potentially be held responsible. The presence of illegal miners could lead to exploration and project delays and disputes regarding the development or operation of commercial gold deposits. Illegal mining could also result in lost gold production and reserves, mine and development stoppages, and have a material adverse effect on financial condition or results of operations or project development. Finally, it is difficult to separate potential or actual environmental impacts from Newmont's activities from those of artisanal miners who have illegally accessed and are operating on our land tenure. This can cause both reputational and compliance challenges.Civil disturbances and criminal activities can disrupt business and expose the Company to liability. Civil disturbances and criminal activities such as trespass, illegal mining, sabotage, theft, blockades, organized crime and vandalism may cause disruptions and could result in the suspension of operations, delays to project development and negative impacts on exploration activities at certain sites. Incidents of such activities have occasionally led to conflict with security personnel and/or police, which in some cases resulted in serious injuries or death including in Ghana, Peru, Mexico, PNG and Suriname in recent years. Additionally, some areas in which we conduct operations, develop projects and exploration activities are affected by civil unrest such as in PNG and Ecuador in early 2024, and persistent violence and organized crime involving significant drug cartels, such as in Mexico.Although security measures have been implemented by the Company to protect employees, community members, property and assets, such measures will not guarantee that such civil disturbances and criminal activities will not continue to occur in the future, or result in harm to employees, community members or trespassers, decrease operational efficiency or construction delays, increase community tensions or result in liabilities or reputational harm to Newmont. Security incidents, in the future, may have a material adverse effect on our operations, development projects, exploration and reclamation activities, especially if criminal activity and violence escalate. Such incidents may halt or delay production, increase operating costs; result in harm to employees, contractors, 29Table of Contentsvisitors or community members; decrease operational efficiency due to employee absenteeism and other factors; increase community tensions or otherwise adversely affect our ability to conduct business. The manner in which the Company’s personnel, national police or other security forces respond to civil disturbances and criminal activities can give rise to additional risks where those responses are not conducted in a manner consistent with international and Newmont standards relating to the use of force and respect for human rights. Newmont takes seriously our obligation to respect and promote human rights, is a signatory to and active participant in the Voluntary Principles on Security and Human Rights, and has adopted a Sustainability and Stakeholder Engagement Policy and Human Rights Standard in-line with the UN Guiding Principles on Business and Human Rights. Nonetheless, although the Company has implemented a number of significant measures and safeguards which are intended to ensure that personnel understand and uphold these standards, the implementation of these measures will not guarantee that personnel, national police or other security forces will uphold these standards in every instance. The evolving expectations related to human rights, human rights defenders, Indigenous rights, and environmental protections may result in opposition to our current and future operations, the development of new projects and mines, and exploration activities. Such opposition may take the form of legal or administrative proceedings or manifestations such as protests, roadblocks or other forms of public expression against our activities, and may have a negative impact on our local or global reputation and operations. Opposition by community and activist groups to our operations may require modification of, or preclude the operation or development of, our projects and mines or may require us to enter into agreements with such groups or local governments with respect to our projects and mines or exploration activities, in some cases, causing increased costs and significant delays to the advancement of our projects. For example, in Peru, our Conga project faced opposition from anti-mining activists, after which we suspended construction on the project’s mining facilities and eventually reclassified Conga’s reserves to resource as the result of certain operating and construction permits expiring at the end of 2015. The failure to conduct operations in accordance with Company standards can result in harm to employees, community members or trespassers, increase community tensions, reputational harm to Newmont or result in criminal and/or civil liability and/or financial damages or penalties.Our operations and projects face substantial regulation of health and safety. Our operations are subject to extensive and complex laws and regulations governing worker health and safety across our operating regions and our failure to comply with applicable legal requirements can result in substantial penalties. Future changes in applicable laws, regulations, permits and approvals or changes in their enforcement or regulatory interpretation could substantially increase costs to achieve compliance, lead to the revocation of existing or future exploration or mining rights or otherwise have an adverse impact on our results of operations and financial position. Our mines are inspected on a regular basis by government regulators who may issue citations and orders when they believe a violation has occurred under local mining regulations. If inspections result in an alleged violation, we may be subject to fines, penalties or sanctions and our mining operations could be subject to temporary or extended closures. In addition to potential government restrictions and regulatory fines, penalties or sanctions, our ability to operate (including the effect of any impact on our workforce) and thus, our results of operations and our financial position (including because of potential related fines and sanctions), could be adversely affected by accidents, injuries, fatalities or events detrimental (or perceived to be detrimental) to the health and safety of our employees, the environment or the communities in which we operate. Our operations and projects are subject to extensive environmental laws and regulations. Our exploration, development, mining and processing operations, and closed facilities are subject to extensive laws and regulations governing land use and the protection of the environment, which generally apply to air and water, protection of endangered, protected or other specified species, hazardous and non-hazardous waste management and reclamation. Many of the countries in which we operate have laws and regulations related to water (quality and quantity), nature and greenhouse gas (“GHG") emissions which are becoming increasingly more stringent. We have made, and expect to make in the future, significant expenditures to comply with such laws and regulations. Compliance with these laws and regulations imposes substantial costs and burdens, and can cause delays in obtaining, or a failure to obtain or renew, or cancellation of, government permits and approvals which may adversely impact our operations and closure processes. Increased global attention or regulation on consumption of shared resources and use products or development of waste that have the potential to impact human health and the environment could similarly have an adverse impact on our results of operations and financial position due to increased compliance and input costs. Specific examples where we face such risks include: Waste Rock and Tailings ManagementOur gold and copper mining and ore refining/metals extraction processes generate waste by-products such as waste rock (managed in waste rock dumps or, in the case of Lihir, harbor waste rock platforms and permitted barge dumping locations) and tailings (managed by the use of tailings storage facilities, lacustrine deposition in the case of Brucejack or deep sea tailings placement in the case of Lihir and as proposed at Wafi-Golpu). Tailings storage facilities are constructed progressively throughout the life of the mine to support increasing capacity requirements. If there is a failure in the integrity of a tailings storage facility, there is a risk that tailings or large volumes of water and/or potentially contaminating materials may be released and cause material harm to human health and/or the environment downstream of the facility. Such an occurrence could severely damage our reputation and materially adversely impact our operating results and financial condition. It may also subject us to civil and/or criminal action, penalties and claims from environmental and planning regulators and/or affected third parties, and may lead to the suspension or disruption of our 30Table of Contentsoperations and projects. See also risk factor under the heading " Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risk. " Tailings Storage Facilities and Dust Emissions at Cadia Tailings deposition was suspended at Cadia Holdings Pty Ltd’s (“Cadia Holdings”) tailings storage facilities in March 2018 following an embankment slump of its NTSF. Use of the NTSF is subject to a prohibition notice issued by the NSW Resources Regulator and deposition is expected to remain suspended until repairs of the NTSF wall are completed. In December 2019, Cadia Holdings received approval from the New South Wales Department of Planning and Environment (the “NSW DPE”) to fully utilize the decommissioned Cadia Hill mine pit for deposition of thickened tailings. In December 2021, the NSW DPE granted approval to increase the permitted processing capacity from 32 to 35 million tonnes of ore in a calendar year. Such approval is subject to certain conditions, including that Cadia Holdings commission and publish an independent air quality audit report that includes a description of the details and scheduling of all reasonable and feasible best practice measures that are being implemented by Cadia Holdings to minimize off-site air quality impacts of the mine. The independent air quality audit report published by Cadia Holdings in August 2022 indicated that dust emitted from two ventilation exhaust rises which vent emissions from underground processing operations exceeded levels permitted by applicable law. During the quarter ended June 2023, the New South Wales Environment Protection Authority (“NSW EPA”) issued variations to its Environment Protection License (“EPL”), a Prevention Notice and Notices to Provide Information regarding the management of, and investigation into potential breaches relating to, dust emissions and other air pollutants from the Cadia tailings storage facilities and ventilation rises. The license variations largely formalized the actions Cadia Holdings had developed in consultation with the NSW EPA and was already undertaking across a range of measures.Cadia Holdings received a letter from the NSW EPA in June 2023 requiring it to immediately comply with specific statutory requirements and EPL conditions. Adjustments were implemented underground, including a reduction in mining rates, modifications to the ventilation circuit and the installation of additional dust sprays and spray curtains. Additional dust collection units were subsequently installed enabling normal mining rates to be restored.In August 2023, the NSW EPA commenced proceedings in the Land and Environment Court of NSW (the “NSW Land and Environment Court”) against Cadia Holdings, alleging that air emissions from Cadia in March 2022 exceeded the standard of concentration for total solid particles permitted under applicable laws due to the use of surface exhaust fans at the mine. On September 29, 2023, Cadia Holdings entered a plea of guilty and the NSW Land and Environmental Court listed the case for a sentencing hearing on March 28, 2024. On October 13, 2023, the NSW EPA commenced additional proceedings in the NSW Land and Environment Court against Cadia Holdings, alleging two additional contraventions of applicable air emissions requirements in November 2021 and May 2023 and two contraventions related to alleged air pollution from tailings storage facilities on October 13 and 31, 2022. On November 24, 2023 Cadia Holdings entered a plea of guilty to the two additional charges relating to applicable air emissions requirements the sentencing hearing took place before the NSW Land and Environment Court on June 21, 2024. On March 31, 2025, Cadia Holdings was convicted of three offenses relating to applicable air emissions requirements and the Court ordered Cadia Holdings to pay a penalty of A$350 thousand and pay A$61.5 thousand to the Department of Climate Change, Energy, Environment and Water (the “NSW DCCEEW”) for the Rural Air Quality Monitoring Network funding for a new Dust Track system located in Mudgee NSW. On October 18, 2024, Cadia Holdings entered a plea of not guilty to the proceedings related to alleged air pollution from Cadia Holdings’ tailings storage facilities. The proceedings were withdrawn and discontinued on December 19, 2025, with no order as to costs. Cadia Holdings and the NSW EPA entered into an enforceable undertaking where Cadia Holdings has agreed to pay A$307,500 to the NSW DCCEEW to support the Rural Dust Monitoring Network managed by Climate and Atmospheric Science and the NSW DCCEEW. Cadia Holdings will also pay A$25,000 to the NSW EPA as a contribution to the investigative and legal costs incurred by the NSW EPA in connection with the incidents and with respect to negotiating and entering into the enforceable undertaking. The NSW EPA continues to monitor Cadia’s operations and EPL compliance. Failure to maintain compliance with applicable law or Cadia Holdings’ EPL may result in the NSW EPA suspending or revoking Cadia Holdings’ EPL, seeking court orders or issuing additional prevention notices to modify or cease certain activities. Ongoing enforcement, and challenges in maintaining compliance, may impact Cadia Holdings’ ability to secure a future expansion of its project approval to extend the life of mine from 2031 to 2055. In addition, Cadia Holdings has previously been, and may in the future be, subject to prosecutions and penalties for noncompliance with air quality requirements or the terms of its EPL, including in respect of emissions from any vent rise or emissions from the NTSF and the STSF. Operational changes required to achieve or maintain compliance, including reductions in mining rates and other limitations on mining or processing operations, or additional requirements to install costly pollution control equipment, may adversely impact our operating results and financial condition.Environmental Sampling in the Cadia AreaIn early 2023, residents living near Cadia raised concerns about potential impacts to drinking water supplies by various contaminants, including metals such as lead, nickel and copper, which they allege are related to emissions from the vent rises at Cadia, as well as periodic dust emission events at NTSF and STSF. In response to community concerns, the New South Wales Department of Health tested the quality of residents’ kitchen tap water and reported that it was safe to drink. The NSW EPA also undertook a comprehensive water testing program in the local area and the majority of results from the kitchen tap samples show metal 31Table of Contentsconcentrations below the Australian Drinking Water Guidelines values. The majority of the instances of non-compliance from both Cadia Holdings’ and the NSW EPA’s sampling programs showed that such instances of non-compliance were influenced by building and plumbing materials. A particulate characterization study, which was undertaken by the Australian government’s Australian Nuclear Science and Technology Organisation (the “ANSTO”) and commissioned by Cadia Holdings in collaboration with the local community, assessed the PM2.5 dust contribution from Cadia to the regional air shed over a three-year period and concluded that Cadia contributed only a small percentage of soil particulate matter. In fact, soil was determined to be the least significant source of air pollution over the three-year period, contributing less than 10% to the total PM2.5 mass. The ANSTO study also determined that metals of concern recently identified by the community, such as lead, nickel, selenium and chromium, occurred at very low levels in the PM2.5 fraction and did not exceed any national standard. The report is part of a comprehensive suite of independent air and water quality investigations, including with respect to sampling of drinking water sources, air quality monitoring, dispersion modelling and lead fingerprinting, that have been or are being conducted to determine the source of metals within the local airshed and to assess any health risks to the local community, if any, from air emissions from the Cadia mine site. In 2024, some local residents reported perfluoroalkyl and polyfluoroalkyl Substances (“PFAS”) and other contaminants were allegedly being detected in the river catchment surrounding Cadia. The NSW EPA conducted sampling and the results show PFAS, particularly perfluorooctane sulfonate (“PFOS”) and perfluorooctanoic acid (“PFOA”), at several sites in the river catchment upstream and downstream from Cadia. The NSW EPA sampling program showed that upstream results for PFAS are the major source in the river system. The NSW EPA has placed conditions on Cadia and other EPA license holders in the area to engage an independent consultant to undertake a PFAS site investigations . In light of these developments at Cadia, and the ongoing approval process to expand the TSF, there is a heightened level of community activism relating to the perceived impact of mining activities on the health of the community, and the condition of residential properties, located in proximity to Cadia. These developments, including community complaints associated with our activities at Cadia could give rise to reputational harm, operational disruptions, civil action, increased regulatory scrutiny of mining activities or delays to project development.Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy. Climate change and the transition to a low-carbon economy is expected to impact Newmont in a number of ways. Producing gold is an energy-intensive business, currently resulting in a significant carbon footprint. Transitioning to a low-carbon economy will require significant investment and may entail extensive policy, legal, technology, and market changes to address mitigation and adaptation requirements related to climate change. Depending on the nature, speed, focus and jurisdiction of these changes, transition risks may pose varying levels of financial and reputational risk to the business.A number of governments or governmental bodies have introduced or are contemplating regulatory changes in response to the potential impacts of climate change that are viewed as the result of emissions from the combustion of carbon-based fuels. At the 21st Conference of the Parties of the United Nations Framework Convention on Climate Change (“UNFCC”) held in Paris in 2015, the Paris Agreement was adopted which was intended to govern emission reductions beyond 2020, and subsequent UN Climate Change Conferences reaffirmed the commitments of the Paris Agreement. Newmont supports the UNFCC goal of limiting global warming to “well below 2 o C” compared to pre-industrial levels and plans to transition its operations to meet this goal by 2030, with an aspiration of carbon neutrality by 2050. Material investments and capital expenditures will be required in order to meet our climate targets in the future. Inconsistent implementation or significant delay in the implementation of country-level policy is likely to increase the risk for future regulatory impacts and rapid shifts to low-carbon technologies, including renewable energy use. In addition, the UN Climate Change Conference of the Parties 2024 (COP29) reported several challenges in the transition to renewable energy, including that many countries are not transitioning as quickly as needed, which could jeopardize their ability to meet climate targets. This may cause competition for renewable resources, which may lead to increased costs and reliability issues for Newmont. Policy and regulatory risk related to actual and proposed changes in climate-, nature-, and water-related laws, regulations and taxes developed to regulate the transition to a low-carbon economy may result in increased costs for our operations, venture partners and our suppliers, including increased energy, capital equipment, environmental monitoring and reporting and other costs to comply with such regulations. Regulatory uncertainty may cause us to incur higher costs and lower economic returns than originally estimated for new development projects and operations, including closure reclamation obligations. For example, operational and capital expenses are expected to increase in order to meet renewable portfolio standard requirements from current costs over the next 10 years in Australia, Canada, Mexico and the Carbon taxes, fuel switching and the transition to cleaner purchased power and/or on-site renewable energy generation will require significant upfront capital expenditures and may also increase operating costs. As another example, the carbon tax in Canada of C$80/tonne of CO 2 set to increase to C$170 by 2030, is impacting operating costs at our Canadian operations. We expect the potential for similar tax increases in other jurisdictions. Additionally, we do not maintain insurance policies against such climate-related risks or taxes. The development and deployment of technological improvements or innovations will be required to support the transition to a low-carbon economy, which could result in write-offs and early retirement of existing assets, increased costs to adopt and deploy new 32 Table of Contents practices and processing including planning and design for mines, development of alternative power sources, site level efficiencies and other capital investments. Our investments in these technologies may also expose us to legal, operational and reputational and other risks. The pace of development of such technologies may be inadequate, such technologies may be insufficient, and we may not be able to deploy such technologies at a commercial scale. We will also consider the limited use of carbon neutralization or offsets in the future for hard to abate emissions to assist in meeting our 2050 carbon neutral ambition, and there may be an insufficient supply of offsets to achieve our goals.There will be varied and complex market impacts due to climate change and the transition to a low-carbon economy. There will be shifts in supply and demand for certain commodities, products and services in connection with evolving consumer and investor sentiments. Market perceptions of the mining sector, and, in particular, the role that certain metals will or will not play in the transition to a low-carbon economy remains uncertain. Potential financial impacts may include reduced investment in gold due to shifts in investor sentiment, increased production costs due to changing input prices, re-pricing of land valuation and assets, increased global competition for key materials needed for new technologies (lithium, copper, rare earth minerals used in solar technology, etc.), potential cost increases by insurers and lenders, and potential increases in taxation of the mining and metals sector. Should the mining and metals sector not respond quickly enough to meeting globally accepted science-based reductions required to mitigate the long-term impacts of climate change, industry members may be subject to an increased risk of future climate litigation. In the U.S. and Canada, lawsuits have been filed against oil and gas companies to assign liability for climate-related impacts. Over time, litigation may also apply to other resource intensive sectors that fail to set and/or meet long-term reduction targets. While the Company is not currently subject to any lawsuits related to climate, no assurances can be provided that similar suits will not be brought in the future.Our ability to meet our climate strategy goals and aspirations, including our Scope 1, Scope 2, and Scope 3 emissions targets, is subject to numerous risks and uncertainties and relies on, among other things, our ability to invest in emissions reduction projects, our ability to implement operational changes and the availability of technology to achieve such commitments and goals. In addition, our ability to achieve our Scope 3 emissions targets remains highly uncertain and is subject to the actions of entities not within our control. There is also a risk that some or all of the expected benefits of achieving such targets and goals may fail to materialize within our anticipated time frames or at all. Investors and other stakeholders may not agree with our climate strategy, and we also face pressure from some in the investment community and certain public interest groups to limit the focus on ESG in our decision-making, arguing that ESG considerations do not relate to financial outcomes. A failure to meet our climate strategy targets and goals and/or societal or investor expectations could result in damage to our reputation, decreased investor confidence and challenges in maintaining positive community relations, which can pose additional obstacles to our ability to conduct our operations and develop our projects, which may result in a material adverse impact on our business, financial position, results of operations, and growth prospects. Further, the interest rate of Newmont’s $1 billion aggregate principal amount of 2.6% Sustainability-Linked Senior Notes due 2032 is linked to Newmont’s performance against certain ESG commitments regarding 2030 emissions reduction targets and the representation of women in senior leadership roles target. As such, a failure to meet our climate and sustainability targets will result in further expense. Our targets are unique to our business, operations and capabilities, which do not easily lend to benchmarking against similar sustainability performance targets, and the related performance, of other companies. In addition, our climate-related targets are aspirational and subject to change, and reflect assumptions that are necessarily uncertain and may not be realized. We continue to review and revise our approach, and our targets may be further adjusted to align with future updates to our approach. The acquisition of Newcrest Mining Limited in late 2023 required that we recalculate the target baseline years and trailing years GHG emissions data pursuant to our publicly disclosed greenhouse gas emissions calculation methodology framework. Additional rebaselining was required to reflect Newmont’s portfolio following the sale of non-core operating assets in 2025, and may be required again in the future. We are continuing to review our targets and roadmap which may result in additional adjustments in the future. Additionally, the methodologies that we use to calculate our Scope 1, Scope 2 and Scope 3 GHG emissions may change over time based upon changing industry standards, which may impact, positively or negatively, our ability to satisfy our targets, which could in turn adversely affect our reputation. Any major acquisition, merger, consolidation or divestiture or any series of related acquisitions, mergers, consolidations or divestitures, by or involving us, may impact our ability to achieve our targets and commitments. There is currently no generally accepted global definition (legal, regulatory or otherwise) of, nor market consensus as to what criteria qualify as, “green,” “social,” “sustainable” or “sustainability-linked” (and, in addition, the requirements of any such label may evolve from time to time), and therefore no assurance is or can be given that Newmont will meet any or all investor expectations.Our operations and projects are subject to a range of transitional and physical risks related to climate change. We believe that climate change has the potential to impact the regions and sites in which Newmont operates, as well as the surrounding communities. Long-term potential physical climate risks include, but are not limited to, higher temperature in all regions, higher intensity storm events in all regions, impacts to annual precipitation depending upon the latitude and proximity of the site to oceans, and more extreme heat for sites near the equator or in Australia. Unusually dry climates can increase the chance of our operations being impacted by bush or forest fires.Physical risks related to extreme weather events such as extreme precipitation, flooding, longer wet or dry seasons, flooding and drought conditions, increased temperatures, sea level rise, landslides, mine flooding, tsunami, geysers and outbursts, avalanches, landslides, wildfires or brushfires, or more severe storms may have financial implications for the business. In particular, the effects of 33Table of Contentschanges in rainfall and intensities, water shortages and changing storm patterns have from time to time adversely impacted, and may in the future adversely impact, our costs, production levels and financial performance. For example, we experienced severe flooding in early 2017 at our Tanami mine in Australia which led to shutdown of operations for several weeks. In 2019, Tanami completed the construction of a natural gas pipeline to deliver fuel to the site to replace diesel fuel that is trucked to the site on roads that regularly flood due to increasing seasonal rainfall. Our operations in Suriname and Peru have also experienced delays in connection with the delivery of key production supplies due to temporary flooding. In 2019, Cadia experienced droughts, which resulted in temporary process plant water shortages and lower processed volumes. In 2023, Lihir’s operating and financial performance was impacted by lower feed grade reflecting a higher proportion of low grade material being processed in the second half of the year, following extreme rainfall that limited pit access and caused materials handling issues at the mine crusher. This followed prolonged drought conditions across the province of New Ireland in PNG, where Lihir is located, which resulted in limited raw water supply to Lihir. Floods and wildfires have also occurred near Cadia and Red Chris in recent years. In late 2025, a bushfire that began in mid‑December affected the area surrounding our Boddington operations in Western Australia, resulting in a temporary suspension of operations. While major infrastructure remained secure and undamaged due to established bushfire preparedness protocols, portions of the site’s water supply infrastructure were impacted. There is also the potential for disruption to transport routes associated with the distribution of our products. For example, Brucejack’s glacial access road, which is an essential means of entering that mine site, may be subject to a risk of thawing due to the potential for an increase in average temperatures, which may be related to climate change. Conversely, heavier‑than‑normal snowfall and severe winter storm conditions have the potential to obstruct transport routes and access roads to Brucejack and Red Chris. Severe storm events can also result in unpermitted off-site discharges, slope instability, mine pit erosion and structural failures, tailings storage facility overtopping and other impacts, including water storage and treatment facility capacity considerations. Extended dry seasons or unseasonal dry conditions could exacerbate dust generation from operating activities that may require additional controls for continued operation or result in compliance breaches. Changing climatic conditions may also affect the likelihood of meeting closure success criteria and require adjustments to mine site rehabilitation and closure plans. The higher potential for extreme heat conditions may affect equipment efficiency. For additional information, see risk factors under the headings “ Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risks ” and “ Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability. ” Such events can temporarily slow or halt operations due to physical damage to assets, reduced worker productivity for safety protocols on site related to extreme temperatures or lightening events, preservation of resources such as water, worker aviation and bus transport to or from the site, and local or global supply route disruptions that may limit transport of essential materials, chemicals and supplies, which could have an adverse impact on our results of operations and financial position. Additional financial impacts could include increased capital or operating costs to increase water storage and treatment capacity, obtain or develop maintenance and monitoring technologies, increase resiliency of facilities and establish supplier climate resiliency and contingency plans.An increase in frequency and duration of extreme weather conditions can be followed by extended power outages. Energy disruptions can have an adverse impact on our results of operations and financial position due to production delays or additional costs to ensure business continuity through reliable sources of on-site power generation. Energy transmission and supply may be impacted by wildfires, such as those that occurred in Australia in 2020, which may interrupt electrical power transmission lines to mine sites, and that may pose risks to on-site facilities and energy generators, fuel dispensing systems and supplies. In jurisdictions that rely on purchased hydroelectric power, such as in Ghana and Peru, extreme drought and extended dry seasons may impact the electric utility’s water supplies needed to generate hydroelectric power purchased by the mine to run operations, which would result in higher costs and/or limit energy availability for continuity of operations as well as impact our environmental systems and processes. Our Company and the mining industry are facing continued geotechnical, geothermal, and hydrogeological challenges, which could adversely impact our production and profitability.Newmont and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges due to the older age of certain of our mines and a trend toward mining of more complex deposits, the use of deeper and larger pits and the use of deep, bulk or selective underground mining techniques. This leads to higher pit walls, more complex underground environments and increased exposure to geotechnical instability and geothermal and hydrogeological impacts. As our operations are maturing, the open pits at many of our sites are getting deeper and we have experienced geotechnical failures (such as pit wall and slope failures) at some of our mines, including, without limitation, at our operations in Australia, Ghana, Peru, Canada, and at NGM, in Nevada. See also the risk factor under the heading “ Mining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations. ” Additionally, there are a number of risks and uncertainties associated with the block cave mining methods applied at Cadia, in New South Wales, Australia. These risks include a cave not propagating as anticipated, excessive air gaps forming during the cave propagation, unplanned ground movement occurring due to changes in stresses released in the surrounding rock and larger or more frequent mining-induced seismicity than anticipated. Additionally, during cave establishment and propagation, higher levels of seismic activity, and higher likelihood of damage to excavations from seismic events, are expected. This has been observed during the cave establishment phase of Cadia’s PC2-3 project and is expected during the establishment of Cadia’s PC1-2 project in the coming years. Such seismic events and associated damage may require changes to the mining plan and upgrades to ground support systems, which could take several months. Large seismic events may also occur after cave establishment and propagation and during steady state 34Table of Contentscaving, although the likelihood of this is lower. Excessive water ingress, disturbance and the presence of fine materials may also give rise to unplanned releases of material of varying properties and of water through drawbells. Cadia recorded sudden unplanned releases of both dry fine ore material and wet mud material through drawbells in 2023. In addition, in June 2025 two fall of ground incidents occurred in the access way to the underground work area of a non-producing project at the Red Chris Mine in British Columbia, Canada. In addition, there are a number of risks and uncertainties associated with the application of techniques used in the civil engineering industry for the stabilization of steep open pit slopes by Newmont at Lihir, which is located in Papua New Guinea. These risks include variation to technical models when compared to actual conditions, performance of reinforcement system in hot ground and delays with the execution of the civil works due to lack of experience with these techniques. The success of our operations depends, in part, on implementing engineering solutions to particular geotechnical, hydrogeological and geothermal conditions. For example, underground operations, large vertical shafts need to be excavated in order to provide ventilation to the underground environment, and sometimes these shafts are excavated using unsupported techniques such as raiseboring, whereby the walls of the shafts cannot be supported until the excavation is completed. If adverse and unexpected geotechnical and hydrogeological conditions are encountered, the shaft walls may become unstable. To prevent this type of incident occurring, thorough geotechnical and hydrogeological investigations and stability assessments are required and, if needed, alternate excavation locations or techniques need to be implemented. One such shaft wall failure incident occurred at Cadia in 2022, resulting in the need to abandon and backfill a shaft shortly after the completion of excavation to prevent further unravelling of the shaft wall and potential interruptions to other operations. Operations may also experience challenges to operating conditions, such as inundation, inrush of water or other materials, airblast and those relating to elevated temperatures (including management and discharge of hot water encountered in the underground workings). These risks could result in damage to, or destruction of, mineral properties, production facilities, equipment or other properties, personal injury or death of employees or third parties, environmental damage, community outrage, delays in mining, increased production costs, monetary losses and possible legal liability. Our operations are also subject to risks associated with a natural disaster, which include risk of tsunami, wildfires, mine flooding, geysers and outbursts, cyclones, avalanches and landslides. In addition, seismic activity may impact operations that are located in seismically active areas and subject to risks of earthquakes, such as Cadia and, with the related risks of tidal surge and tsunamis, Lihir. For instance, a large seismic event in 2017 impacted Cadia resulting in a temporary suspension of operations. Additionally, our Lihir operation is located within the Luise Caldera of the Luise Volcano which is located on the east coast of the Aniolam Island. The caldera is geothermally active in the form of hot springs and fumaroles.Adverse geotechnical, geothermal and hydrogeological conditions, including surface or underground fires, floods, droughts, geysers and outbursts, coastal erosion and landslides, avalanches, cyclones and pit wall failures, can be difficult to predict. Such conditions are often affected by risks and hazards outside of our control, such as severe weather and considerable rainfall, which may lead to periodic floods, mudslides, wall instability and seismic activity, which may result in slippage of material. Such events may not be detected in advance.In addition, Newmont has both operational (active and inactive) and closed tailings storage facilities ("TSFs") in a variety of climatic and geographic settings. Annually, Newmont manages and disposes approximately 150 million tonnes of milled rock slurry, referred to as tailings, that are placed within engineered or surface containment facilities, or placed as structural backfill paste in underground mines (e.g., Tanami). Newmont has experienced seepage and/or localized instability at TSFs which required us to re-evaluate our emergency response systems and make modifications to our TSFs. Issues with TSFs, such as instability, failure and/or seepage could occur in the future, and Newmont conducts detailed risk assessments considering potential failure modes to support understanding and development of risk mitigation measures in accordance with the As Low As Reasonably Practicable principle. The failure of a TSF embankment or a water storage dam at one of our mine sites could cause severe, and in some cases catastrophic, property and environmental damage and loss of life. For example, in early 2019, the extractive industry experienced a large-scale tailings dam failure at an unaffiliated mine in Brazil, which resulted in numerous fatalities and caused extensive property, environmental and reputational damage. Recognizing this risk, Newmont continues to review and refine our existing practices and, as a member of the ICMM, commits to implementation of the GISTM. Work is underway to bring all TSFs in our portfolio into conformance with the GISTM. Conformance with the GISTM as well as improved understanding of our tailings risks and requisite mitigation remains on-going and has and may continue to result in increases to our estimated sustaining costs and closure costs for existing tailings facilities. Despite these efforts, no assurance can be given that TSF failure events will not occur in the future. A geotechnical failure of a TSF, dam, or pit slope could result in limited or restricted access to mine sites, suspension of operations, government investigations, regulatory actions or penalties, increased monitoring costs, remediation costs and other impacts, which could result in a material adverse effect on our results of operations and financial position.A failure to safely resolve any unexpected problems relating to these conditions at a commercially reasonable cost may result in damage to infrastructure or equipment or injury to personnel and may adversely impact the Company’s operating results and financial position. See also the risk factors under the heading “ We may experience increased costs or losses resulting from the hazards and uncertainties associated with mining ” and “Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects ” and “ Our operations and projects are subject to extensive environmental laws and regulations. ”35 Table of ContentsOur operations and projects may be adversely affected by rising energy prices or energy shortages. Our mining operations and development projects require significant amounts of energy. Some of our operations are in remote locations requiring long-distance transmission of power or energy sources needed to generate power, and in some locations we compete with other companies for access to third party power generators or electrical supply networks. A disruption in the generation or transmission of energy, inadequate energy transmission infrastructure or the termination of any of our energy supply contracts could interrupt our energy supply and adversely affect our operations. Our principal energy sources are purchased electricity, diesel fuel, heavy fuel oil and natural gas. A variety of factors, including higher energy usage in emerging market economies, actual and proposed taxation of carbon emissions as well as concerns surrounding global conflicts, could result in increased demand or limited supply of energy and/or sharply escalating diesel fuel, natural gas and other energy prices. A reduction in Northern Territory natural gas production is a specific concern for Tanami’s short-term energy prices. Availability of renewable power sources or conflicting government regulations, such as the proposed reform of the energy market in Mexico, may have an impact on our ability to meet our reduction targets with a specific timeline. Changes in energy laws and regulations in various jurisdictions, restrictions on energy supply and increased energy prices could negatively impact our operating costs and cash flow.As our operations move to reduce our GHG emissions, renewable power sources and technology at our operations will continue to be evaluated and implemented. Such transitions are likely to require capital expenditures and may result in additional costs. Certain of our operations may also become more dependent upon access to electrical power supply as certain mines advance projects aimed at the electrification of large haulage fleets. The availability to access renewable power (with greater competition) and the readiness of technology to support decarbonization with the timeframe of the 2030 and 2050 targets remains subject to uncertainties, which could impact ability to achieve targets. See the risk factor above under the heading “ Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy. ”Our operations and projects are dependent on the availability of sufficient water supplies and subject to water-related risks. We recognize the right to clean, safe water and that reliable water supplies are vital for hygiene, sanitation, livelihoods and the health of the environment. Water is also critical to our business, and the increasing pressure on water resources requires us to consider both current and future conditions in our management approach. We have set annual water efficiency targets at each of our operating sites. Additionally, we aim to achieve ambitious long-term water stewardship actions, which integrate our operations and value chain and support collective management of water through external partnerships and collaborations. A failure to meet our water targets and/or societal or investor expectations could also result in damage to our reputation, decreased investor confidence and challenges in maintaining positive community relations, which can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects. Across the globe, water is a shared and regulated resource. Newmont operates in areas where watersheds are under stress with limited supply, increasing population and water demand, and impacted water in various forms. Increasing pressure on water use may occur due to in-migration of communities and increased populations in proximity to our operations. Although each of our operations currently has sufficient water rights, claims and contracts to cover its operational demands, we cannot predict the potential outcome of pending or future legal proceedings or community negotiations relating to our water rights, claims, contracts and uses. Water shortages and surplus may also result from weather or climate impacts outside of the Company’s control. Changes in the quantity of water, whether in excess or deficient amounts, may impact exploration and development activities, mining and processing operations, water management and treatment facilities, tailings storage facilities, closure and reclamation efforts, and may increase levels of dust land erosion and wildfires in dry conditions, and increase slope instability and the risk of water ingress in the case of prolonged wet conditions.Our Peñasquito operation is situated in an area with high baseline water stress. Peñasquito in Mexico takes its water supply from the Cedros Aquifer which has limited and declining yield as it is located in a dry and arid area that is prone to drought, and also is relied upon by nearby communities as a water supply for drinking water and agriculture. The water supply at Peñasquito is thus subject to a significant degree of regulatory and community scrutiny, and increased costs, and Peñasquito has made long-term commitments to provide safe community water supplies.Seasonality and changes in the levels of rainfall can also impact our operations. For example, in January 2023, our Tanami site in Australia experienced unexpected and significant rain resulting in flooding and road closure limiting our ability to get supplies to the site, causing mill backup and impacts to production. Similarly, at Boddington in Australia severe weather and heavy rainfall at Boddington caused delays and impacted productivity during the third quarter of 2021 and 2022. There is also a risk at Boddington that extended below average rainfall or the occurrence of drought in southwest Australia could impact raw water supply for the site. While we have incorporated systems to address the impact of the dry season and water shortages as part of our operating plans, we can make no assurances that those systems will be sufficient to address all shortages in water supply, which could result in production and processing interruptions.36Table of ContentsIn 2023, Lihir’s performance was impacted following extreme rainfall limiting pit access and causing material handling issues at the crushers. Lihir has also experienced reduced milling rates due to limited raw water supply to the plant driven by drought conditions experienced across the New Ireland Province in PNG. Lihir has progressed options to improve its water management resilience, including improving its internal water recycling and identifying additional water sources and storage options. In addition, Cadia has previously experienced water scarcity from drought conditions in 2019 which resulted in a reduction in water use to assist the Orange community response to the drought. Increased precipitation and severe storm events may potentially impact tailings storage facilities in the future by exceeding water management capacity, overtopping the facility, and/or undermining the geotechnical stability of the structure. We have experienced impacts at various sites in recent years due to heavy rainfall and severe storms. For example, in 2022, Yanacocha experienced heavy rainfall, above average historical levels, which resulted in significant water balance stress and required active emergency management. Refer to Note 24 to the Consolidated Financial Statements under the heading Environmental Matters - Minera Yanacocha S.R.L , for additional information. Increased amounts of water may also result in flooding of mine pits, maintenance and storage facilities; or may exceed current water management and treatment capacity to store and treat water, physical conditions resulting in an unintended overflow and discharge either on or off of the mine site property. See the risk factor above under the heading “ Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy ” for additional information.Operations have identified seepage from infrastructure (tailings, waste rock and ore stockpiles) that may have an impact on water resources (groundwater and/or surface water); for example, seepage has been detected in the shallow and deep aquifers underlying the tailings facility at Red Chris. We are currently managing this risk through monitoring, collection and treatment systems. There is a risk that the seepage could have an impact on beneficial use of groundwater resulting in increased requirements for collection and treatment as well as the potential requirement to provide alternative water sources. See also the risk factor under the heading “ Our Company and the mining industry are facing continued geotechnical, geothermal and hydrogeological challenges, which could adversely impact our production and profitability.” Laws and regulations may be introduced in some jurisdictions in which we operate which could limit our access to sufficient water resources in our operations, thus adversely affecting our operations. Additionally, laws, regulations and permit requirements focused on water management and discharge requirements are becoming increasingly stringent and may continue to require additional water management activities and/or water treatment during operation and into closure. We are also seeing increasingly stringent regulations of surface and groundwater at a number of our sites resulting in increased monitoring and potentially the need for pump back systems and treatment in the future. New requirements and regulation have resulted or may result in increased costs and could negatively impact our operating costs and cash flows in the future.For more information on the Company’s reclamation and remediation liabilities, refer to Notes 6 and 24 to the Consolidated Financial Statements, and the risk factor under the heading “ Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made.”Our operations and projects are subject to risks related to our relationships and/or agreements with local communities, including Indigenous Peoples, and laws for the protection of cultural heritage. The Company’s relationships with the communities that are located near its operations or on whose land it operates are essential to the success of its existing operations, exploration activities and the construction and development of its projects. A failure to manage relationships with such communities may lead to local dissatisfaction which, in turn, may lead to interruptions to the Company’s operations, exploration activities and development projects. Specific challenges in community relations include community concerns over management of increased traffic, migratory workforces, environmental impacts and resource depletion, social, environmental and cultural heritage impacts, increasing expectations regarding the level of benefits that communities receive, benefits sharing with Indigenous peoples’ governments, concerns focused on the level of transparency regarding the payment of compensation and the provision of other benefits to affected landholders and the wider community. In particular, opposition by Indigenous communities to the Company’s activities may require modifications to or preclude operation or development of its projects or may require entry into additional agreements with Indigenous communities, which may result in additional costs. Newmont’s current and future operations are subject to a risk that one or more Indigenous communities in the locations in which we operate may oppose continued operation, further development or new development of its projects or operations. Claims and protests driven by such opposition may disrupt or delay activities, including permitting, at the Newmont’s operations and projects. The negotiation and review of agreements, including components such as business development, participation, co-management and compensation and other benefits, involve complicated and sensitive issues, associated expectations and often competing interests. The nature and subject matter of these negotiations may result in community unrest which, in some instances, may lead to interruptions in our exploration programs, operational activities or delays to project implementation or development. Additionally, the evolving obligations of governments and Indigenous people under international, national and local legislation and international conventions pertaining to the rights of Indigenous people may impact Newmont’s operations and projects. For example, the Government of British Columbia, Canada has adopted the Declaration on the Rights of Indigenous Peoples Act (2019) to implement the United Nations Declaration on the Rights of Indigenous Peoples ("UNDRIP") in British Columbia, which may impact Red Chris and Brucejack.37 Table of ContentsOur operations are also subject to laws and regulations that provide for the protection and management of cultural heritage in the jurisdictions in which we operate. For example, following the destruction of Indigenous heritage sites at Juukan Gorge in Western Australia in 2020 and the inquiry and reports issued by the Commonwealth Parliament Joint Standing Committee on Northern Australia in 2021, mining companies have come under heightened scrutiny regarding cultural heritage management, including, for example, with respect to their governance and management processes and procedures around cultural heritage, engagement with Indigenous communities and protection of cultural landscapes. Although the parliamentary inquiry focused on Indigenous cultural heritage, laws to protect and manage cultural heritage also cover non-Indigenous (historic) heritage. Another example, in Western Australia, where Boddington is located, a new Aboriginal Cultural Heritage Act 2021 (WA) came into force in 2023, replacing the Aboriginal Heritage Act 1972 (WA) and introducing new offenses and increased penalties aimed at better protecting Aboriginal cultural heritage in Western Australia. In 2023, the WA Premier announced that the Aboriginal Cultural Heritage Act 2021 (WA) will be completely repealed, with an amended Aboriginal Heritage Act 1972 (WA) replacing it. Further, cultural heritage in PNG is protected under the National Cultural Property (Preservation) Act 1965 (PNG). The main government bodies responsible for enforcing this Act are the National Museum and Art Gallery of PNG and the National Cultural Commission. The Lihir operation has a culturally significant site called the Ailaya Rock, located near the mining operations. Significant civil reinforcement work is being undertaken to protect the surrounding area's structural integrity. A failure to maintain the integrity of the surrounding area could inadvertently damage the site, resulting in impacts to community relations and reputation.Newmont’s operations could inadvertently disturb protected cultural heritage assets, resulting in international scrutiny by investors and non-governmental organizations, negative impact on stockholder value, compensation and/or offset claims, increased costs to projects and operations, delays impacting construction or production or project development, court action or other legal proceedings and lasting reputational damage. Risks Related to the Jurisdictions in Which We Operate Our operations and projects are subject to risks of doing business in multiple jurisdictions. Exploration, development, production and mine closure activities are subject to regional, political, economic, community and other risks of doing business in multiple jurisdictions, including: • Potential instability of foreign governments and changes in government policies, including relating to or in response to changes of U.S. laws or foreign policies; • Expropriation or nationalization of property; • Restrictions on the ability to pay dividends offshore or to otherwise repatriate funds; • Restrictions on the ability of local operating companies to sell gold and other metals offshore for U.S. dollars, or on the ability of such companies to hold U.S. dollars or other foreign currencies in offshore bank accounts; • Import and export regulations, including restrictions on the export of gold, copper, silver, lead and/or zinc; • Disadvantages relating to submission to the jurisdiction of foreign courts or arbitration panels or enforcement or appeals of judgments at foreign courts or arbitration panels against a sovereign nation within its own territory;• Royalty and tax increases or claims, including retroactive increases and claims and requests to renegotiate terms of existing investment agreements, contracts of work, leases, royalties and taxes, by governmental entities, including such increases, claims and/or requests by the governments of Argentina, Australia, Canada, Chile, the Dominican Republic, Ecuador, Ghana, Mexico, Papua New Guinea, Peru, Suriname, the State of Colorado and the State of Nevada in the U.S.;• Changes in laws or regulations in the jurisdictions in which we operate, including in changes resulting from changes in political administrations;• Risk of increased taxation related to impacts to government revenue as a result of challenging socioeconomic conditions, including recessions and/or in connection with heath and community emergencies, such as pandemics, epidemics or outbreaks, and climate events;• Fines, fees, and sanctions imposed for failure to comply with the laws and regulations of the jurisdictions in which we operate; • Risk of loss due to inability to access our properties or operations; • Other risks arising out of foreign sovereignty over the areas in which our operations are conducted, including risks inherent in contracts with government owned entities such as unilateral cancellation or renegotiation of contracts, licenses or other mining rights; • Delays in obtaining or renewing, or the inability to obtain, maintain or renew, necessary governmental permits, mining or operating leases and other agreements and/or approvals; • Risk of loss due to civil strife, acts of war, guerrilla activities, insurrection and terrorism; • Claims for increased mineral royalties or ownership interests by local or Indigenous communities;38 Table of Contents• Increased expectations of local Indigenous communities for profit or other benefit sharing; • Risk of loss due to criminal activities such as trespass, blockade, local artisanal or illegal mining, organized crime by drug cartels, theft and vandalism; • Delays in obtaining or renewing collective bargaining or certain labor agreements, workforce unionization, or demand for profit sharing; • Disadvantages of competing against companies from countries that are not subject to the rigorous laws and regulations of the U.S. or other jurisdictions, including without limitation, the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act and the Dodd-Frank Act; • Increases in training and other costs and challenges relating to requirements by governmental entities to employ the nationals of the country in which a particular operation is located; • Increased financing costs; • Currency fluctuations, particularly in countries with high inflation; • Foreign exchange controls;• Increases in costs relating to, or restrictions or prohibitions on, the use of ports for concentrate storage and shipping, such as in relation to our Boddington operation where use of alternative ports is not currently economical, or in relation to our ability to procure economically feasible ports for developing projects; • Risk of disruption, damage or failure of information technology systems, and risk of loss and operational delays due to impacts to operational technology systems, such as due to cyber-attacks, malicious software computer viruses, security breaches, design failures and natural disasters; • Risk of loss due to disease, such as malaria or the zika virus, and other potential medical endemic or pandemic issues, such as Ebola or COVID-19, as a result of the potential related impact to employees, disruption to operations, supply chain delays, trade restrictions and impact on economic activity in affected countries or regions; and • Disadvantage and risk of loss due to the limitations of certain local health systems and infrastructure to contain diseases and potential endemic health issues. Consequently, our exploration, development and production activities may be affected by these and other factors, many of which are beyond our control, some of which could materially adversely affect our financial position or results of operations. New or changing legislation and tax risks in certain operating jurisdictions could negatively affect us.We have operations and conduct business in a number of jurisdictions, which may increase our susceptibility to sudden tax changes. For instance, a 12% export duty was imposed by the Argentina government in 2018, revised down to 8% thereafter, however, with the election of new government in 2023, the rate is now currently 0%. The state of New South Wales, Australia, passed 2023 legislation that imposes an increased stamp duty which materially affected the Newcrest transaction. Also in Australia, the Debt Deduction Creation Rules, introduced during 2024 and which will first apply to the 2025 year, could have the potential to limit the tax deductibility of intercompany interest expense. In the State of Zacatecas, Mexico, environmental taxes became effective in 2017 with little clarity on how the taxes are to be calculated. Ecological tax agreements were executed which provided clarity for 2021 to 2024, after which, the Company, along with other companies in the State of Zacatecas, continue to need to engage with governmental authorities to understand how the environmental tax would be levied year-over-year. The current governmental authorities are currently seeking to renegotiate the scope and manner of tax calculation for purposes of the 2025 to 2027 tax period, which includes request for expansion of taxable volumes of extracted materials. The Company continues to engage with the government to align renewal terms with the prior agreements. However, if the change to tax extraction volumes is imposed by the government, it would result in significantly higher tax obligations and would materially impact financial results. With the expected election of state governor in 2027, a change in government authorities will also result in more uncertainty of this environmental tax calculation in future years. Also, in Mexico, a 2021 tax reform bill passed which eliminated the tax benefit to offset mining fees with mining tax. Furthermore, a new Economic Plan for 2022 was enacted. While the changes under the plan are not substantive in nature (in the sense that they do not create new taxes or increase applicable rates), they may increase the future cost of our compliance and pose additional uncertainties in application of the law and further reforms could be proposed in the future. Further, the Mexican government has increased the mining tax rate from 7.5% to 8.5%, and 0.5% to 1% for gold, silver, platinum sales, both effective on January 1, 2025, which remains in effect but subject to potential change in the future. In Australia, the policy of allowing mining companies to benefit from fuel tax credits has been under increasing pressure, any changes to related regulations would impact the Company. In the United States, at the federal and state level, regulatory changes which may be implemented in the area of tax reform remain uncertain and may adversely affect companies in the mining sector. For example, NGM could be impacted by the resolutions brought to the State of Nevada Legislature to amend the State Constitution to increase mining taxes. An example of this was the passing of Assembly Bill 495 in 2021 that results in a new excise tax on mining companies engaged in the business of extracting gold and silver in the state of Nevada. In 2024, Pillar II has been enacted in a number of countries. The Pillar II agreement was signed by 138 countries with the intent to equalize corporate tax around the world by implementing a global minimum tax of 15%. As Newmont primarily does business 39 Table of Contents in jurisdictions with a tax rate greater than 15%, the Company does not anticipate a material impact to its financial statements. A number of changes in the laws, regulations and policies in PNG have recently been proposed or are currently being considered. See the risk factor under the heading “Our operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties.” Taxation laws and other regulations of the jurisdictions in which we operate are complex, subject to varying interpretations and applications by the relevant tax authorities and subject to changes and revisions in the ordinary course. It is difficult to predict whether proposed changes to regulations will be passed or to what extent they will impact the Company. Any additional and/or unexpected taxes imposed on us could have a material and adverse impact on our Company. See also the risk factor under the heading “Our operations and projects are subject to a range of risks related to transitioning the business to meet regulatory, societal and investor expectations for operating in a low-carbon economy” for a discussion of uncertainties and potential tax increases in connection with climate change considerations.Changes in mining or investment policies or shifts in political and social attitudes in the jurisdictions in which we operate may adversely affect our operations or profitability. Our operations may be affected in a number of ways by laws and regulations related, but not limited to: restrictions on production; price controls; export controls; import restrictions, such as restrictions applicable to, among other things, equipment, services and supplies, currency remittance, income taxes, expropriation of property, foreign investment, maintenance of mineral, mining, or surface land tenure, environmental legislation, land use, surface land access, land claims of local communities, water use, and mine safety. Failure to comply strictly with applicable laws, regulations and local practices relating to applying for and maintaining land and tenure could result in loss, reduction or expropriation of entitlements, or the imposition of additional local or foreign parties as partners with carried or other interests, any of which may adversely affect our operations or profitability.In addition, when governments struggle with deficits and concerns over the potential and actual effects of depressed economic conditions, many of them have in the past, and may in the future, target the mining and metals sector in order to raise revenue. Governments are continually assessing the fiscal terms of the economic rent for a mining company to exploit resources in their countries. Numerous countries have implemented changes to their mining regimes that reflect increased government control over or participation in the mining sector, including, but not limited to, changes of law affecting foreign ownership and takeovers, mandatory government participation in mining enterprises, taxation and royalties, working conditions, rates of exchange, exchange controls, exploration licensing, export duties, requirements to sell to the government, repatriation of income or return of capital, environmental protection, as well as requirements intended to boost the local economy, including usage of local goods and employment of local and community staff or contractors, among other benefits to be provided to local residents. The effects of the various requirements and uncertainties related to the economic risks of operating in foreign jurisdictions cannot be accurately predicted and could have a material adverse effect on our financial position or results of operations. Some concern exists with respect to investments in parts of the world where civil unrest, war, nationalist movements, political violence or economic crises are possible. These countries may also pose heightened risks of expropriation of assets, business interruption, increased taxation or unilateral modification of concessions and contracts. We do not maintain insurance policies against political risk. Occurrence of events for which we are not insured may affect our results of operations and financial position.Our operations at Yanacocha and projects in Peru are subject to political and social unrest risks. Minera Yanacocha S.R.L. (“Yanacocha”), including the mining operations at Yanacocha and the Conga project in Peru, has been the target of local political and community protests, some of which blocked the road between the Yanacocha mine and Conga project complexes and the City of Cajamarca in Peru and resulted in vandalism and equipment damage. While recent roadblocks and protests have diminished, and there is focus on local political activism and labor disputes, we cannot predict whether similar or more significant incidents will occur in the future. The recurrence of significant political or community opposition or protests could continue to adversely affect the continued operation of Yanacocha and other projects in the area. Construction activities on our Conga project were suspended in 2011, at the request of Peru’s central government following protests in Cajamarca by anti-mining activists led by the regional president. Based on the Company's internal project portfolio evaluation process, we have reprioritized other projects ahead of the Conga project, and therefore do not anticipate developing Conga in the next ten years. As a result, the Conga project is currently in care and maintenance and we will continue to evaluate long-term options to progress development of the Conga project. Should the Company be unable to develop the Conga project or conclude that future development is not in the best interest of the business, a future impairment charge may result.The prior Central Government of Peru supported responsible mining as a vehicle for the growth and future development of Peru. However, following the presidential election in 2021, there has been considerable political unrest in Peru. In a close and contested election, Pedro Castillo was declared the president-elect of Peru in July 2021, which resulted in a period of protests, unrest and uncertainty around the political and social environment in Peru and Cajamarca. Amidst political turmoil and instability, Castillo was ultimately removed from office in late 2022 due to his attempt to dissolve the legislative body and install an emergency government. Political turmoil and division has continued in Peru as protest and demonstrations against the current President Dina Boluarte escalated in early 2023 resulting in clashes with security forces and violence. In October 2025, the Congress declared the vacancy of President Dina Boluarte, assuming the presidency of José Jerí, making him the eighth Peruvian president in less than a decade. In February 2026, Peru's Congress voted to impeach José Jerí, resulting in further political uncertainties. General elections are scheduled to be held in Peru in April 2026, which will also be impactful to the political and social environment in Peru. 40 Table of ContentsThe current Central Government’s legislative priorities and support for responsible mining in Peru remains uncertain. Previous regional governments of Cajamarca and other political parties actively opposed certain mining projects in the past, including by protests, community demands and road blockages, which may occur again in the future. We are unable to predict the positions that will be taken by the Central or regional government and neighboring communities in the future and whether such positions or changes in law will affect current operations and new projects in Peru. Risks related to mining and foreign investment under the new administration include, without limitation, risks to mineral, mining and surface, land tenure and permitting, increased taxes and royalties, nationalization of mining assets and increased labor regulations, environmental and other regulatory requirements. Any change in government positions or laws on these issues could adversely affect the assets and operations of Yanacocha or other projects in Peru, which could have a material adverse effect on our results of operations and financial position. Additionally, the inability to operate or expand at Yanacocha could have an adverse impact on our growth and production in the region. See also the risk factor under the heading “ Mine closure, reclamation and remediation costs for environmental liabilities may exceed the provisions we have made” and refer to Note 1 to the Consolidated Financial Statements regarding the Company’s interest in Yanacocha. Our Merian operation in Suriname is subject to political, security and economic risks.We hold a 75% interest in the Merian gold mine (“Merian”) in the mid-eastern part of Suriname. Suriname has experienced political instability and uncertainty in the past which may continue in future years. Suriname is faced with high debts to foreign creditors, significant inflation rates and has experienced, and may in the future experience, a hyperinflationary economy. Significant devaluation of the Surinamese dollar against the U.S. dollar in recent years has resulted in an increase of the prices of certain goods and services within Suriname, including without limitation, the price of fuel, which had been subsidized by successive governments. The government of Suriname passed a new law to introduce Value Added Tax, which came into effect in 2023 and has drastically increased the cost of living and negatively impacts the purchasing power of the residents of Suriname, including our employees. These impacts and negative economic trends can cause social unrest, which may present risks for our operations in Suriname. Operations and development in Suriname are governed by a mineral agreement with the Republic of Suriname. The mineral agreement was approved by parliament and requires approval by parliament to change. However, in 2021, the government made requests for prepayment of taxes and special solidarity payments in light of budgetary concerns, it is possible that the government may request changes to the mineral agreement in the future. While the government is generally considered by the Company to be mining friendly, it is possible that the current or future government may adopt substantially different policies, make changes in taxation treatment or regulations, take arbitrary action which might halt operations, increase costs, or otherwise impact mining and exploration rights and/or permits, any of which could have a material and adverse effect on the Company's future cash flows, earnings, results of operations and/or financial condition. The government of Suriname previously exercised an option to participate in a fully-funded 25 percent equity ownership stake in Merian. Suriname manages its participation through Staatsolie Maatschappij Suriname N.V. (“Staatsolie”), a Surinamese corporation with the Republic of Suriname as sole stockholder. If Staatsolie does not have sufficient funds or borrowing ability to make their capital commitments in accordance with the terms of the partnership agreement, our operations in Suriname could be impacted. See the risk factor under the heading “ Future funding requirements may affect our business, our ability to pay cash dividends or our ability to engage in share repurchase transactions. ” Earlier in this section under “Risks Related to Our Business.” The government of Suriname has amended its immigration laws such that business visas can no longer be used for rotational expatriates, and a residence permit will be required from Q4 2025 on. The process and requirements for approval of residence permits have also been heightened. The restrictions on expatriates may impact our ability to hire and retain skilled and experienced workers for core technical roles. Additionally, collective agreement negotiations has been protracted for eighteen months as at December 2025 and currently at the mediation board stage. Inability for both parties to reach agreement poses risk of labor unrest, strikes and business continuity. See "Risks Related to Our Workforce" for additional information on labor risks. Our operations at Ahafo South and Ahafo North in Ghana are subject to political, economic and other risks. Newmont operates in Ghana pursuant to a Revised Investment Agreement ratified by Ghana’s Parliament in 2015, which established a fixed fiscal and legal regime, including fixed royalty and tax rates, for Newmont operations in Ghana. The tenure of the Revised Investments Agreement is linked to the mining leases. The financial and tax stability periods established by such agreements expired on December 31, 2025 which results in loss of tax advantages and tax protection. Upcoming Regulatory changes in the mining law, the royalties, and the local content enhancement provides exposures for the future. Ghana is showing signs of economic recovery from the worsening socioeconomic conditions in recent years. The recovery has been marked by decline in inflation from 23.8% in December 2024 to 5.4% in December 2025; the Ghana cedi has appreciated by 29% year-to-date as of December 2025; building up of international reserves and renewed investor confidence. Ghana’s sovereign credit ratings have recently been upgraded by Fitch, S&P, and Moody's reflecting the progress being made in its economic recovery. In spite of the positive economic recovery, the country continues to be under the IMF program for support, signaling progress but not completely out of the conditions that got Ghana to seek an IMF support program. The Government continues to be under pressure for more revenue generation, keeping in place levies such as the Growth and Sustainability Levy (introduced in 2023) and the Emissions Levy and VAT on electricity. The Government of Ghana has announced plans to amend the country’s mineral royalty regime by replacing the current maximum 5% royalty rate with a sliding scale ranging from 5% to 12%, linked to prevailing gold prices. The 41Table of Contentsproposed amendment was submitted to Parliament in December 2025, and is expected to be considered when parliamentary sessions resume in early February 2026. If enacted, the revised royalty framework could increase the Company’s operating costs at its Ghanaian operations, particularly during periods of higher gold prices. The timing, final structure, and implementation mechanisms of the proposed regime remain uncertain. Other risks include impacts to supply chain, restrictions and local procurement requirements under local content regulations. In January 2025, the Minerals Commission published the 6 th edition of the Local Procurement List which includes a prohibition on mining by mining lease holders and requiring surface mining operations to be outsourced to companies with 100% Ghanaian stockholders and directors and underground operations to be outsourced to companies with 50% Ghanaian stockholders and directors. The Ghana Chamber of Mines, of which Newmont is a member, is reviewing the list and continues to engage the government to revise its position on this prohibition on owner mining. Additionally, there is a risk of increase in key commodity prices, more restrictive local banking requirements including requirements for repatriation of proceeds to banks domiciled in Ghana, limitations on capacity of banks to provide reclamation bonds, requests for further local employment requirements, requests for contract renegotiation and increases in contract rates and other costs. The government may grant artisanal mining rights or alternative mining rights, such as sand and gravel, in locations in which the Company has tenure rights, but no active operations, impacting the Company’s non-operational land positions. Economic setbacks and anti-mining sentiment can also result in an increase in community frustration and friction with artisanal small-scale mining resulting in conflicts, which can negatively impact our operations in Ghana.Our operations in Argentina are susceptible to risk as a result of economic and political instability in Argentina and labor unrest.With the election of a new President at the end of 2023, the economic environment in Argentina has experienced stabilization during 2024 and 2025. Although inflation was drastically reduced, it still is at a high level and will remain as a challenge. In October 2025, the National Government won the mid-term elections which considerably increased its representation in Congress, giving the Government more power to push the reforms in 2026. Despite this result, there continue to be risks relating to the uncertain and unpredictable political and economic environment in Argentina, especially at the provincial level in Santa Cruz where our Cerro Negro mine is located. Argentina’s central bank instituted a number of foreign currency controls in an effort to stabilize the local currency. Although some flexibility has been introduced, major restrictions and controls remain in place. For information on Argentina’s foreign currency controls and their effect on our operations, see the section titled “Foreign Currency Exchange Rates” in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations. Maintaining operating revenues in Argentine pesos could expose us to the risks of peso devaluation and high domestic inflation. In January 2026 the Argentinian province of Santa Cruz enacted the 90/10 employment law with the goal to ensure that local residents receive the majority of jobs in key industries, including mining. If required to comply, Newmont’s operations in the Santa Cruz Province would be required to employ 90% of its workforce from the Santa Cruz Province. Exceptions may be provided, subject to government discretion, and there is no guarantee this requirement can be met due to the lack of local technical resources. In recent years, we experienced work stoppages by miners represented by unions at the Cerro Negro Mine. Disruptions may arise again in the future with the unions at the Cerro Negro mine that could adversely affect access to, and operations at, the Cerro Negro Mine. Collective agreements for two Unions are due for negotiations in the first quarter of 2026. For more information see the risk factor under the heading “ Our business depends on good relations with our employees. ”Our operations at Lihir and project at Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties. Our Lihir operation, which comprises an open pit mine that produces gold doré, is located on the island of Aniolam, PNG. We also hold a 50% interest in a joint venture that owns the Wafi-Golpu exploration project (“Wafi-Golpu” and such joint venture, “WGJV”), which is located in the province of Morobe, PNG. The current PNG administration, led by Prime Minister James Marape, has stated that it wants to increase benefits for PNG from extractive projects. Potential policy changes could include introducing a new production sharing regime for minerals and/or oil/gas, amending or replacing the PNG Mining Act of 1992, introducing domestic processing/refining requirements, changing the level and manner of local equity participation in projects and introducing new taxation regimes, banking and foreign exchange controls and/or controls pertaining to the holding of cash and remittance of profits and capital to parent companies. Any such change could impact our operating results and financial condition. In 2020, the PNG Government announced that the special mining lease ("SML") for the Porgera mining operation (a major mining operation in PNG which was owned and operated by the Porgera JV and not Newmont) would not be renewed. It subsequently amended the Mining Act and issued a new SML for Porgera to Kumul Mineral Holdings Limited (a State-owned company). Since taking this decision, the PNG Government has been working with the Porgera JV participants and other key stakeholders to establish new arrangements for restarting and operating Porgera. During 2023, the parties signed various agreements and the Government passed specific enabling legislation for a restart of operations at Porgera under new commercial terms. The restart occurred in December 2023. The PNG Government has stated that the decision not to renew the Porgera SML is specifically related to environmental damages claims and resettlement at the Porgera mine and has no bearing on any other operations, including Lihir, or advanced exploration projects, including Wafi-Golpu.42 Table of ContentsIn 2020, the PNG government prepared and submitted to the National Parliament of PNG (the “PNG Parliament”) a proposed new organic law to introduce a production sharing regime for the mining sector. The proposed organic law will require the approval of a two thirds majority of the PNG Parliament and, if passed in its current proposed form, purports to transfer ownership of minerals from the State of PNG to state-owned entities who would then be responsible for negotiating mineral production sharing arrangements. As currently drafted, the bill containing the proposed organic law will not apply to Lihir, but could potentially apply to Wafi-Golpu if a mining lease or mining development contract is not in place before the effective date for the proposed organic law. The bill is yet to be debated in the PNG Parliament. In December 2024 Prime Minister Marape reaffirmed the Government’s intention to reform PNG’s mining and oil/gas laws as part of PNG’s 50 th anniversary of independence in 2025 and indicated a production sharing regime for minerals and/or oil/gas remains under consideration.In October 2021, Prime Minister Marape announced proposed legislation which, if enacted, would regulate the export of gold from PNG and require that mining companies operating in PNG refine gold with a new national mint. At this stage, it is unclear whether this proposed legislation will become law and, if so, when it would take effect. In addition, in June 2023, the PNG government released a new national gold bullion policy setting out the government’s objective of establishing a domestic gold bullion program to refine gold, hold gold reserves and eventually enter into trading in the world gold market. It is unclear when or how the new national gold bullion policy will be implemented, and how the policy will interact with the legislation proposed in 2021, if it is eventually passed into law. Under the terms of the Lihir mining development contract, we may be required to refine a portion of our Lihir gold production within PNG if certain quality and security requirements are met and the terms offered are commercially competitive, but Lihir is otherwise free to enter into arms’ length refining contracts with refineries outside of PNG. The PNG government has recently enacted a new Income Tax Act 2025 (the “NITA”) which replaces the existing PNG Income Tax Act 1959. The NITA came into force from January 1, 2026. The NITA has been introduced with limited consultation and transition to the new regime is expected to create uncertainty in the medium-term. Key regulations and other key ancillary pieces of legislation have not been enacted at this time and it remains uncertain how any such regulations and other ancillary legislation will impact Lihir and Wafi-Golpu. Any adverse changes to the tax laws and regulations will affect Lihir because its Mining Development Contract does not provide protection against income tax law change. Such changes may also affect Wafi-Golpu depending on the terms of any project agreements that may be entered into with the PNG Government. There is also the potential for legal challenges to the Wafi-Golpu permitting process as it progresses towards completion, including by PNG provincial governments, landowner groups, and civil society organizations. For example, in March 2021 the Governor of the Morobe Province commenced judicial review proceedings against the State of PNG, and in December 2022 a civil society group and certain residents of the areas surrounding Wafi-Golpu commenced their own litigation in relation to the same matter, each challenging the December 2020 grant of the environmental permit for Wafi-Golpu. Both reviews are still to be determined, however, a decision in relation to the review commenced by a civil society group is expected imminently. The outcome of such legal challenges may adversely impact the Wafi-Golpu permitting process. In addition, WGJV is currently engaging with the State of PNG to progress the permitting of Wafi-Golpu and has commenced discussions relating to its application for a special mining lease, which was submitted to the PNG Mineral Resources Authority in 2016. In April 2023, WGJV signed a Framework Memorandum of Understanding with the State of PNG, which confirmed the parties’ intent to proceed with the project at Wafi-Golpu, subject to finalizing the permitting process and approvals of the boards of both Newcrest (now Newmont) and Harmony Gold, and progress toward signing a mining development contract, which is a prerequisite to granting a special mining lease. The timing for the completion of these discussions remains uncertain, and there is no assurance as to their outcome.Changes in the laws, regulations and policies described above, or to the manner in which they are interpreted or applied to us, may also adversely impact our ability to extend the Lihir special mining lease upon its expiration in 2035.Our operations and projects in Canada are subject to legal and regulatory risks and other uncertainties in connection with claims and challenges by Indigenous groups.First Nations have made claims in respect of Indigenous rights and title to substantial portions of land and water across Canada, which could impact our exploration projects, and operations at Red Chris and Brucejack. Some of these claims are made outside of treaty and other processes. The effect of such claims on any particular area of land will not be determinable until the exact nature of historical use, occupancy and rights to such property have been clarified, whether by a decision of the Canadian courts or definition in a treaty or otherwise. First Nations throughout Canada are seeking settlements with respect to these claims, including compensation from governments, and are seeking rights to regulate activities by companies within their traditional territories. The effect of these claims cannot be estimated at this time. The federal and provincial governments in Canada have been seeking to negotiate settlements with respective groups in order to resolve many of these claims, and the government routinely delegates procedural aspects of its duty to consult the First Nations to project proponents, particularly with respect to the permitting process.We hold a 70% interest in the Red Chris operation, which comprises an open pit mine that produces gold, copper and silver concentrate, located in British Columbia, Canada. Our Brucejack operation, which comprises an underground mine that produces gold/silver doré and flotation concentrate and hosts the Valley of the Kings high-grade gold deposit, is also located in British Columbia, Canada. In British Columbia, as well as in Canada more generally, the nature and extent of Indigenous rights and title remains the subject of active debate, claims and litigation issues surrounding Indigenous title and rights remain ongoing.43 Table of ContentsIn addition, the government of British Columbia has adopted the UNDRIP and committed to implement UNDRIP in British Columbia, with federal government following suit in 2021 where UNDRIP became federal law in 2021. The provincial and federal legislations commits to systematically review the province’s laws for alignment with UNDRIP principles, while also encouraging new agreements with Indigenous groups that are intended to address outstanding governance questions around the nature of Indigenous rights and title interests in Canada and in British Columbia. In November 2023 a consent-based decision making agreement under section 7 of the UNDRIP was entered into between the government of British Columbia and the Tahltan Central Government (“TCG”) of the Tahltan Nation outlining the process for consent-based decision making for the review of substantial changes to the environmental assessment certificate for the Red Chris mine. The processes outlined in this agreement will apply to changes to the Red Chris environmental assessment certificate relating to the proposed development and operation of the Red Chris block cave mine. Failure or delays in implementing the agreement or to obtain prior informed consent of the TCG may impact the proposed development of the Red Chris block cave mine.Additionally, the government of British Columbia has committed to reform the Mineral Tenure Act, which governs the acquisition and holding of mineral tenures in British Columbia, in consultation with First Nations and First Nation organizations. This follows challenges by several First Nations in British Columbia against the “free entry” mineral staking regime in the province and a September 2023 Supreme Court of British Columbia decision that held that the province of British Columbia has a duty to consult Indigenous groups when registering mineral claims under the Mineral Tenure Act within their traditional territories. As part of these reforms, in March 2025, the government of British Columbia introduced a new mineral claims application process which requires the government to under take consultation with First Nations before new claims are registered. However, a broader reform to the Mineral Tenure Act is expected as part of the government’s initiative to align provincial laws with UNDRIP principles. As this reform work remains on-going, the impacts of these developments on the acquisition and renewal of mineral tenures in British Columbia are not yet known.Risks Related to Our Workforce Our business depends on good relations with our employees.Production at our mines is dependent upon the efforts of our employees and, consequently, our maintenance of good relationships with our employees. Due to union activities or other employee actions, we could experience labor disputes, work stops or other disruptions in production that could adversely affect us. For example, in recent years, there have been work stoppages by miners represented by unions at our Peñasquito, Cerro Negro and Merian mines, which have disrupted operations. Certain regions in which we operate, including Latin America and Caribbean, have witnessed notable trends in labor relations, including increasing emphasis on workers' rights and labor protections. Governments and civil society organizations have been advocating for improved labor standards, wages and working conditions, leading to the implementation of new labor laws and regulations in a number of jurisdictions. Additionally, collective bargaining has gained prominence as a means to negotiate and secure favorable terms for workers. At December 31, 2025, various unions represented approximately 26.6% of our employee workforce worldwide. In 2022, Newmont implemented a new employment model in Ghana converting permanent employees into two-year fixed term contracts. Although 99.8% of eligible employees accepted the new fixed term contract and received severance for their years of service, following implementation of the new employment model, the two unions requested and were granted new collective bargaining certificates from Ghana’s Chief Labor Officer for bargaining rights for the class of workers to be represented. The two unions are litigating for bargaining rights to be determined based on verification of membership numbers resulting in targeted efforts to increase membership and a writ of summons was issued by the Ghana Mine Workers Union and the suit is ongoing. I n Peru, our two labor agreements expire in 2026 and 2027. In Suriname, the collective bargaining with the union for our Merian mine was entered into in 2023, and expired in April 2025. The negotiations with the union commenced in December 2024 and are currently at the mediation stage. In Argentina two collective agreements will be due for renewal in the first half of 2026. In Mexico, following negotiations, we reached a profit sharing agreement in 2022 whereby union represented workforce will participate in uncapped profit-sharing bonus up to 10%, which resulted in increased labor costs. A collective bargaining agreement expired in 2024 and in October 2024 Newmont Peñasquito and the National Union of Mining, Metal, Steel, and Allied Workers of the Mexican Republic (the "Union") agreed on a new Collective Bargain Agreement (CBA) for 2024-2026, and negotiations for a new agreement is planned to commence in the first half of 2026 reflecting the mutual commitment of all parties. Red Chris has a unionized workforce and has a collective agreement in place from April 2025 until April 2029. One provision of the Red Chris CBA is still being resolved through arbitratio n. A new employee enterprise agreement was negotiated at Cadia in 2025, with a nominal expiry date in 2029. A failure to successfully enter into new contracts or resolve ongoing union complaints could result in future labor disputes, work stoppages or other disruptions in production that could adversely affect our operations and financial performance. Future disputes at the Company’s operations, projects or joint ventures may not be resolved without disruptions.Our Peñasquito operation in Mexico is subject to social, political, regulatory, and economic risks.Our Peñasquito operation has in the past, and may in the future, be affected significantly and adversely by social, political, regulatory, or economic developments in Mexico. A wide range of general and industry-specific Mexican federal and state environmental laws and regulations apply to our operations. These laws and regulations are often difficult and costly to comply with and carry substantial penalties for non-compliance. For example, in the State of Zacatecas, Mexico, environmental taxes became effective in 2017 with little clarity on how the taxes are to be calculated. The Company, along with other companies in the State of 44Table of ContentsZacatecas, continue to need to engage with governmental authorities to understand how the environmental tax would be levied year-over-year, which could result in significant increases in tax amounts. See the Risk Factor under the heading “New or changing legislation and tax risks in certain operating jurisdictions could negatively affect us” for additional information. Additionally, in May 2023, the Mexican government published several amendments to laws relating to the country's mining industry, which includes changes to Mexico's Mining Law, National Waters Law, General Law of Ecological Equilibrium and Environmental Protection and General Law for the Prevention and Integral Handling of Wastes (“Mining Reform”). The Mining Reform has added significant uncertainty for foreign investors in Mexico and companies operating in the mining sector, including Newmont. As a result of the Mining Reform, we expect that it will be more difficult for us to access/maintain rights to land and water, thereby negatively impacting our mining activities within Mexico, raising concerns around exploration programs, security of concessions, and out of cycle community negotiations. If political and regulatory trends continue in a manner that is increasingly less supportive of mining, it will have an adverse impact on our operations and financial results. In June 2023, the Company filed an injunction (Amparo) against the reforms, and was served with a provisional suspension to the applicability of several provisions of the Mining Reform on January 2024, which remains pending resolution. Additionally, in February 2024, Mexico's president presented before parliament a series of new constitutional reforms. The proposed reforms include a possible ban on the granting of open pit mining concessions and banning activities related to the exploration, exploitation, benefit or use of minerals or metals using open pit mining methods, and potential limitations on water concessions in certain areas of the country. If proposed reforms were to be enacted it could materially impact our exploration activities and operations at Peñasquito and adversely impact financial results. In December 2025, a decree issuing the General Waters Law and amendment to the National Waters Law was enacted, which could negatively impact the Company and its operations in Mexico if the Company requires additional volumes to those under its current concessions. Potential impacts include restrictions on transfer of water volumes among concessionaires and other water volume limitations. Production at our Peñasquito operation is dependent upon the efforts of our employees and, consequently, our maintenance of good relationships with our employees. In recent years, we have had several disputes with the Union. Following negotiations in 2022, Newmont and the Union reached a CBA in June 2022 whereby Union represented workforce will participate in uncapped profit-sharing bonus up to 10%, which resulted in increased labor costs. In June 2023, the Union made claims regarding violations of legal regulations and labor agreements (which the Company refuted) and notified the Company of a strike action demanding an increase in the uncapped profit-sharing benefit provided for in the CBA that represented a 100 percent increase equivalent to a 20 percent instead of 10 percent profit-sharing. The Company urged the Union to abide by the mutually agreed CBA and engaged in dialogue with the Union and the government, but the disagreement remained unresolved until October 2023 when the parties reached a definitive agreement to end the strike. Per the agreement, the Company paid Peñasquito workers a fixed amount equivalent to approximately 60% of wages for the duration of the strike, and an additional bonus of two months’ wages to be paid out in the second quarter of 2024, given that the Peñasquito mine reported no profit in 2023 as a consequence of the strike. Additionally, as a part of a separate annual negotiation under the Collective Bargaining Agreement, the Company agreed to an annual salary increase of 8% effective as of August 1, 2023, which is in line with the Mexican mining industry wage increases for 2023. In October 2024, Newmont Peñasquito and the Union agreed on a new CBA for 2024-2026, reflecting the mutual commitment of all parties. From June 2023 to October 2023, Minera Peñasquito suspended operations, which negatively impacted production and revenue. Any failure to successfully resolve future union complaints could result in additional work stoppages and/or other future disruptions in production and labor issues that could adversely affect our operations and financial performance and our ability to achieve expected results and guidance. A deterioration in Mexico’s economy, social instability, political unrest, or other adverse social developments in Mexico could also adversely affect operating results at Peñasquito, as well as the safety and security of the site and workforce. For example, in recent years, Mexico has experienced a period of increasing criminal activity, primarily due to the activities of drug cartels and related criminal organizations, including in the State of Zacatecas. Any increase in the level of violence or a concentration of violence near or around the Peñasquito mine could have an adverse effect on operating results.We may not be able to operate successfully if we are unable to recruit, hire, retain and develop key personnel and a qualified and diverse workforce. In addition, we are dependent upon our employees being able to perform their jobs in a safe and respectful work environment. We depend upon the services of a number of key executives and management personnel. Our success is also dependent on the contributions of our highly skilled and experienced workforce. Our ability to achieve our operating goals depends upon our ability to recruit, hire, retain and develop qualified and diverse personnel to execute on our strategy. There continues to be competition over highly skilled personnel in our industry. If we lose key personnel, or one or more members of our senior management team and/or executive leadership team and we fail to develop adequate succession plans, or if we fail to hire, retain and develop qualified and diverse employees, our business, financial condition, results of operations and cash flows could be harmed. Additionally, efforts to retain, attract and develop key personnel may also result in additional expenses which could adversely impact our financial performance and profitability.Our business is dependent upon our workforce being able to safely perform their jobs, including the potential for physical injuries or illness or fatality. If we experience periods where our employees are unable to perform their jobs for any reason, including as a result of illness, our operations could be adversely affected. See the risk factor under the heading “Our operations and business 45 Table of Contents have in the past been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.”In addition to physical safety, protecting the psychological safety of our employees is necessary to maintaining a safe, respectful and inclusive work environment. We are fundamentally committed to creating and maintaining a work environment in which employees are treated fairly, with dignity, decency, respect and in accordance with all applicable laws. We recognize that bullying, sexual misconduct and sexual harassment, and harassment based on other protected categories, including race, have been prevalent in every industry, including the mining industry. Features of the mining industry, such as being a historically hierarchical and male-dominated culture, create risk factors for harmful workplace behavior. While we do not tolerate discrimination and harassment of any kind (including but not limited to gender, sexual orientation, gender identity, gender expression, race, religion, national origin, ethnicity, age, or disability, among others), our policies and processes may not prevent or detect all potential harmful workplace behaviors. We occasionally identify or are apprised of information or allegations that certain employees, affiliates, agents or associated persons may have engaged in harmful behaviors and improper, inappropriate or unlawful conduct, including but not limited to bullying, discrimination and harassment. If the Company fails to maintain a safe, respectful and inclusive work environment, it could impact our ability to retain talent and maintain a diverse workforce and damage the Company’s reputation. If the Company fails to maintain a safe environment that is free of harassment, discrimination or bullying, it could adversely impact employee engagement, performance and productivity, result in potential legal claims and/or damage the Company’s reputation, which could have a material adverse effect on our business, financial position and results of operations or adversely affect the Company’s market value. See also the risk factor under the heading " Damage to our reputation may result in decreased investor confidence, challenges in maintaining positive community relations and can pose additional obstacles to our ability to develop our projects, which may result in a material adverse impact on our business, financial position, results of operations and growth prospects .” We rely on contractors to conduct a significant portion of our operations and construction projects. A significant portion of our operations and construction projects are currently conducted in whole or in part by contractors. As a result, our operations are subject to a number of risks, some of which are outside our control, including: • Negotiating agreements with contractors on acceptable terms; • New legislation limiting or altering the ability to utilize contractors or outsourced resources; • The inability to replace a contractor and its operating equipment in the event that either party terminates the agreement; • Reduced control over those aspects of operations which are the responsibility of the contractor; • Failure of a contractor to perform under its agreement; • Interruption of operations or increased costs in the event that a contractor ceases its business due to insolvency or other unforeseen events; • Failure of a contractor to comply with applicable legal and regulatory requirements, to the extent it is responsible for such compliance; • Problems of a contractor with managing its workforce, labor unrest or other employment issues; and • Liability to third parties as a result of the actions of our contractors.A failure of contractors to align employment practices with Newmont standards can also result in reactions from our employees and our workforce as they express solidarity with their counterparts in the field. In addition, laws and regulations relating to the use of contractors may vary in the jurisdictions in which we operate, and changes in legal and regulatory restrictions may also impact our ability to utilize contractors and outsourcing services. For example, new mining industry regulations came into effect in Ghana, Africa, which require that the supply of specific products and services, and certain roles, be reserved for citizens, which may limit the pool of available contractors and service providers and restrict our ability to utilize certain contractors. Additionally, the Mexican government enacted labor and tax laws in April 2021, significantly restricting certain subcontracting and outsourcing of personnel, which has required the conversion of certain contractors to employee status and resulted in increased labor costs. Further changes in law and the occurrence of one or more of these risks could adversely affect our results of operations and financial position.46 Table of ContentsLegal Risks Our business is subject to the U.S. Foreign Corrupt Practices Act, and other related anti-bribery laws and regulations. A breach or violation of these rules and regulations could lead to substantial sanctions and civil and criminal prosecution, as well as fines and penalties, litigation, loss of licenses or permits and other collateral consequences and reputational harm. We operate in certain jurisdictions that have experienced governmental and private sector corruption to some degree, and, in certain circumstances, compliance with anti-bribery laws and heightened expectations of enforcement authorities may be in tension with certain local customs and practices. The U.S. Foreign Corrupt Practices Act and other laws with extraterritorial reach, including the U.K. Bribery Act, and anti-bribery laws in other jurisdictions in which we operate generally prohibit companies and their intermediaries from making improper payments for the purpose of obtaining or retaining business or other improper commercial advantage. We have a business integrity and compliance program which includes our Code of Conduct, Business Integrity Policy and other policies, standards, and procedures, all of which mandate compliance with these anti-bribery laws by the Company and its affiliates and their personnel, and also by third parties when they are engaged on our behalf. Our program also includes preventative and detective controls, and a well-publicized business integrity helpline for raising complaints (including the option for anonymity if the reporter so chooses), questions and concerns as well as processes for evaluating and investigating such concerns and assurances of non-retaliation for persons who raise concerns in good faith. We report regularly to the executive leadership team and the Audit Committee of our Board of Directors on such program components. We could be held responsible if our internal controls, policies, and procedures fail to protect us from misinterpretation of, or noncompliance with, applicable anti-bribery laws, regulations and internal policies, recklessness, fraudulent behavior, dishonesty or other inappropriate acts committed by our affiliates, employees, agents, or associated persons for which we might be considered responsible. As such, our corporate internal controls policies and processes may not prevent or detect all potential breaches of law or other governance practices. In addition, and despite the fact that Newmont undertook significant pre and post-acquisition due diligence efforts, the compliance mechanisms and monitoring programs adopted and implemented by Newcrest prior to our acquisition of Newcrest in November 2023 may not have adequately prevented or detected all possible violations of the U.S. Foreign Corrupt Practices Act and/or other applicable anti-bribery laws and regulations attributable to Newcrest prior to Newmont's acquisition and we may be held liable for any such violations. We occasionally identify or are apprised of information or allegations that certain employees, affiliates, agents or associated persons may have engaged in improper or unlawful conduct for which we might be held responsible. Our policy when receiving credible information or allegations is to conduct investigations and compliance reviews to evaluate that information, determine compliance with applicable anti-bribery laws and regulations and company policies and take such remedial steps as may be warranted, including the possibility of making a voluntary self-disclosure to the applicable authorities. Violations of these laws, or allegations of such violations, could lead to substantial investigation and remedial costs, sanctions and civil and criminal prosecution, as well as fines and penalties, litigation, loss of operating licenses or permits and other collateral consequences, and may damage the Company’s reputation, which could have a material adverse effect on our business, financial position and results of operations or cause the market value of our common shares to decline.Newmont’s global operations create exposure to U.S. and international trade, sanctions, and export control risks. As a U.S.-headquartered company, Newmont must comply with U.S. trade laws worldwide, as well as applicable local regulations. These risks stem from cross-border movement of mineral, equipment, technology, services, capital, and data, often involving third parties. Trade compliance failures may result in legal exposure, financial penalties, operational disruption, reputational damage, and restricted access financial systems or markets. Export control laws, economic sanctions and international trade compliance regulations are always changing. As such, we have established a trade compliance program that includes policies, standards, and procedures, designed to ensure compliance with these regulations. Our program includes preventive and detective controls, employee training, and a robust third-party screening and ongoing monitoring program. Despite these efforts, our internal controls, policies, and procedures may not detect or prevent all violations of trade compliance laws, and we could be held accountable for misconduct, errors, or failures by employees, affiliates, agents, or third-party partners. We conduct investigations and evaluations in response to credible allegations of noncompliance, and may take remedial actions, including, where applicable, voluntary disclosures to authorities. Violations or allegations of trade compliance breaches could result in significant investigation costs, sanctions, litigation, loss of licenses, and reputational damage, which may materially impact our financial condition, operations, and the market value of our common shares. Unanticipated litigation or negative developments in pending litigation or with respect to other contingencies may adversely affect our financial condition and results of operations. We are currently, and may in the future become, subject to litigation, arbitration or other legal proceedings with other parties. Developments in these legal proceedings, or others that could be brought against us in the future, could have a material adverse effect on our business, financial position and/or results of operations. For further detailed discussion of litigation, please refer to Note 24 to the Consolidated Financial Statements. 47Table of ContentsTitle to some of our properties may be insufficient, defective, or challenged.The sufficiency or validity of the Company's Legal Title in and to its properties may be uncertain or subject to challenges by third parties, including governmental authorities, Indigenous or communal groups, or private entities. For example, at our Conga project in Peru, we continue to seek resolution to a land dispute with local residents. In Mexico, exploration and mining rights are granted through a mining concession, pertaining to the mineral estate, and do not confer rights of ownership, possession, use, or access in or to the corresponding surface estate. Surface rights must be acquired through purchase, lease, or easement from private parties, local communities, or governmental authorities. We enter into temporary occupation agreements ranging from five to thirty years with the Ejido communities, which allow us to use the surface of the lands for our mining operations, and at any particular time we may be involved in negotiations to enter into new temporary occupation agreements or other surface access agreements or amend existing agreements. Failure to reach new, or renewal of existing, agreements or disputes regarding these agreements may lead to blockades, suspension of operations, project delays, and on occasion may lead to legal disputes.In addition, certain Australian and Canadian properties are owned by Indigenous peoples or are subject to certain inherent aboriginal rights, treaty rights, and/or asserted rights in and to their traditional territories, and our ability to acquire necessary rights to explore, develop, or mine these properties is dependent on agreements with them. Our ability to secure permits, licenses and/or agreements may be dependent on formal determinations of Indigenous or Native title rights issued by governmental authorities, the lack or delay of which may impede the Company’s ability to explore, develop, or mine. In Ghana, Peru, and Suriname, our Legal Title may be subject to challenge based on the presence and activities of artisanal miners or other trespassers due to adverse possession and/or the inability of the Company to satisfy its statutory, regulatory, or contractual obligations required to maintain, extend, or renew Legal Title in and to its land tenure. See risk factors under the headings “ We may be unable to obtain or retain necessary permits and land or mining tenure, which could adversely affect our operations ”, “ Illegal mining and artisanal mining occurs on or adjacent to certain of our properties exposing such sites to security risks ”, and “Civil disturbances and criminal activities can disrupt business and expose the Company to liability” above for further information. A determination of insufficient or defective Legal Title, or an adverse outcome from a challenge to our Legal Title, could result in loss, litigation, insurance claims, reputational damage, and the impairment, suspension, or cessation of exploration, development, or mining activities. Such outcomes could materially impact our operations, and result in significant financial losses that affect the Company's business as a whole. Risks Related to Our Common Stock The price of our common stock may be volatile, which may make it difficult for you to sell the common stock at the price you paid or at prices you find attractive.As a publicly traded company with securities listed on the New York Stock Exchange ("NYSE"), the Australian Securities Exchange ("ASX"), and the Papua New Guinea Stock Exchange ("PNGX") the market price and volume of our common stock may be subject to significant fluctuations due not only to general stock market conditions but also to a change in sentiment in the market regarding the performance of our operations, business prospects or liquidity. Among the factors that could affect the price of our common stock are: (i) changes in gold, and to a lesser extent, silver, copper, zinc or lead prices; (ii) operating and financial performance that vary from the outlook provided to securities analysts and investors or the expectations of securities analysts and investors or changes in our outlook; (iii) developments in our business or in the mining sector generally; (iv) regulatory changes affecting our industry generally or our business and operations; (v) the operating and stock price performance of companies that investors consider to be comparable to us; (vi) announcements of strategic developments, acquisitions, dispositions and other material events by us or our competitors; (vii) our ability to integrate and operate the companies and the businesses that we acquire; (viii) the perception of the Company’s ESG performance and its ability to deliver on ESG commitments and expectations, including in connection with the Company's climate strategy; (ix) response to activism; and (x) changes in global financial markets and macroeconomic and geopolitical conditions, such as interest or foreign exchange rates, an escalation of sanctions, tariffs, or other trade tensions, stock, commodity, credit or asset valuations or volatility. The stock markets in general have experienced extreme volatility that has at times been unrelated to the operating performance of a particular company, and has in the past been impacted by the COVID-19 pandemic and global conflicts, and could in the future be impacted by geopolitical and other macroeconomic factors. These broad market fluctuations may adversely affect the trading price of our common stock. In addition, securities class action litigation is sometimes brought against companies after periods of volatility in the market price of their securities, such as the putative securities class action filed in January 2025 initially asserting, among other things, that statements we made from February 2024 to October 2024 in conjunction with our financial outlook were false or misleading, or failed to include material information (see Note 24 - Commitments and Contingencies of Notes to Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for additional information regarding this putative class action law suit). We may in the future be the target of similar litigation which could result in substantial costs and divert management’s attention and resources. Newmont CHESS depositary interest ("CDIs") are quoted and trade on the ASX in Australian dollars, whereas Newmont common stock is quoted and trade on NYSE in US dollars. While Newmont CDI holders cannot directly trade the underlying Newmont stock on the NYSE, they are entitled to transmute their Newmont CDIs into common stock. There is a risk that the liquidity in the market for Newmont CDIs reduces for a range of reasons including a reduction in the number of CDIs on issue due to the conversion of CDIs to Newmont common stock. Reduced liquidity in the market can impact the speed at which CDIs are able to be bought or sold and the price at which they trade. For a range of reasons, including liquidity, market sentiment and the AUD:USD exchange rate, there is potential CDIs may trade at a discount to our common stock trading on NYSE. 48Table of ContentsNewmont PETS depository interests (“PDIs”) on the PNGX have similar risks to Newmont CDIs as set out above. In addition, as PNG is a developing country, PNGX is a stock exchange located in an emerging market set within a dynamic political landscape. As a result of this, the PNGX and its listing rules may be liable to review and overhaul. This occurred with the introduction of a new suite of PNGX Listing Rules which came into effect in 2023. As the PNGX currently has only 12 companies listed, these new PNGX Listing Rules are largely yet to be tested in practice and, as the PNGX has complete discretion over any application for listing, a risk of uncertainty arises as to their application, particularly in respect of PDIs, as changes to the PNGX Business Rules addressing PDI’s were not included in the recent suite of amendments.In addition, it is possible that further changes to the PNGX Listing Rules or the PNGX Business Rules will be made in the future, either in respect of PDIs or more generally. Uncertainty created as a result of changing or untested PNGX Listing Rules or PNGX Business Rules may give rise to delays in actions sought to be taken by Newmont, by Newmont PDI holders, and any new compliance requirements may impact on the desirability of Newmont PDIs as a security.The PNGX is a small market resulting in limited liquidity. Newmont does not know the extent to which investor interest will lead to the development of an active trading market for the Newmont PDIs or how liquid that market may become. There can be no guarantee that an active trading market for the Newmont PDIs will develop or that the price of the Newmont PDIs will increase. There may be relatively few potential buyers or sellers of the Newmont PDIs on the PNGX at any time. This may increase the volatility of the market price of the Newmont PDIs. It may also affect the prevailing market price at which stockholders are able to sell their Newmont PDIs. This may result in stockholders receiving a market price for their Newmont PDIs that is less than the price that the stockholder paid. Newmont ceased trading on the Toronto Stock Exchange (“TSX”) following voluntary delisting that became effective at the close of trading in September 2025. Market conditions, investor demand, or other factors beyond the Company’s control could result in reduced trading activity or liquidity over time which could limit the liquidity and marketability of the Company’s securities. There can be no assurances as to the level of trading volume, liquidity, or interest in the Company’s securities on other foreign exchanges or whether the Company's securities will continue to be traded on secondary exchanges in the future.Holders of our common stock, CDIs and PDIs may not receive dividends. Holders of our common stock (including those who hold Newmont CDIs and Newmont PDIs) are entitled to receive only such dividends as our Board of Directors may declare out of funds legally available for such payments. We are incorporated in Delaware and governed by the Delaware General Corporation Law. Delaware law allows a corporation to pay dividends only out of surplus, as determined under Delaware law or, if there is no surplus, out of net profits for the fiscal year in which the dividend was declared and for the preceding fiscal year. Under Delaware law, however, we cannot pay dividends out of net profits if, after we pay the dividend, our capital would be less than the capital represented by the outstanding stock of all classes having a preference upon the distribution of assets. Our ability to pay dividends will be determined based on Newmont’s financial results, balance sheet strength, cash and liquidity requirements, future prospects, gold and commodity prices and other factors deemed relevant by our Board of Directors. Although we have historically declared cash dividends on our common stock, we are not required to declare cash dividends on our common stock (and, by extension, Newmont CDIs and PDIs). An annualized dividend payout level has not been declared by the Board of Directors, and the declaration and payment of future dividends, including future quarterly dividends, remains at the discretion of the Board of Directors. Our dividend framework is non-binding, and our Board of Directors may modify the dividend framework or reduce, defer or eliminate our common stock dividend in the future. A reduction or suspension in our dividend payments could have a negative effect on the price of our common stock. Compliance with exchange listing rules as a foreign exempt listing may differ from investor expectations.Newmont is subject to the listing standards of the NYSE, as its primary stock exchange. In addition, it is subject to additional requirements and standards of its secondary listings on the ASX and PNGX. For example, as part of Newmont’s acquisition of Newcrest, Newmont was admitted to the Official List of ASX Limited as a foreign exempt listing. As a foreign exempt listing, Newmont is exempt from complying with substantially all of the ASX Listing Rules on the basis that Newmont must comply with the rules of its home exchange, the NYSE. ASX Listing Rules with regard to Foreign Exempt Listings which apply to Newmont include: (i) providing the ASX with copies of its public filings; (ii) continuing to comply with the NYSE Listing Rules; (iii) registering as a foreign company carrying on business in Australia under the Corporations Act; and (iv) complying with certain ASX Listing Rules concerning procedural and administrative matters, including lodging announcements, trading halt, suspension and removal. While a benefit of holding CDIs for Australian investors is that it enables trading of Newmont stock on the ASX (via a Newmont CDI), individual investors need to weigh this convenience with the risks inherent in trading CDIs on the ASX rather than the underlying stock on the NYSE, including the potential for delays in disclosure being released to the ASX and fluctuations in price due to trading in underlying Newmont common stock on the NYSE that occurs outside of the ASX trading hours (and which may be influenced by disclosures made outside of ASX trading hours). There may also be a commercial or other disadvantage to investors from the differing disclosure regimes and expectations, as between a stock with a primary listing on the ASX compared to a CDI that is underpinned by a stock with a primary listing on the NYSE. Accordingly, investors in Australia and PNG should be aware that under applicable listing rules, Newmont’s disclosure obligations as a foreign exempt listing will differ from those of companies with a primary or non-exempt listing on ASX or PNGX, including without limitation, in connection with certain filing and distribution requirements, financial presentation requirements, and reserve and resource declaration requirements. 49Table of ContentsRisks Related to Divestitures and Related Agreement We may not receive any or all deferred or contingent consideration for divested assets. The Company completed a series of asset divestments in recent years, including the sale of the Telfer reportable segment in the fourth quarter of 2024, the sale of the CC&V, Musselwhite, and Éléonore reportable segments in the first quarter of 2025, the sale of the Porcupine and Akyem reportable segments in the second quarter of 2025, and the sale of the Coffee development project in the fourth quarter of 2025. In addition, the Company has entered other asset and business transactions in prior periods that include continuing indemnification, guarantee, or contingent payment obligations. For recent completed divestments certain portions of the total consideration remain deferred, and the Company has continuing obligations under various sale agreements. Deferred payments are subject to future events and conditions outside of the Company’s control, including but not limited to regulatory approvals and the gold price. For example, deferred consideration for the sale of CC&V consists of $175 payable in two installments of $87.5 upon certain regulatory approvals. Deferred consideration for the sale of Musselwhite consists of $40 payable in two installments of $20 on the first and second year anniversary of the close date, dependent on the average spot gold price over the respective period. There can be no assurance that the Company will receive all such deferred amounts when due, or at all, or that such payments will not be delayed, reduced, or disputed by purchasers. Any failure to realize the expected benefits of transactions, delays or shortfalls in receipt of deferred consideration, or the crystallization of retained liabilities or indemnification claims could materially and adversely affect the Company’s results of operations, cash flows, and overall financial condition. No assurances can be provided with respect to the timing or receipt of contingent consideration payments in the future, or adjustments due to indemnification requirements or liabilities. We are subject to ongoing indemnification and other retained liabilities from both recent and historical transactions. The Company is subject to certain indemnifications, guarantees, and obligations in connection with both recent divestitures and prior transactions, including those related to reclamation, remediation and closure costs, environmental liabilities, tax matters, regulatory actions, or other historical obligations. For example, the recent CC&V sale agreement includes an indemnification provision pursuant to which the Company will indemnify the buyer for 90% of certain closure costs over $500 related to the Company’s historical mining activities with no limitation to the maximum potential future payments. See Note 2 (under the heading Indemnification Liabilities) and Note 3 (under the heading Divestitures) the Consolidated Financial Statements for additional information. In 2025, the Company also completed the sale of the Akyem, including Newmont Golden Ridge Limited (“NGRL”). In the case of an adverse final judgment against NGRL pursuant to a non-appealable governmental order, if any, in connection with the Constitutional case described in Note 24 to the Consolidated Financial Statements, Newmont would be required to indemnify the buyer for certain fines, penalties, and disgorgements. It is not always possible to estimate the Company's maximum exposure under these indemnifications or guarantees due to the conditional nature of these obligations. For indemnifications provided in sales agreements, a portion of the sale proceeds is allocated to these residual obligations and accounted for as a contingent liability, which adjusts the gain or loss that would otherwise result from the transaction. The subsequent accounting for the liability depends on the nature of the underlying obligation and subsequent developments that affect the likelihood or magnitude of the risk. Indemnification liabilities are reduced as the Company is released from risk under the obligation. However, purchasers or counterparties may pursue an indemnification claim triggered by future events outside the Company’s control, including events arising long after the completion of the underlying transaction, which may also result in interest and penalties. For example, in 2020, Newmont completed the sale of Continental Gold, which included indemnification against future tax assessments related to the transaction, subject to the conditions of the agreement. In 2025, Newmont was notified of a potential indemnification claim from the buyer, which remains uncertain and subject to the outcome of related tax and legal proceedings, as well as a determination on the applicability of the indemnity. An adverse determination by the relevant tax authority against the buyer could result in a significant liability. Indemnity obligations, if applicable, may require future payments and could adversely affect the Company’s financial position.

Item 7 · Management's Discussion & Analysis

+539 paragraphs −620 paragraphs ~539 changed

FY 2024-12-31 (earlier)

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS (dollars in millions, except per share, per ounce and per pound amounts) The following Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations (“MD&A”) provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Newmont Corporation, a Delaware corporation, and its subsidiaries (collectively, “Newmont,” the “Company,” “our” and “we”). We use certain non-GAAP financial measures in our MD&A. For a detailed description of each of the non-GAAP measures used in this MD&A, please refer to the discussion under Non-GAAP Financial Measures. This item should be read in conjunction with our Consolidated Financial Statements and the notes thereto included in this annual report.The following MD&A generally discusses our consolidated financial condition and results of operations for 2024 and 2023 and year-to-year comparisons between 2024 and 2023. Discussions of our consolidated financial condition and results of operations for 2022 and year-to-year comparisons between 2023 and 2022 are included in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations, of the Company’s Annual Report on Form 10-K , filed with the Securities and Exchange Commission on February 29, 2024.OverviewNewmont is the world’s leading gold company and is the only gold company included in the S&P 500 Index and the Fortune 500 list of companies. We have been included in the Dow Jones Sustainability Index-World since 2007 and have adopted the World Gold Council’s Conflict-Free Gold Policy. In June 2024, the Company was named as the only miner in TIME’s top 100 green firms ranking. Since 2015, Newmont has been ranked as the mining and metal sector’s top gold miner by the S&P Global Corporate Sustainability Assessment. Newmont has been ranked the top miner in 3BL Media’s 100 Best Corporate Citizens list which ranks the 1,000 largest publicly traded U.S. companies on ESG transparency and performance since 2020. We are primarily engaged in the exploration for and acquisition of gold properties, some of which may contain copper, silver, lead, zinc or other metals. We have significant operations and/or assets in the U.S., Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, Australia, Papua New Guinea, Ecuador, Fiji, and Ghana. Our goal is to create value and improve lives through sustainable and responsible mining. Refer to the Consolidated Financial Results, Results of Consolidated Operations, Liquidity and Capital Resources and non-GAAP Financial Measures for information about the continued impacts from inflationary pressures, effects of certain countermeasures taken by central banks, and supply chain disruptions, with particular consideration on the outlook for increased costs specific to labor, materials, consumables and fuel and energy on operations, as well as impacts on the timing and cost of capital expenditures and the risk of potential impairment to certain assets. Refer to discussion of Risk and Uncertainties within Note 2 to the Consolidated Financial Statements for further information. Non-core Asset Divestitures Based on a comprehensive review of the Company’s portfolio of assets following the Newcrest acquisition, the Company’s Board of Directors approved a portfolio optimization program to divest six non-core assets and a development project in February 2024. The non-core assets to be divested include Akyem, CC&V, Éléonore, Porcupine, Musselwhite, Telfer, and a development project in Canada. In February 2024, the Company concluded that these non-core assets and the development project met the accounting requirements to be presented as held for sale in the first quarter of 2024, based on progress made through our active sales program and management’s expectation that the sale is probable and will be completed within 12 months. As of December 31, 2023, the aggregate net book value of the non-core assets and the development project was $3,419. While the Company remains committed to a plan to sell these assets for a fair price, there is a possibility that the assets held for sale may exceed one year due to events or circumstances beyond the Company's control. In the second half of 2024, the Company entered into a definitive agreement to sell the assets of the Telfer reportable segment, which closed in the fourth quarter 2024. As a result of the sale, a loss of $160 was recognized in Loss on assets held for sale . Additionally, in the fourth quarter of 2024 the Company entered into definitive agreements to sell the reportable segments of Akyem, Musselwhite, Éléonore, and CC&V and in January 2025 the Company entered into a definitive agreement to sell the Porcupine reportable segment. All of which are expected to close in the first half of 2025 and remained designated as held for sale at December 31, 2024. The non-core assets and the development project classified as held for sale are recorded at the lower of the carrying value or fair value, less costs to sell. These assets are periodically valued until sale occurs with any resulting gain or loss recognized in Loss on assets held for sale . As a result, for the year ended December 31, 2024 a loss of $859 was recognized within Loss on assets held for sale , of which $160 and $699 related to Telfer and the disposal groups remaining as held for sale as of December 31, 2024, respectively. The $699 loss on the disposal groups remaining as held for sale resulted in an aggregate net book value of $2,432 at December 31, 2024. A resulting tax impact of $255 was recognized for the year ended December 31, 2024, resulting in a total loss of $1,114 recognized for the year ended December 31, 2024, within Loss on assets held for sale . For further information, refer to Note 3 to the Consolidated Financial Statements. 92Table of ContentsNewcrest AcquisitionOn November 6, 2023, the Company completed its business combination transaction with Newcrest Mining Limited, a public Australian mining company limited by shares ("Newcrest"), whereby Newmont, through Newmont Overseas Holdings Pty Ltd, an Australian proprietary company limited by shares (“Newmont Sub”), acquired all of the ordinary shares of Newcrest in a fully stock transaction for total non-cash consideration of $13,549. Newcrest became a direct wholly owned subsidiary of Newmont Sub and an indirect wholly owned subsidiary of Newmont (such acquisition, the “Newcrest transaction”). The combined company continues to be traded on the New York Stock Exchange under the ticker NEM. The combined company is also listed on the Toronto Stock Exchange under the ticker NGT, on the Australian Securities Exchange under the ticker NEM, and on the Papua New Guinea Securities Exchange under the ticker NEM. For further information, refer to Note 3 to the Consolidated Financial Statements. For information on asset sales impacting comparability of below results, refer to Note 9 to the Consolidated Financial Statements.Consolidated Financial Results The details of our Net income (loss) from continuing operations attributable to Newmont stockholders are set forth below: Year Ended December 31, Increase (decrease)2024 2023 Net income (loss) from continuing operations attributable to Newmont stockholders $ 3,280 $ (2,521) $ 5,801 Net income (loss) from continuing operations attributable to Newmont stockholders per common share, diluted $ 2.86 $ (3.00) $ 5.86 Year Ended December 31, Increase (decrease) 2023 2022 Net income (loss) from continuing operations attributable to Newmont stockholders $ (2,521) $ (459) $ (2,062) Net income (loss) from continuing operations attributable to Newmont stockholders per common share, diluted $ (3.00) $ (0.58) $ (2.42) Net income (loss) from continuing operations attributable to Newmont stockholders increased during the year ended December 31, 2024, compared to the same period in 2023, partially due to the impact of sites acquired in the Newcrest transaction which contributed $1,047 to the increase. Excluding the impact of the sites acquired in the Newcrest transaction, the increase in Net income (loss) from continuing operations attributable to Newmont stockholders for the year ended 2024 compared to the same period in 2023 was primarily due to (i) higher average realized prices for all metals; (ii) lower Impairment charges ; (iii) lower Reclamation and remediation ; and (iv) and higher net income at Peñasquito which had been impacted in 2023 as a result of the labor strike. This increase was partially offset by the Loss on assets held for sale and higher income and mining tax expense.Refer below for further information on the change in Costs applicable to sales and Depreciation and amortization.The details and analyses of our Sales for all periods presented are set forth below. Refer to Note 5 to the Consolidated Financial Statements for additional information. Year Ended December 31, Increase (decrease)2024 2023 Gold $ 15,746 $ 10,593 $ 5,153 Copper 1,327 575 752 Silver 792 335 457 Lead 195 96 99 Zinc 622 213 409 $ 18,682 $ 11,812 $ 6,870 93 Table of Contents Year Ended December 31, Increase (decrease) 2023 2022 Gold $ 10,593 $ 10,416 $ 177 Copper 575 316 259 Silver 335 549 (214) Lead 96 133 (37) Zinc 213 501 (288) $ 11,812 $ 11,915 $ (103)Year Ended December 31, 2024 Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Consolidated sales: Gross before provisional pricing and streaming impact $ 15,701 $ 1,377 $ 724 $ 200 $ 691 Provisional pricing mark-to-market 105 — 14 (2) 8 Silver streaming amortization — — 91 — — Gross after provisional pricing and streaming impact 15,806 1,377 829 198 699 Treatment and refining charges (60) (50) (37) (3) (77) Net $ 15,746 $ 1,327 $ 792 $ 195 $ 622 Consolidated ounces/pounds sold (1)(2) 6,539 332 33 213 545 Average realized price (per ounce/pound): (3) Gross before provisional pricing and streaming impact $ 2,401 $ 4.15 $ 22.05 $ 0.94 $ 1.27 Provisional pricing mark-to-market 16 — 0.42 (0.01) 0.02 Silver streaming amortization — — 2.79 — — Gross after provisional pricing and streaming impact 2,417 4.15 25.26 0.93 1.29 Treatment and refining charges (9) (0.15) (1.13) (0.02) (0.15) Net $ 2,408 $ 4.00 $ 24.13 $ 0.91 $ 1.14 ____________________________ (1) Amounts reported in millions except gold ounces, which are reported in thousands.(2) For the year ended December 31, 2024, the Company sold 150 thousand tonnes of copper, 97 thousand tonnes of lead, and 247 thousand tonnes of zinc. (3) Per ounce/pound measures may not recalculate due to rounding.Year Ended December 31, 2023 Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Consolidated sales: Gross before provisional pricing and streaming impact $ 10,605 $ 601 $ 312 $ 103 $ 281 Provisional pricing mark-to-market 34 15 7 (4) (15) Silver streaming amortization — — 42 — — Gross after provisional pricing and streaming impact 10,639 616 361 99 266 Treatment and refining charges (46) (41) (26) (3) (53) Net $ 10,593 $ 575 $ 335 $ 96 $ 213 Consolidated ounces/pounds sold (1)(2) 5,420 155 17 107 222 Average realized price (per ounce/pound): (3) Gross before provisional pricing and streaming impact $ 1,957 $ 3.87 $ 18.53 $ 0.96 $ 1.27 Provisional pricing mark-to-market 6 0.10 0.44 (0.03) (0.07) Silver streaming amortization — — 2.56 — — Gross after provisional pricing and streaming impact 1,963 3.97 21.53 0.93 1.20 Treatment and refining charges (9) (0.26) (1.56) (0.03) (0.24) Net $ 1,954 $ 3.71 $ 19.97 $ 0.90 $ 0.96 ____________________________ (1) Amounts reported in millions except gold ounces, which are reported in thousands.(2) For the year ended December 31, 2023, the Company sold 71 thousand tonnes of copper, 49 thousand tonnes of lead, and 101 thousand tonnes of zinc. (3) Per ounce/pounds measures may not recalculate due to rounding. 94 Table of Contents Year Ended December 31, 2022Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds)Consolidated sales: Gross before provisional pricing and streaming impact $ 10,461 $ 337 $ 533 $ 145 $ 583 Provisional pricing mark-to-market (2) (11) (11) (1) (9) Silver streaming amortization — — 73 — — Gross after provisional pricing and streaming impact 10,459 326 595 144 574 Treatment and refining charges (43) (10) (46) (11) (73) Net $ 10,416 $ 316 $ 549 $ 133 $ 501 Consolidated ounces/pounds sold (1)(2) 5,812 85 30 147 373 Average realized price (per ounce/pound): (3) Gross before provisional pricing and streaming impact $ 1,800 $ 3.94 $ 17.90 $ 0.98 $ 1.56 Provisional pricing mark-to-market — (0.13) (0.35) — (0.02) Silver streaming amortization — — 2.45 — — Gross after provisional pricing and streaming impact 1,800 3.81 20.00 0.98 1.54 Treatment and refining charges (8) (0.12) (1.55) (0.07) (0.20) Net $ 1,792 $ 3.69 $ 18.45 $ 0.91 $ 1.34 ____________________________ (1) Amounts reported in millions except gold ounces, which are reported in thousands. (2) For the year ended December 31, 2022, the Company sold 39 thousand tonnes of copper, 67 thousand tonnes of lead, and 169 thousand tonnes of zinc. (3) Per ounce/pound measures may not recalculate due to rounding. The change in consolidated sales is due to:Year Ended December 31,2024 vs. 2023Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Increase (decrease) in consolidated ounces/pounds sold $ 2,197 $ 698 $ 346 $ 98 $ 387 Increase (decrease) in average realized price 2,970 63 122 1 46 Decrease (increase) in treatment and refining charges (14) (9) (11) — (24) $ 5,153 $ 752 $ 457 $ 99 $ 409Year Ended December 31, 2023 vs. 2022 Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Increase (decrease) in consolidated ounces/pounds sold $ (704) $ 266 $ (260) $ (39) $ (233) Increase (decrease) in average realized price 884 24 26 (6) (75) Decrease (increase) in treatment and refining charges (3) (31) 20 8 20 $ 177 $ 259 $ (214) $ (37) $ (288) Sales increased during the year ended December 31, 2024, compared to the same period in 2023, by $6,870, primarily due to a net increase in gold and copper sales of $5,153 and $752, respectively. Of the gold and copper sales increases, $2,807 and $786, were attributable to sites acquired in the Newcrest transaction, respectively.For discussion regarding drivers impacting sales volumes by site, refer to Results of Consolidated Operations below.95Table of Contents The details of our Costs applicable to sales are set forth below. Year Ended December 31, Increase (decrease)2024 2023 Gold $ 7,364 $ 5,689 $ 1,675 Copper 696 359 337 Silver 360 300 60 Lead 116 98 18 Zinc 427 253 174 $ 8,963 $ 6,699 $ 2,264 Year Ended December 31, Increase (decrease) 2023 2022 Gold $ 5,689 $ 5,423 $ 266 Copper 359 181 178 Silver 300 454 (154) Lead 98 94 4 Zinc 253 316 (63) $ 6,699 $ 6,468 $ 231 The increase in Costs applicable to sales during the year ended December 31, 2024, compared to the same period in 2023, is primarily due to the impact of sites acquired in the Newcrest transaction, which contributed $1,551 to the increase to Costs applicable to sales . The increase in Costs applicable to sales during the year ended December 31, 2024, compared to the same period in 2023, was further impacted by (i) an increase of $319 at Peñasquito due to reduced operations in 2023 as a result of the labor strike, (ii) a drawdown of inventory and higher royalties at Ahafo, Akyem and Yanacocha, (iii) higher equipment maintenance costs at Tanami, and (iv) higher contracted services and labor costs at Ahafo; partially offset by a decrease in Costs applicable to sales at Boddington and Cerro Negro due to lower production.For discussion regarding other significant drivers impacting Costs applicable to sales by site, refer to Results of Consolidated Operations below. The Company uses both straight-line and UOP methods of depreciation. Depreciation and amortization will vary as a result of fluctuations in sales volumes and depreciation rates utilized at our mining sites. The details of our Depreciation and amortization are set forth below. Refer to Note 4 to the Consolidated Financial Statements for additional information. Year Ended December 31, Increase (decrease)2024 2023 Gold $ 1,918 $ 1,730 $ 188 Copper 217 53 164 Silver 159 134 25 Lead 52 45 7 Zinc 162 105 57 Other 68 41 27 $ 2,576 $ 2,108 $ 468 Year Ended December 31, Increase (decrease) 2023 2022 Gold $ 1,730 $ 1,838 $ (108) Copper 53 34 19 Silver 134 151 (17) Lead 45 32 13 Zinc 105 96 9 Other 41 34 7 $ 2,108 $ 2,185 $ (77) 96 Table of Contents The increase in Depreciation and amortization during the year ended December 31, 2024, compared to the same period in 2023, is primarily due to the impact of sites acquired in the Newcrest transaction, which contributed $582 to the increase in Depreciation and amortization. Excluding the impact of the sites acquired in the Newcrest transaction, Depreciation and amortization decreased by $114 during the year ended December 31, 2024, compared to the same period in 2023, primarily due to the cessation of depreciation at sites classified as held for sale beginning in March 2024, partially offset by higher ounces mined at Peñasquito in the current year due to the Peñasquito labor strike in 2023 and higher ounces mined and asset additions at Ahafo.For discussion regarding other significant drivers impacting Depreciation and amortization by site, refer to Results of Consolidated Operations below.General and administrative expense was $442, $299, and $276 in 2024, 2023, and 2022, respectively. General and administrative expense increased in 2024, compared to 2023, primarily due to higher salaries and benefits, non-integration related consulting and other charges resulting from the Newcrest transaction, and higher travel costs during the year. General and administrative expense as a percentage of Sales was 2.4%, 2.5%, and 2.3% for 2024, 2023 and 2022 respectively. Interest expense, net of capitalized interest was $375, $243, and $227 in 2024, 2023, and 2022, respectively. Capitalized interest totaled $114, $89, and $69 in each year, respectively. Interest expense, net of capitalized interest increased in 2024, compared to 2023, as a result of the interest expense recognized for the entire year on the debt acquired in the Newcrest transaction in November 2023. Income and mining tax expense (benefit) was $1,397, $526, and $455 in 2024, 2023 and 2022 , respectively. The effective tax rate is driven by a number of factors and the comparability of our income tax expense for the reported periods will be primarily affected by (i) variations in our income before income taxes; (ii) geographic distribution of that income; (iii) impacts of the changes in tax law; (iv) valuation allowances on tax assets; (v) percentage depletion; (vi) fluctuation in the value of the United States dollar and foreign currencies; and (vii) the impact of specific transactions and assessments including significant impairments of goodwill during 2023 and 2022. As a result, the effective tax rate will fluctuate, sometimes significantly, year to year. This trend is expected to continue in future periods. Refer to Note 10 to the Consolidated Financial Statements for further discussion of income taxes.Year Ended December 31,2024 2023Income (Loss) (1)Effective Tax Rate Income Tax (Benefit) Provision Federal and State Cash Tax (Refund) Mining Cash Tax/(Refund) Income(Loss) (1)Effective Tax Rate Income Tax (Benefit) Provision Federal and State Cash Tax (Refund) Mining Cash Tax/(Refund) Nevada $ 733 18 % $ 133 $ — $ 40 $ 431 12 % $ 52 $ — $ 19 CC&V 88 13 11 — — 71 8 6 — — Corporate & Other (285) (37) 106 11 (3) — (391) 26 (100) 15 (3) — Total US 536 47 250 11 40 111 (38) (42) 15 19 Australia 1,741 34 596 295 (3) 47 794 50 398 302 113 Ghana 998 35 348 418 — 481 35 167 223 — Suriname 82 17 14 28 — 53 19 10 10 — Peru 346 37 129 9 12 (1,083) (2) 17 10 4 Canada (171) 138 (236) 17 47 (610) (6) 37 (9) 7 Mexico 601 19 112 3 (3) 4 (1,805) 5 (97) 29 64 Argentina — — 35 17 (3) — (71) — — 9 — Papua New Guinea 441 32 140 31 — 89 29 26 14 — Other Foreign 3 300 9 — — 10 100 10 — — Consolidated $ 4,577 31 % (2) $ 1,397 $ 829 $ 150 $ (2,031) (26) % (2) $ 526 $ 603 $ 207____________________________ (1) Represents income (loss) from continuing operations by geographic location before income taxes and equity in affiliates. These amounts will not reconcile to the Segment Information for the reasons stated in Note 4 to the Consolidated Financial Statements. (2) The consolidated effective income tax rate is a function of the combined effective tax rates for the jurisdictions in which we operate. Variations in the relative proportions of jurisdictional income could result in fluctuations to our combined effective income tax rate.(3) Includes $19 and $28 of withholding tax for the year ended December 31, 2024 and 2023, respectively. Recently Enacted Legislation In 2024, Pillar II went into effect. The Pillar II agreement was signed by numerous countries with the intent to equalize corporate tax around the world by implementing a global minimum tax of 15%. As Newmont primarily does business in jurisdictions with a tax rate greater than 15%, the Company does not anticipate a material impact to the Consolidated Financial Statements. 97 Table of Contents Net income (loss) from discontinued operations was $68, $27, and $30 in 2024, 2023, and 2022, respectively. Net income (loss) from discontinued operations increased in 2024, compared to 2023, primarily due to the sale of the Batu and Elang contingent consideration assets, including the income tax benefit associated with a release of a valuation allowance on the capital loss carryforward in the U.S. Refer to Note 14 to the Consolidated Financial Statements for additional information.Refer to the Notes to the Consolidated Financial Statements for explanations of other financial statement line items. Results of Consolidated OperationsNewmont has developed gold equivalent ounces (“GEO”) metrics to provide a comparable basis for analysis and understanding of our operations and performance related to copper, silver, lead and zinc. Gold equivalent ounces are calculated as pounds or ounces produced or sold multiplied by the ratio of the other metals’ price to the gold price, using the metal prices in the table below:Gold Copper Silver Lead Zinc (ounce) (pound) (ounce) (pound) (pound)2024 GEO Price (1)$ 1,400 $ 3.50 $ 20.00 $ 1.00 $ 1.20 2023 GEO Price $ 1,400 $ 3.50 $ 20.00 $ 1.00 $ 1.202022 GEO Price $ 1,200 $ 3.25 $ 23.00 $ 0.95 $ 1.15____________________________(1) Effective January 1, 2025, GEO pricing was updated to align with reserve metal price assumptions as follows: Gold ($1,700/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($0.90/lb.), and Zinc ($1.20/lb.). The update to GEO pricing will have an impact on the calculated gold equivalent ounces. This will result in an impact to costs allocated to the respective GEOs, particularly resulting in higher costs allocated to gold. 98Table of ContentsGold or Other Metals Produced Costs Applicable to Sales (1)Depreciation and Amortization All-In Sustaining Costs (2) Year Ended December 31, 2024 2023 2022 2024 2023 2022 2024 2023 2022 2024 2023 2022Gold (ounces in thousands) ($ per ounce sold) ($ per ounce sold) ($ per ounce sold)Brucejack (3) 258 29 — $ 1,254 $ 1,898 $ — $ 691 $ 617 $ — $ 1,603 $ 2,646 $ — Red Chris (3) 40 5 — $ 1,225 $ 905 $ — $ 367 $ 298 $ — $ 1,607 $ 1,439 $ — Peñasquito 299 143 566 $ 776 $ 1,219 $ 771 $ 355 $ 516 $ 258 $ 984 $ 1,590 $ 968 Merian 274 322 403 $ 1,457 $ 1,207 $ 915 $ 305 $ 256 $ 199 $ 1,852 $ 1,541 $ 1,105 Cerro Negro 238 269 278 $ 1,325 $ 1,257 $ 1,007 $ 521 $ 524 $ 525 $ 1,631 $ 1,509 $ 1,262 Yanacocha 354 276 244 $ 1,003 $ 1,069 $ 1,254 $ 279 $ 310 $ 380 $ 1,196 $ 1,266 $ 1,477 Boddington 590 745 798 $ 1,056 $ 847 $ 802 $ 193 $ 144 $ 145 $ 1,288 $ 1,067 $ 921 Tanami 408 448 484 $ 947 $ 759 $ 675 $ 300 $ 249 $ 207 $ 1,281 $ 1,060 $ 960 Cadia (3) 464 97 — $ 653 $ 1,079 $ — $ 263 $ 130 $ — $ 1,048 $ 1,271 $ —Lihir (3)614 134 — $ 1,270 $ 1,117 $ — $ 270 $ 153 $ — $ 1,512 $ 1,517 $ — Ahafo 798 581 574 $ 904 $ 947 $ 990 $ 270 $ 312 $ 292 $ 1,072 $ 1,222 $ 1,178 NGM 1,039 1,170 1,169 $ 1,219 $ 1,070 $ 989 $ 413 $ 387 $ 404 $ 1,605 $ 1,397 $ 1,220 Held for Sale (4) CC&V 146 172 182 $ 1,390 $ 1,156 $ 1,302 $ 90 $ 136 $ 386 $ 1,691 $ 1,644 $ 1,697 Musselwhite 212 180 173 $ 1,045 $ 1,186 $ 1,135 $ 86 $ 444 $ 464 $ 1,541 $ 1,843 $ 1,531 Porcupine 284 260 280 $ 1,097 $ 1,167 $ 1,004 $ 127 $ 455 $ 369 $ 1,437 $ 1,577 $ 1,248 Éléonore 240 232 215 $ 1,339 $ 1,263 $ 1,228 $ 88 $ 433 $ 531 $ 1,811 $ 1,838 $ 1,599 Akyem 204 295 420 $ 1,596 $ 931 $ 804 $ 271 $ 413 $ 340 $ 1,816 $ 1,210 $ 972 Divested (15) Telfer (3)(5) 83 43 — $ 2,377 $ 1,882 $ — $ 142 $ 87 $ — $ 2,993 $ 1,988 $ — Total/Weighted Average (6) 6,545 5,401 5,786 $ 1,126 $ 1,050 $ 933 $ 304 $ 327 $ 322 $ 1,516 $ 1,444 $ 1,211Merian (25%)(69) (80) (101) Yanacocha (—%, —%, and 43.65%, respectively) (7) — — (14) Attributable to Newmont 6,476 5,321 5,671Gold equivalent ounces - other metals (ounces in thousands) ($ per ounce sold) ($ per ounce sold) ($ per ounce sold)Red Chris (3)(8) 144 20 — $ 1,209 $ 1,020 $ — $ 366 $ 181 $ — $ 1,640 $ 1,660 $ — Peñasquito (9) 1,102 529 1,048 $ 831 $ 1,283 $ 828 $ 343 $ 561 $ 267 $ 1,090 $ 1,756 $ 1,112Boddington (10)206 245 227 $ 994 $ 830 $ 782 $ 189 $ 144 $ 145 $ 1,172 $ 1,067 $ 894 Cadia (3)(11) 478 90 — $ 603 $ 1,017 $ — $ 263 $ 127 $ — $ 987 $ 1,342 $ — Divested (15) Telfer (3)(5)(12) 14 7 — $ 2,398 $ 1,703 $ — $ 161 $ 109 $ — $ 2,885 $ 2,580 $ — Total/Weighted-Average (6) 1,944 891 1,275 $ 834 $ 1,127 $ 819 $ 307 $ 378 $ 245 $ 1,161 $ 1,579 $ 1,114 Copper (tonnes in thousands) Red Chris (3)(8) 26 4 —Boddington (10)37 44 38 Cadia (3)(11) 87 16 — Divested (15) Telfer (3)(5)(12) 3 1 — Total/Weighted-Average 153 65 38 Lead (tonnes in thousands) Peñasquito (9) 96 51 68 Zinc (tonnes in thousands) Peñasquito (9) 258 104 171 Attributable gold from equity method investments (13)(ounces in thousands)Pueblo Viejo (40%) 235 224 285 Fruta del Norte (3)(14) 138 — — Attributable to Newmont 373 224 285 99Table of Contents____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) All-in sustaining costs is a non-GAAP financial measure. Refer to Non-GAAP Financial Measures below.(3) Sites acquired through the Newcrest transaction during the fourth quarter of 2023, and as such, the comparative results of operations information is not meaningful. Refer to Note 3 to the Consolidated Financial Statements for further information on the Newcrest transaction. (4) Sites were classified as held for sale beginning in the first quarter of 2024, and as such, the Company ceased recording depreciation and amortization at these sites in March 2024. Refer to Note 3 of the Consolidated Financial Statements for further discussion of our assets and liabilities held for sale. (5) During the second quarter, seepage points were detected on the outer wall and around the tailings storage facility at Telfer and we temporarily ceased placing new tailings on the facility. Production resumed at the end of the third quarter upon successful remediation of the tailings storage facility. During the fourth quarter of 2024, we recognized a benefit of $50 related to business insurance proceeds as a result of the event, recorded in Costs applicable to sales . (6) All-in sustaining costs and Depreciation and amortization include expense for Corporate and Other. (7) The Company acquired the remaining interest in Yanacocha in 2022, resulting in 100% ownership interest at December 31, 2022. The Company recognized amounts attributable to non-controlling interests for Yanacocha for the periods prior to acquiring 100% ownership. Refer to Note 1 to the Consolidated Financial Statement for further information. (8) For the year ended December 31, 2024 and 2023, Red Chris produced 58 million and 8 million pounds of copper, respectively. (9) For the year ended December 31, 2024, Peñasquito produced 33 million ounces of silver, 212 million pounds of lead and 569 million pounds of zinc. For the year ended December 31, 2023, Peñasquito produced 18 million ounces of silver, 113 million pounds of lead and 230 million pounds of zinc. For the year ended December 31, 2022, Peñasquito produced 30 million ounces of silver, 149 million pounds of lead and 377 million pounds of zinc. (10) For the years ended December 31, 2024, 2023 and 2022, Boddington produced 83 million, 98 million and 84 million pounds of copper, respectively. (11) For the year ended December 31, 2024 and 2023, Cadia produced 191 million and 36 million pounds of copper, respectively. (12) For the year ended December 31, 2024 and 2023, Telfer produced 6 million and 3 million pounds of copper, respectively. (13) Income and expenses of equity method investments are included in Equity income (loss) of affiliates . Refer to Note 15 to the Consolidated Financial Statements for further discussion of our equity method investments. (14) The Fruta del Norte mine is wholly owned and operated by Lundin Gold. Newmont holds a 32.0% interest in Lundin Gold and accounts for it on a quarterly-lag as an equity method investment. As a result, results of operations was first reported in the first quarter of 2024. (15) In the fourth quarter of 2024, the Company completed the sale of the assets of the Telfer reportable segment. Telfer was classified as held for sale beginning in the first quarter of 2024, and as such, the Company ceased recording depreciation and amortization in March 2024. Refer to Note 3 to the Consolidated Financial Statements for further information. Peñasquito, Mexico . Gold production increased 109% and gold equivalent ounces – other metals production increased 108% primarily due to higher mill throughput in the current year due to the Peñasquito labor strike in 2023 which ended in the fourth quarter of 2023, higher ore grade milled and higher mill recovery, partially offset by a higher buildup of in-circuit inventory. Costs applicable to sales per gold ounce decreased 36% primarily due to higher gold ounces sold in the current year as a result of the Peñasquito labor strike in 2023, partially offset by higher energy costs, higher contracted services costs, and higher materials costs. Costs applicable to sales per gold equivalent ounce – other metals decreased 35% primarily due to higher gold equivalent ounces sold in the current year as a result of the Peñasquito labor strike in 2023 and lower inventory write-downs in the current year, partially offset by higher energy costs, higher contracted services costs, higher materials costs, higher selling costs, and higher workers participation costs. Depreciation and amortization per gold ounce decreased 31% and Depreciation and amortization per gold equivalent ounce – other metals decreased 39% primarily due to higher gold ounces sold and gold equivalent ounces - other metals sold respectively, as a result of the Peñasquito labor strike in 2023. All-in sustaining costs per gold ounce decreased 38% primarily due to lower cost applicable to sales per gold ounce. All-in sustaining costs per gold equivalent ounce – other metals decreased 38% primarily due to lower cost applicable to sales per gold equivalent ounce - other metals, partially offset by higher treatment and refining costs. Merian, Suriname. Gold production decreased 15% primarily due to lower ore grade milled. Costs applicable to sales per gold ounce increased 21% primarily due to lower gold ounces sold and higher labor costs. Depreciation and amortization per gold ounce increased 19% primarily due to lower gold ounces sold. All-in sustaining costs per gold ounce increased 20% primarily due to higher costs applicable to sales per gold ounce. Cerro Negro, Argentina. Gold production decreased 12% primarily due to lower mill throughput as a result of temporarily suspending mining at the site due to the tragic fatalities during the second quarter of 2024, partially offset by higher ore grade milled. Costs applicable to sales per gold ounce increased 5% primarily due to lower gold ounces sold, higher labor costs, and higher materials costs, partially offset by lower export duties. Depreciation and amortization per gold ounce was generally in line with the prior year. All-in sustaining costs per gold ounce increased 8% primarily due to higher costs applicable to sales per gold ounce and higher sustaining capital spend. Yanacocha, Peru. Gold production increased 28% primarily due to higher leach pad production as a result of injection leaching. Costs applicable to sales per gold ounce decreased 6% primarily due to higher gold ounces sold. Depreciation and amortization per gold ounce decreased 10% primarily due to higher gold ounces sold. All-in sustaining costs per gold ounce decreased 6% primarily due to lower costs applicable to sales per gold ounce. Boddington, Australia. Gold production decreased 21% and gold equivalent ounces – other metals production decreased 16% primarily due to lower ore grade milled and lower mill throughput. Costs applicable to sales per gold ounce increased 25% primarily 100Table of Contentsdue to lower gold ounces sold and higher equipment maintenance costs. Costs applicable to sales per gold equivalent ounce – other metals increased 20% primarily due to lower gold equivalent ounces - other metals sold and higher equipment maintenance costs. Depreciation and amortization per gold ounce increased 34% primarily due to lower gold ounces sold and higher depreciation rates due to changes in mine life. Depreciation and amortization per gold equivalent ounce - other metals increased 31% primarily due to lower gold equivalent ounces - other metals sold and higher depreciation rates due to changes in mine life. All-in sustaining costs per gold ounce increased 21% primarily due to higher costs applicable to sales per gold ounce, partially offset by lower sustaining capital spend. All-in sustaining costs per gold equivalent ounce – other metals increased 10% primarily due to higher Costs applicable to sales per gold equivalent ounce - other metals, partially offset by lower sustaining capital spend. Tanami, Australia. Gold production decreased 9% primarily due to lower ore grade milled. Costs applicable to sales per gold ounce increased 25% primarily due to higher equipment maintenance cost and lower gold ounces sold. Depreciation and amortization per gold ounce increased 20% primarily due to asset additions and lower gold ounces sold. All-in sustaining costs per gold ounce increased 21% primarily due to higher costs applicable to sales per gold ounce. Ahafo, Ghana. Gold production increased 37% primarily due to higher ore grade milled and higher mill throughput. Costs applicable to sales per gold ounce decreased 5% primarily due to higher gold ounces sold, partially offset by higher third-party royalties, and higher contracted services and labor costs. The higher mill throughput in the current year relates in part to a conveyor crusher failure and damage that was discovered in the SAG mill girth gear that limited mill operations below its full capacity in 2023. The conveyor was rebuilt and fully commissioned in the third quarter of 2023, and the SAG mill girth gear was replaced in the second quarter of 2024. Depreciation and amortization per gold ounce decreased 13% primarily due to higher gold ounces sold, partially offset by higher depreciation rates as a result of higher gold ounces mined and asset additions. All-in sustaining costs per gold ounce decreased 12% primarily due to lower sustaining capital spend and lower Costs applicable to sales per gold ounce. NGM, U.S. Attributable gold production decreased 11% due to lower ore grade milled at Carlin and Cortez, lower leach pad production at Cortez, partially offset by higher mill throughput at Carlin and Cortez. Costs applicable to sales per gold ounce increased 14% primarily due to lower gold ounces sold at Cortez, Carlin and Turquoise Ridge, higher contracted services and maintenance costs at Cortez and Turquoise Ridge, and higher inventory write-downs at Cortez in the current year, partially offset by lower inventory write-downs at Carlin in the current year. Depreciation and amortization per gold ounce increased 7% primarily due to lower gold ounces sold at Cortez, Carlin and Turquoise Ridge. All-in sustaining costs per gold ounce increased 15% primarily due to higher costs applicable to sales per gold ounce and higher sustaining capital spend at Carlin, partially offset by lower sustaining capital spend at Cortez. CC&V, U.S. Gold production decreased 15% primarily due to lower leach pad production as a result of lower ore tonnes mined. Costs applicable to sales per gold ounce increased 20% primarily due to lower gold ounces sold. Depreciation and amortization per gold ounce decreased 34% primarily due to cessation of depreciation and amortization as a result of classifying the asset as held for sale. All-in sustaining costs per gold ounce were generally in line with the prior year. Musselwhite, Canada. Gold production increased 18% primarily due to higher ore grade milled. Costs applicable to sales per gold ounce decreased 12% primarily due to higher gold ounces sold. Depreciation and amortization per gold ounce decreased 81% primarily due to cessation of depreciation and amortization as a result of classifying the asset as held for sale. All-in sustaining costs per gold ounce decreased 16% primarily due to lower costs applicable to sales per gold ounce and lower sustaining capital spend. Porcupine, Canada. Gold production increased 9% primarily due to higher ore grade milled and higher mill recovery. Costs applicable to sales per gold ounce decreased 6% primarily due to higher gold ounces sold. Depreciation and amortization per gold ounce decreased 72% primarily due to cessation of depreciation and amortization as a result of classifying the asset as held for sale. All-in sustaining costs per gold ounce decreased 9% primarily due to lower costs applicable to sales per gold ounce and lower reclamation and exploration spend. Éléonore, Canada. Gold production was generally in line with prior year. Costs applicable to sales per gold ounce increased 6% primarily due to higher contracted services costs, higher labor costs, and higher materials costs. Depreciation and amortization per gold ounce decreased 80% primarily due to cessation of depreciation and amortization as a result of classifying the asset as held for sale. All-in sustaining costs per gold ounce were generally in line with prior year. Akyem, Ghana. Gold production decreased 31% primarily due to lower ore grade milled, partially offset by higher mill throughput. Costs applicable to sales per gold ounce increased 71% primarily due to a drawdown of stockpile inventory, higher third-party royalties, and lower gold ounces sold. Depreciation and amortization per gold ounce decreased 34% primarily due to cessation of depreciation and amortization as a result of classifying the asset as held for sale. All-in sustaining costs per gold ounce increased 50% primarily due to higher costs applicable to sales per gold ounce, partially offset by lower reclamation spend and lower sustaining capital spend. Pueblo Viejo, Dominican Republic . Attributable gold production increased 5% primarily due to higher mill throughput, partially offset by lower mill recovery and a buildup of in-circuit inventory compared to a drawdown in the prior year. Refer to Note 15 of the Consolidated Financial Statements for further discussion of our equity method investments. 101Table of ContentsForeign Currency Exchange Rates Our foreign operations sell their gold, copper, silver, lead, and zinc production based on USD metal prices. Therefore, fluctuations in foreign currency exchange rates do not have a material impact on our revenue. Despite selling gold and silver in London, we have no exposure to the euro or the British pound.Foreign currency exchange rates can increase or decrease profits to the extent costs are paid in foreign currencies. In 2024, approximately 58% of Costs applicable to sales were paid in currencies other than the U.S. dollar as follows: Year Ended December 31, 2024 Australian Dollar 26 % Canadian Dollar 15 % Mexican Peso 6 % Papua New Guinean Kina 4 % Argentine Peso 3 %Surinamese Dollar 3 %Peruvian Sol 1 %Ghanaian Cedi — %Variations in the local currency exchange rates in relation to the USD at our foreign mining operations decreased Costs applicable to sales at sites held prior to the Newcrest transaction by $122 per gold ounce during the year ended December 31, 2024, respectively, compared to the same period in 2023. The decrease was primarily due to significant currency devaluation in Argentina that occurred starting in the fourth quarter of 2023. Excluding the impact of the Argentine peso devaluation, Costs applicable to sales at sites held prior to the Newcrest transaction decreased by $5 per gold ounce during the year ended December 31, 2024 compared to the same period in 2023, resulting from variations in the local currency exchange rates in relation to the USD at our other foreign mining operations. Variations in the local currency exchange rates in relation to the USD at our foreign mining operations decreased Costs applicable to sales per gold equivalent ounce at sites held prior to the Newcrest transaction by $12, primarily in Mexico, during the year ended December 31, 2024 compared to the same periods in 2023. At December 31, 2024, the Company held AUD- and CAD-denominated fixed forward contracts to mitigate variability in the USD functional cash flows related to the AUD- and CAD-denominated operating expenditures to be incurred between October 2024 and December 2025 at certain sites, respectively. The unrealized changes in fair value for the fixed forward contracts are recorded in Accumulated other comprehensive income (loss) and will be reclassified to earnings through Costs applicable to sales beginning October 2024. Refer to Note 14 of the Consolidated Financial Statements for further information on our hedging instruments.Hyperinflationary EconomiesHyperinflationary economies are defined by the International Monetary Fund as economies in which the projected three-year cumulative inflation exceeds 100%. For the year ended December 31, 2024, hyperinflationary economies in which the Company held operations included Ghana, Argentina, and Suriname. Ghana. Our Ahafo and Akyem mines are located in Ghana and are USD functional currency entities. In 2021, the Bank of Ghana created a gold purchase program in the effort to stabilize the local currency and build up gold reserves through domestic gold purchases conducted in local currency at prevailing market rates. As the gold purchase program was voluntary, there was no significant impact to Ahafo. The majority of Ahafo’s activity has historically been denominated in USD; as a result, the devaluation of the Ghanaian cedi has resulted in an immaterial impact on our financial statements. Therefore, future devaluation of the Ghanaian cedi is not expected to have a material impact on our financial statements. Argentina. Our Cerro Negro mine is located in Argentina and is a USD functional currency entity. Beginning in 2020, Argentina’s central bank enacted a number of foreign currency controls in an effort to stabilize the local currency, including requiring the Company to convert USD proceeds from metal sales to local currency within 60 days from shipment date or 20 business days from receipt of cash, whichever happens first, as well as restricting payments to foreign-related entities denominated in foreign currency, such as dividends or distributions to the parent and related companies and royalties and other payments to foreign beneficiaries. These restrictions directly impact Cerro Negro's ability to repay intercompany debt to the Company. In the third quarter of 2024, certain restrictions were lifted or modified, allowing companies to repay intercompany debt in certain circumstances. We continue to monitor the foreign currency exposure risk and the evolution of limitations of repatriating cash to the U.S. Currently, these currency controls are not expected to have a material impact on our financial statements. Suriname. Our Merian mine is located in Suriname and is a USD functional currency entity. In 2021, the Central Bank took steps to stabilize the local currency, while the government introduced new legislation to narrow the gap between government revenues 102Table of Contentsand spending. The measures to increase government revenue mainly consist of tax increases; however, Newmont and the Republic of Suriname have a Mineral Agreement in place that supersedes such measures. The Central Bank of Suriname adopted a controlled floating rate system, which resulted in a concurrent devaluation of the Surinamese dollar. The majority of Merian’s activity has historically been denominated in USD; as a result, the devaluation of the Surinamese dollar has resulted in an immaterial impact on our financial statements. Therefore, future devaluation of the Surinamese dollar is not expected to have a material impact on our financial statements.Liquidity and Capital Resources Liquidity OverviewWe have a disciplined capital allocation strategy of maintaining financial flexibility to execute our capital priorities and generate long-term value for our stockholders. Consistent with that strategy, we aim to self-fund development projects and make strategic partnerships focused on profitable growth, while reducing our debt and returning cash to stockholders through dividends and share repurchases. The Company continues to experience the impacts from geopolitical and macroeconomic pressures. With the resulting volatile environment, we continue to monitor inflationary conditions, the effects of certain countermeasures taken by central banks, and the potential for further supply chain disruptions, as well as an uncertain and evolving labor market. Depending on the duration and extent of the impact of these events, or changes in commodity prices, the prices for gold and other metals, and foreign exchange rates, we could continue to experience volatility; transportation industry disruptions could continue, including limitations on shipping produced metals; our supply chain could continue to experience disruption; cost inflation rates could further increase; or we could incur credit related losses of certain financial assets, which could materially impact our results of operations, cash flows and financial condition. As of December 31, 2024, we believe our available liquidity allows us to manage the short- and, possibly, long-term material adverse impacts of these events on our business. Refer to Note 2 to the Consolidated Financial Statements for further discussion on risks and uncertainties. At December 31, 2024, the Company had $3,664 in Cash and cash equivalents , of which $3,619 was included in Cash and cash equivalents and $45 was included in Assets held for sale related to certain non-core assets that were classified as held for sale in the first quarter of 2024 . The majority of our cash and cash equivalents are invested in a variety of highly liquid and low-risk investments with original maturities of three months or less that are available to fund our operations as necessary. We may have investments in prime money market funds that are classified as cash and cash equivalents; however, we continually monitor the need for reclassification under the SEC requirements for money market funds, and the potential that the shares of such funds could have a net asset value of less than their par value. We believe that our liquidity and capital resources are adequate to fund our operations and corporate activities. At December 31, 2024, $1,970 of Cash and cash equivalents was held in foreign subsidiaries and is primarily held in USD denominated accounts with the remainder in foreign currencies readily convertible to USD. Cash and cash equivalents denominated in Argentine peso are subject to regulatory restrictions. Refer to Foreign Currency Exchange Rates above for further information. At December 31, 2024, $1,655 in consolidated cash and cash equivalents was held at certain foreign subsidiaries that, if repatriated, may be subject to withholding taxes. We expect that there would be no additional tax burden upon repatriation after considering the cash cost associated with any potential withholding taxes. We believe our existing consolidated Cash and cash equivalents , available capacity on our revolving credit facility, and cash generated from continuing operations will be adequate to satisfy working capital needs, fund future growth, meet debt obligations and meet other liquidity requirements for the foreseeable future. At December 31, 2024, our borrowing capacity on our revolving credit facility was $4,000 and we had no borrowings outstanding. We continue to remain compliant with covenants and do not currently anticipate any events or circumstances that would impact our ability to access funds available on this facility. Refer to Note 20 to the Consolidated Financial Statements for further information on our Debt .Our financial position was as follows:At December 31, 2024 At December 31, 2023 Cash and cash equivalents $ 3,619 $ 3,002Cash and cash equivalents included in assets held for sale (1)45 — Available borrowing capacity on revolving credit facilities (2) 4,000 3,077 Total liquidity $ 7,664 $ 6,079 Net debt (3) $ 5,308 $ 6,434____________________________(1) During the first quarter of 2024, certain non-core assets were determined to meet the criteria for assets held for sale. As a result, the related Cash and cash equivalents was reclassified to Assets held for sale . Refer to Note 3 to the Consolidated Financial Statements for additional information. 103 Table of Contents (2) In connection with the Newcrest transaction, the Company acquired bilateral bank facilities that were repaid in full in the first quarter of 2024. Additionally, the revolving credit facility was amended in February 2024 to increase the available borrowing capacity to $4,000. Refer to Note 20 to the Consolidated Financial Statements for further information. (3) Net debt is a non-GAAP financial measure used by management to evaluate financial flexibility and strength of the Company's balance sheet. Refer to Non-GAAP Financial Measures below.Cash FlowsAt December 31, 2024 At December 31, 2023 Net cash provided by (used in) operating activities of continuing operations $ 6,318 $ 2,754 Net cash provided by (used in) investing activities of continuing operations $ (2,855) $ (1,002) Net cash provided by (used in) financing activities $ (2,953) $ (1,603) Net cash provided by (used in) operating activities of continuing operations was $6,318 in 2024, an increase in cash provided of $3,564 from the year ended December 31, 2023, primarily due to the impact of sites acquired in the Newcrest transaction, which contributed $1,562 of cash provided by operating activities. Excluding the impact of the sites acquired in the Newcrest transaction, the increase in cash provided was primarily due to an increase in Sales resulting from the reduction of sales in 2023 as a result of the Peñasquito labor strike and higher average realized gold prices in 2024. These inflows were partially offset by an increase in accounts receivable due to the timing of sales and shipments, and a payment of $291 made in the first quarter for stamp duty tax related to the Newcrest transaction. Refer to Consolidated Financial Results, above, for more information on our Sales . Net cash provided by (used in) investing activities of continuing operations was $(2,855) in 2024, an increase in cash used of $1,853 from the year ended December 31, 2023, primarily due to lower net maturities of time deposits, higher capital expenditures in 2024, and cash acquired as a result of the Newcrest transaction in 2023, partially offset by the proceeds from the sale of the assets of Telfer in the fourth quarter of 2024. Refer to Note 3 to the Consolidated Financial Statements for further information on the Telfer sale. Net cash provided by (used in) financing activities was $(2,953) in 2024, an increase in cash used of $1,350 from the year ended December 31, 2023, primarily due to partial redemptions of certain senior notes and repurchases of common stock, partially offset by proceeds received from the issuance of debt and lower dividend payments in 2024. Refer to Note 20 to the Consolidated Financial Statements for additional information on our Debt transactions.Capital ResourcesIn February 2025, the Board declared a dividend of $0.25 per share. The declaration and payment of future dividends remains at the full discretion of the Board and will depend on the Company’s financial results, cash requirements, future prospects and other factors deemed relevant by the Board. In February 2024, the Board of Directors authorized a stock repurchase program to repurchase shares of outstanding common stock to provide returns to stockholders, provided that the aggregate value of shares of common stock repurchased under the new program does not exceed $1 billion. The program will expire after 24 months (in February 2026). In October 2024, the Board of Directors authorized an additional $2 billion stock repurchase program to repurchase shares of outstanding common stock. The program will expire after 24 months (in October 2026). The programs will be executed at the Company’s discretion, utilizing open market repurchases to occur from time to time throughout the authorization period. The repurchase programs may be discontinued at any time, and the programs do not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount during the authorization period. Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future. For the year ended December 31, 2024, we executed and settled trades totaling $1,246 of common stock repurchases under the previously authorized program. Capital Expenditures Cash generated from operations is used to execute our capital priorities, which include sustaining and developing our global portfolio of long-lived assets. Our near-term development capital projects include Tanami Expansion 2, Ahafo North, and Cadia Panel Caves. These projects are being funded from existing liquidity and will continue to be funded from future operating cash flows. Capital costs are estimated to be between $1,700 and $1,800 for Tanami Expansion 2 with an expected commercial production date in the second half of 2027. Capital costs are estimated to be between $950 and $1,050 for Ahafo North with an expected commercial production date in late 2025. Capital costs are estimated to be between $1,000 and $1,200 for the PC2-3 Cadia Panel Caves project with development capital costs expected to continue until the second half of 2026. We consider sustaining capital as those capital expenditures that are necessary to maintain current production and execute the current mine plan. Capital expenditures to develop new operations or related to projects at existing operations, where these projects will enhance production or reserves, are considered non-sustaining or development capital. The Company’s decision to 104Table of Contentsreprioritize, sell or abandon a development project, which may include returning mining concessions to host governments, could result in a future impairment charge. The Company continues to evaluate strategic priorities and deployment of capital to projects in the pipeline to ensure we execute on our capital priorities and provide long-term value to stockholders. Included in the Company's continuous evaluation is consideration of current market opportunities or pressures. In response, the Company has chosen to continue deferring the investment decision for the Yanacocha Sulfides project. With the delay of the Yanacocha Sulfides project, management will focus its efforts on optimizing its allocation of funds to current operations and other capital commitments, while also assessing execution options and project plans options, up to and including transitioning Yanacocha operations into full closure. Refer to Note 2 to the Consolidated Financial Statements for further discussion. Additionally, the Company has decided to reprioritize capital at Cerro Negro, shifting focus from ongoing underground mine life extension initiatives to surface infrastructure projects at Cerro Negro and other opportunities within its portfolio. For the years ended December 31, 2024, 2023, and 2022 we had Additions to property, plant and mine development as follows: 2024 2023 2022Development Projects Sustaining Capital Total Development Projects Sustaining Capital Total Development Projects Sustaining Capital TotalBrucejack (1) $ 3 $ 67 $ 70 $ 1 $ 21 $ 22 $ — $ — $ — Red Chris (1) 90 60 150 16 9 25 — — — Peñasquito — 129 129 — 113 113 14 169 183 Merian — 81 81 — 84 84 — 56 56 Cerro Negro 125 61 186 107 55 162 78 54 132 Yanacocha 39 22 61 288 24 312 416 23 439 Boddington — 129 129 — 164 164 6 66 72 Tanami 321 116 437 291 122 413 230 113 343 Cadia (1) 246 291 537 42 33 75 — — — Lihir (1) 89 104 193 2 51 53 — — — Ahafo 274 108 382 176 134 310 180 88 268 NGM 97 351 448 138 334 472 78 230 308 Corporate and Other — 22 22 8 43 51 15 30 45 Held for sale (2) CC&V — 26 26 — 64 64 — 44 44 Musselwhite — 97 97 — 104 104 1 53 54 Porcupine 122 79 201 98 68 166 103 49 152 Éléonore — 100 100 — 106 106 6 54 60 Akyem 1 23 24 3 37 40 4 30 34 Divested (3) Telfer (1) 12 39 51 1 8 9 — — — Accrual basis $ 1,419 $ 1,905 $ 3,324 $ 1,171 $ 1,574 $ 2,745 $ 1,131 $ 1,059 $ 2,190 Decrease (increase) in non-cash adjustments 78 (79) (59) Cash basis $ 3,402 $ 2,666 $ 2,131____________________________(1) Sites acquired through the Newcrest transaction. Refer to Note 3 to the Consolidated Financial Statements for further information. (2) Sites are classified as held for sale as of December 31, 2024. Refer to Note 3 to the Consolidated Financial Statements for further discussion of our assets and liabilities held for sale. (3) In the fourth quarter of 2024, the Company completed the sale of the assets of the Telfer reportable segment. Refer to Note 3 to the Consolidated Financial Statements for further information. For the year ended December 31, 2024, development projects primarily included Red Chris Block Caves, Pamour at Porcupine, Cerro Negro expansions projects, Yanacocha Sulfides, Tanami Expansion 2, Cadia Panel Caves, Phase 14A Wall construction at Lihir, Ahafo North, and the Goldrush Complex at NGM. Development capital costs (excluding capitalized interest) on our Tanami Expansion 2, Ahafo North, and Cadia Panel Caves projects since approval were $1,020, $616, and $248, respectively, of which $268, $241, and $212 related to the year ended December 31, 2024, respectively. For the year ended December 31, 2023, development projects included Pamour at Porcupine, Cerro Negro expansion projects, Yanacocha Sulfides, Tanami Expansion 2, Cadia Panel Caves, Ahafo North, and the TS Solar Plant and Goldrush Complex at NGM. 105Table of ContentsFor the year ended December 31, 2022, development projects included Pamour at Porcupine, Yanacocha Sulfides, Cerro Negro expansion projects, Tanami Expansion 2 and Power Generation Civil Upgrade at Tanami, Ahafo North and Subika Mining Method Change at Ahafo, and Goldrush Complex and Turquoise Ridge 3rd Shaft at NGM. The Company will from time to time enter into hedging relationships to mitigate variability in development capital spend denominated in foreign currency. In June 2024, the Company entered into A$1,126 of AUD-denominated fixed forward contracts, designated as foreign currency cash flow hedges, to mitigate variability in the USD functional cash flows related to the AUD-denominated capital expenditures expected to be incurred between October 2024 and December 2025, related to the construction and development phase of the Tanami Expansion 2, Cadia Panel Caves, and Cadia Tailings projects. The capital expenditures hedged for the Tanami Expansion 2 project under these fixed forward contracts will be for spend not covered by the A$574 hedges entered into in October 2022. In October 2022, the Company entered into A$574 of AUD-denominated fixed forward contracts, designated as foreign currency cash flow hedges, to mitigate variability in the USD functional cash flows related to the AUD-denominated capital expenditures expected to be incurred in 2023 and 2024 during the construction and development phase of the Tanami Expansion 2 project. Refer to Note 14 to the Consolidated Financial Statements for further information. For the years ended December 31, 2024, 2023, and 2022, sustaining capital includes capital expenditures such as tailings facility construction, underground and surface mine development, capital component purchases, mining equipment, reserves drilling conversion, and infrastructure improvements. Additionally, for the year ended December 31, 2023, sustaining capital included haul truck purchases for the Autonomous Haulage System at Boddington. The Company currently expects to incur higher annual sustaining capital spend over the next few years at our ongoing operations, excluding those operations that are designated as held for sale, relative to historical amounts as we continue to advance the critical tailings work at Cadia and strengthen operating efficiency across our portfolio. For the years ended December 31, 2024, 2023, and 2022, drilling and related costs capitalized and included in mine development costs were as follows: Year Ended December 31, 2024 2023 2022 Tanami $ 61 $ 65 $ 60 NGM 19 33 27 Ahafo 14 5 9 Merian 4 1 5 Éléonore (1) 2 3 6 Musselwhite (1) 1 3 4 Cerro Negro — 13 23 Porcupine (1) — 4 7 Akyem (1) — 2 — Peñasquito — 1 — Yanacocha — — 3 $ 101 $ 130 $ 144 ____________________________ (1) Sites are classified as held for sale as of December 31, 2024. Refer to Note 3 to the Consolidated Financial Statements for further discussion of our assets and liabilities held for sale. During 2024, 2023, and 2022, $74, $69, and $11, respectively, of pre-stripping costs were capitalized and included in mine development costs.Refer to Note 4 to our Consolidated Financial Statements and Non-GAAP Financial Measures, "All-In Sustaining Costs", below, for further information. DebtDebt and Corporate Revolving Credit Facilities. The Company from time to time will redeem its outstanding senior notes ahead of their scheduled maturity dates utilizing Cash and cash equivalents. Additionally, depending upon market conditions and strategic considerations, we may choose to refinance debt in the capital markets. At December 31, 2024, our future debt maturities of $8,791 of which $928 has been classified as current based on intent to redeem in the next 12 months. We generally expect to be able to fund maturities of debt from Net cash provided by (used in) operating activities , existing cash balances and available credit facilities. In connection with the Newcrest transaction, the Company acquired bilateral bank debt facilities held with 13 banks. The bilateral bank debt facilities had a total borrowing capacity of $2,000, of which $1,923 was outstanding at December 31, 2023, and 106Table of Contents$462 due February 7, 2024, $769 due March 1, 2024, and $692 due March 1, 2026. On February 7, 2024, the Company repaid $462 of the amount outstanding. On February 15, 2024, the Company completed an amendment and restatement of its existing $3,000 revolving credit agreement dated as of April 4, 2019 (the “Existing Credit Agreement”). The Existing Credit Agreement was entered into with a syndicate of financial institutions and provided for borrowings in U.S. dollars and contained a letter of credit sub-facility. Per the amendment, the expiration date of the credit facility was extended from March 30, 2026 to February 15, 2029 and the borrowing capacity was increased to $4,000. Interest is based on Term SOFR plus a credit spread adjustment and margin. On February 20, 2024, the Company completed a drawdown on the $4,000 revolving credit agreement and used the proceeds thereof to repay the remaining $1,461 owed on the remaining bilateral bank debt facilities. In March 2024, we issued $2,000 of unsecured Senior Notes comprised of $1,000 due March 30, 2026 (“2026 Senior Notes”) and $1,000 due March 30, 2034 ("2034 Senior Notes"). Net proceeds from the 2026 and 2034 Senior Notes were $1,980, which were used to fully repay the drawdown on the revolving credit facility. Interest will be paid semi-annually at a rate of 5.30% and 5.35% per annum for the 2026 and the 2034 Senior Notes, respectively. In 2024, the Company redeemed an aggregate amount of $483 of certain Senior Notes, resulting in a gain on extinguishment of $38, partially offset by the acceleration of $6 loss from Accumulated other comprehensive income (loss) related to the previously terminated interest rate cash flow hedges, recognized in Other income (loss), net for the year ended December 31, 2024. In February 2025, the Company fully redeemed all of the outstanding 2026 Senior Notes for a redemption price of $957. The redemption price equaled the principal amount of the outstanding 2026 Senior Notes of $928 plus accrued and unpaid interest of $19 in accordance with the terms of the 2026 Notes, and a make-whole provision of $10. Refer to Note 20 to the Consolidated Financial Statements for more information. Debt Covenants Our senior notes and revolving credit facilities contain various covenants and default provisions including payment defaults, limitation on liens, leases, sales and leaseback agreements and merger restrictions. Furthermore, our senior notes and corporate revolving credit facility contain covenants that include, limiting the sale of all or substantially all of our assets, certain change of control provisions and a negative pledge on certain assets. The corporate revolving credit facility contains a financial ratio covenant requiring us to maintain a net debt (total debt net of Cash and cash equivalents ) to total capitalization ratio of less than or equal to 62.50% in addition to the covenants noted above. At December 31, 2024, we were in compliance with all existing debt covenants and provisions related to potential defaults. Letters of Credit and Other Guarantees We have off-balance sheet arrangements of $2,086 of outstanding surety bonds, bank letters of credit and bank guarantees (refer to Note 25 to the Consolidated Financial Statements). At December 31, 2024, none of the $4,000 corporate revolving credit facility was used to secure the issuance of letters of credit. Refer to Note 20 to the Consolidated Financial Statements for additional information. Co-Issuer and Supplemental Guarantor Information The Company filed a shelf registration statement with the SEC on Form S-3 under the Securities Act, of 1933, as amended, which enables us to issue an indeterminate number or amount of common stock, preferred stock, depository shares, debt securities, guarantees of debt securities, warrants and units (the “Shelf Registration Statement”). Under the Shelf Registration Statement, our debt securities may be guaranteed by Newmont USA Limited (“Newmont USA”), one of our consolidated subsidiaries. Newmont and Newcrest Finance, as issuers, and Newmont USA, as guarantor, are collectively referred to herein as the "Obligor Group". These guarantees are full and unconditional, and none of our other subsidiaries guarantee any security issued and outstanding. The cash provided by operations of the Obligor Group, and all of its subsidiaries, is available to satisfy debt repayments as they become due, and there are no material restrictions on the ability of the Obligor Group to obtain funds from subsidiaries by dividend, loan, or otherwise, except to the extent of any rights, noncontrolling interests, foreign currency or regulatory restrictions limiting repatriation of cash. Net assets attributable to noncontrolling interests were $181 at December 31, 2024. All noncontrolling interests relate to non-guarantor subsidiaries. Newmont and Newmont USA are primarily holding companies with no material operations, sources of income or assets other than equity interest in their subsidiaries and intercompany receivables or payables. Newcrest Finance is a finance subsidiary with no material assets or operations other than those related to issued external debt. Newmont USA’s primary investments are comprised of 107 Table of Contents its 38.5% interest in NGM. For further information regarding these and our other operations, refer to Note 4 to the Consolidated Financial Statements and Results of Consolidated Operations within Part II, Item 7, MD&A. In addition to equity interests in subsidiaries, the Obligor Group’s balance sheets consisted primarily of the following intercompany assets, intercompany liabilities, and external debt. The remaining assets and liabilities of the Obligor Group are considered immaterial at December 31, 2024. December 31, 2024Obligor Group Newmont USACurrent intercompany assets $ 19,387 $ 12,147 Non-current intercompany assets $ 531 $ 470 Current intercompany liabilities $ 19,964 $ 1,564 Current external debt $ 924 $ — Non-current external debt $ 7,546 $ —Newmont USA's subsidiary guarantees (the “subsidiary guarantees”) are general unsecured senior obligations of Newmont USA and rank equal in right of payment to all of Newmont USA's existing and future senior unsecured indebtedness and senior in right of payment to all of Newmont USA's future subordinated indebtedness. The subsidiary guarantees are effectively junior to any secured indebtedness of Newmont USA to the extent of the value of the assets securing such indebtedness.At December 31, 2024, Newmont USA had approximately $8,470 of consolidated indebtedness (including guaranteed debt), all of which relates to the guarantees of indebtedness of Newmont. Under the terms of the subsidiary guarantees, holders of Newmont’s securities subject to such subsidiary guarantees will not be required to exercise their remedies against Newmont before they proceed directly against Newmont USA.Newmont USA will be released and relieved from all its obligations under the subsidiary guarantees in certain specified circumstances, including, but not limited to, the following: • upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of Newmont USA (other than to Newmont or any of Newmont’s affiliates); • upon the sale or disposition of all or substantially all the assets of Newmont USA (other than to Newmont or any of Newmont’s affiliates); or• upon such time as Newmont USA ceases to guarantee more than $75 aggregate principal amount of Newmont’s debt (at December 31, 2024, Newmont USA guaranteed $600 aggregate principal amount of debt of Newmont that did not contain a similar fall-away provision). Newmont’s debt securities are effectively junior to any secured indebtedness of Newmont to the extent of the value of the assets securing such indebtedness, and structurally subordinated to all debt and other liabilities of Newmont’s non-guarantor subsidiaries. At December 31, 2024, (i) Newmont’s total consolidated indebtedness was approximately $8,972, none of which was secured (other than $496 of Lease and other financing obligations ), and (ii) Newmont’s non-guarantor subsidiaries had $8,867 of total liabilities (including trade payables, but excluding intercompany, external debt, and reclamation and remediation liabilities), which would have been structurally senior to Newmont’s debt securities. For further information on our debt, refer to Note 20 to the Consolidated Financial Statements. 108Table of Contents Contractual ObligationsOur contractual obligations at December 31, 2024 are summarized as follows:Payments Due by PeriodContractual Obligations Total Current Non-CurrentDebt (1)$ 13,271 $ 1,321 $ 11,950Finance lease and other financing obligations (2)661 117 544Remediation and reclamation liabilities (3)11,613 1,042 10,571 Employee-related benefits (4) 974 236 738 Uncertain income tax liabilities and interest (5) 125 — 125Operating leases and other obligations (6)99 20 79Minimum royalty payments (7)61 48 13Purchase obligations (8)1,233 441 792 Other (9) 517 223 294 $ 28,554 $ 3,448 $ 25,106____________________________(1) Debt includes principal of $8,791 on Senior Notes and estimated interest payments of $4,480 on Senior Notes, assuming no early extinguishment. (2) Finance lease and other financing obligations includes finance lease payments of $658 and additional payments of $3 for finance leases that have not yet commenced.(3) Mining operations are subject to extensive environmental regulations in the jurisdictions in which they operate. Pursuant to environmental regulations, we are required to close our operations and reclaim and remediate the lands that operations have disturbed. The estimated undiscounted cash outflows of these Reclamation and remediation liabilities are reflected here. For more information regarding reclamation and remediation liabilities, refer to Note 6 to the Consolidated Financial Statements.(4) Contractual obligations for Employee-related benefit s include severance, workers’ participation, pension and other benefit plans. Pension plan and other benefit payments beyond 2034 cannot be reasonably estimated given variable market conditions and actuarial assumptions and are not included. (5) We are unable to reasonably estimate the timing of our uncertain income tax liabilities and interest payments due to uncertainties in the timing of the effective settlement of tax positions. (6) Operating lease and other obligations includes operating lease payments of $99 and additional payments of $— for operating leases that have not yet commenced.(7) Minimum royalty payments are related to continuing operations and are presented net of recoverable amounts. (8) Purchase obligations are not recorded in the Consolidated Financial Statements. Purchase obligations represent contractual obligations for purchase of power, materials and supplies, consumables, inventories and capital projects.(9) Other includes service contracts and other obligations not recorded in our Consolidated Financial Statements, as well as the obligation related to the funding of Barrick's portion of pre-feasibility costs associated with Norte Abierto deferred payment obligations accrued in Other current liabilities and Other non-current liabilities .EnvironmentalOur mining and exploration activities are subject to various federal and state laws and regulations governing the protection of the environment. We have made, and expect to make in the future, expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures. We perform a comprehensive review of our reclamation and remediation liabilities annually and review changes in facts and circumstances associated with these obligations at least quarterly. Newmont is committed to the implementation of the GISTM and the disclosure of implementation status for tailings facilities by August 2025. Conformance with the GISTM is on-going and has and may continue to result in further increases to our estimated sustaining costs and closure costs for existing operations and non-operating sites. Additionally, laws, regulations and permit requirements focused on water management and discharge requirements for operations and water treatment in connection with closure are becoming increasingly stringent. Compliance with water management and discharge quality remains dynamic and has and may continue to result in further increases to our estimated closure costs. At December 31, 2024 and 2023, $7,015 and $8,385, respectively, were accrued for reclamation costs relating to currently or recently producing or development stage mineral properties, of which $928 and $558, respectively, were classified as current liabilities. In addition, we are involved in several matters concerning environmental obligations associated with former, primarily historical, mining activities. Based upon our best estimate of our liability for these matters, $370 and $401 were accrued for such obligations at December 31, 2024 and 2023, respectively, of which $63 and $61, respectively, were classified as current liabilities. We spent $82, $44, and $56 during 2024, 2023, and 2022, respectively, for environmental obligations related to the former mining activities. Reclamation and remediation adjustments during 2024 primarily related to decrease spend at portions of the Yanacocha site that are no longer in production and with no expected substantive economic value (i.e., non-operating) as a result of updated cost estimates. Newmont anticipates spending an average of $600 annually over the next two years on water treatment plants at 109Table of ContentsYanacocha, with expenditures expected to decline starting in 2027 upon project completion and in line with the regulatory compliance commitment. Yanacocha’s ongoing closure planning studies continue to address several complex closure issues, including water management, social impacts and tailings. The long-term water management solution under construction at Yanacocha will replace five existing water treatment facilities with two, addressing the watersheds along the continental divide. Reclamation and remediation adjustments during 2023 primarily related to (i) increased water management costs at portions of our Yanacocha and Porcupine site operations that are non-operating (ii) increased costs due to closure plan design changes at our Porcupine site operations (iii) higher waste disposal costs and project execution delays at the Midnite mine and Dawn mill sites and (iv) higher estimated closure costs due to cost inflation. During the year ended December 31, 2024, 2023, and 2022, capital expenditures were approximately $35, $41, and $29, respectively, to comply with environmental regulations. Our sustainability strategy is a foundational element in achieving our purpose to create value and improve lives through sustainable and responsible mining. Sustainability and safety are integrated into the business at all levels of the organization through our global policies, standards, strategies, business plans and remuneration plans. For more information on the Company’s reclamation and remediation liabilities, refer to Notes 6 and 25 to the Consolidated Financial Statements. For discussion of regulatory, tailings, water, climate and other environmental risks, refer to Part I, Item 1A. Risk Factors, for additional information.Forward-Looking Statements The foregoing discussion and analysis, as well as certain information contained elsewhere in this Annual Report, contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor created thereby. For a more detailed discussion of risks and other factors that might impact forward-looking statements and other important information about forward-looking statements, refer to the discussion in Forward-Looking Statements in Part I, Item 1, Business and Part I, Item 1A, Risk Factors. Non-GAAP Financial Measures Non-GAAP financial measures are intended to provide additional information only and do not have any standard meaning prescribed by GAAP. These measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Unless otherwise noted, we present the non-GAAP financial measures of our continuing operations in the tables below. For additional information regarding our discontinued operations, refer to Note 1 to the Consolidated Financial Statements.Earnings before interest, taxes and depreciation and amortization and Adjusted earnings before interest, taxes and depreciation and amortization Management uses earnings before interest, taxes and depreciation and amortization (“EBITDA”) and EBITDA adjusted for non-core or certain items that have a disproportionate impact on our results for a particular period (“Adjusted EBITDA”) as non-GAAP measures to evaluate the Company’s operating performance. EBITDA and Adjusted EBITDA do not represent, and should not be considered an alternative to, net income (loss), operating income (loss), or cash flow from operations as those terms are defined by GAAP, and do not necessarily indicate whether cash flows will be sufficient to fund cash needs. Although Adjusted EBITDA and similar measures are frequently used as measures of operations and the ability to meet debt service requirements by other companies, our calculation of Adjusted EBITDA is not necessarily comparable to such other similarly titled captions of other companies. The Company believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors. Management’s determination of the components of Adjusted EBITDA are evaluated periodically and based, in part, on a review of non-GAAP financial measures used by mining industry analysts. Net income (loss) attributable to Newmont stockholders is reconciled to EBITDA and Adjusted EBITDA as follows: 110Table of Contents Year Ended December 31,2024 2023 2022 Net income (loss) attributable to Newmont stockholders $ 3,348 $ (2,494) $ (429) Net income (loss) attributable to noncontrolling interests 33 27 60Net (income) loss from discontinued operations (1)(68) (27) (30) Equity loss (income) of affiliates (133) (63) (107) Income and mining tax expense (benefit) 1,397 526 455 Depreciation and amortization 2,576 2,108 2,185Interest expense, net of capitalized interest375 243 227 EBITDA $ 7,528 $ 320 $ 2,361Adjustments:Loss on assets held for sale (2) $ 1,114 $ — $ —Impairment charges (3)78 1,891 1,320 Newcrest transaction and integration costs (4) 72 464 — Reclamation and remediation charges (5) (71) 1,260 713 Change in fair value of investments and options (6) (62) 47 46 Settlement costs (7) 44 7 22 Restructuring and severance (8) 38 24 4 (Gain) loss on asset and investment sales (9) (35) 197 (35) Gain on debt extinguishment (10) (32) — — Pension settlements (11) 1 9 137 COVID-19 specific costs (12) — 1 3 Other (13) — (5) (21) Adjusted EBITDA $ 8,675 $ 4,215 $ 4,550____________________________(1) For additional information regarding our discontinued operations, refer to Note 1 to our Consolidated Financial Statements. (2) Loss on assets held for sale, included in Loss on assets held for sale , represents the loss recorded to recognize the six non-core assets and the development project designated as held for sale at the lower of carrying value or fair value in 2024. Refer to Note 3 of the Consolidated Financial Statements for further information. (3) Impairment charges, included in Impairment charges, represents non-cash write-downs of long-lived assets and goodwill. Refer to Note 7 to our Consolidated Financial Statements for further information. (4) Newcrest transaction and integration costs, included in Other expense, net , represents costs incurred related to Newmont's acquisition of Newcrest completed in 2023 as well as subsequent integration costs. For the year ended December 31, 2023, these costs primarily include $316 related to the stamp duty tax incurred in connection with the transaction. (5) Reclamation and remediation charges, included in Reclamation and remediation , represents revisions to the reclamation and remediation plans and cost estimates at the Company’s former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value. For additional information, refer to Note 6 in the Consolidated Financial Statements. (6) Change in fair value of investments and options, included in Other income (loss), net , primarily represents unrealized gains and losses related to the Company's investments in current and non-current marketable and other equity securities. For additional information regarding our investments, refer to Note 15 to our Consolidated Financial Statements. (7) Settlement costs, included in Other expense, net , primarily represents wind-down and demobilization costs related to the French Guiana project in 2024; costs related to additional employee related accruals as a result of the Australian Fair Work legislation in 2023; and a legal settlement and a voluntary contribution made to support humanitarian efforts in Ukraine in 2022. (8) Restructuring and severance, included in Other expense, net , primarily represents severance and related costs associated with significant organizational and operating model changes implemented by the Company for all periods presented. (9) (Gain) loss on asset and investment sales, included in Other income (loss), net , primarily represents the loss on the abandonment of the near-pit sizing and conveying system at Peñasquito, partially offset by the gain recognized on the sale of the Streaming Credit Facility Agreement ("SCFA") in 2024; the impairment loss on the abandonment of the pyrite leach plant at Peñasquito offset by the net gain recognized on the exchange of Maverix shares and warrants to Triple flag and the subsequent sale of Triple Flag shares in 2023; and gains recognized on the sale of the investment in Minera Agua Rica Alumbrera Limited ("MARA"), on disposal of trucks at Boddington, and the sale of royalty interests at NGM, partially offset by the loss recognized on the sale of the La Zanja equity method investment in 2022. For additional information, refer to Note 9 to our Consolidated Financial Statements. (10) Gain on debt extinguishment, included in Other income (loss), net , primarily represents the net gain on the partial redemption of certain Senior Notes and losses on the debt tender offer and subsequent extinguishment of the 2023 Newmont Senior Notes in 2024. Refer to Note 20 to our Consolidated Financial Statements. (11) Pension settlements, included in Other income (loss), net, primarily represents pension settlement charges related to lump sum payments to participants in 2024, lump sum payments to participants in 2023, and the annuitization of certain defined benefit plans and lump sum payments to participants in 2022. Refer to Note 11 to our Consolidated Financial Statements for further information. (12) COVID-19 specific costs, included in Other expense, net , primarily includes amounts distributed from Newmont Global Community Support Fund to help host communities, governments and employees combat the COVID-19 pandemic for all periods presented and includes incremental direct costs incurred as a result of actions taken to protect against the impacts of the COVID-19 pandemic. Refer to Note 8 to our Consolidated Financial Statements for further information. 111 Table of Contents (13) Other, included in Other income (loss), net , in 2023 represents income received during the first quarter of 2023 on the favorable settlement of certain matters that were outstanding at the time of sale of the related investment in 2022. Amounts related to 2022 are primarily comprised of a reimbursement of certain historical Goldcorp operational expenses related to a legacy project that reached commercial production in the second quarter of 2022 and penalty income from an energy vendor early terminating a contract in 2022.Adjusted Net Income (Loss)Management uses Adjusted net income (loss) to evaluate the Company’s operating performance and for planning and forecasting future business operations. The Company believes the use of Adjusted net income (loss) allows investors and analysts to understand the results of the continuing operations of the Company and its direct and indirect subsidiaries relating to the sale of products, by excluding certain items that have a disproportionate impact on our results for a particular period. Adjustments to continuing operations are presented before tax and net of our partners’ noncontrolling interests, when applicable. The tax effect of adjustments is presented in the Tax effect of adjustments line and is calculated using the applicable tax rate. Management’s determination of the components of Adjusted net income (loss) are evaluated periodically and based, in part, on a review of non-GAAP financial measures used by mining industry analysts. Net income (loss) attributable to Newmont stockholders is reconciled to Adjusted net income (loss) as follows:Year Ended December 31, 2024 per share data (1) basic dilutedNet income (loss) attributable to Newmont stockholders $ 3,348 $ 2.92 $ 2.92Net loss (income) attributable to Newmont stockholders from discontinued operations (2) (68) (0.06) (0.06)Net income (loss) attributable to Newmont stockholders from continuing operations 3,280 2.86 2.86 Loss on assets held for sale (3)1,114 0.97 0.97 Impairment charges (4) 78 0.07 0.07 Newcrest transaction and integration costs (5) 72 0.06 0.06 Reclamation and remediation charges (6) (71) (0.06) (0.06)Change in fair value of investments and options (7)(62) (0.05) (0.05) Settlement costs (8) 44 0.04 0.04 Restructuring and severance (9) 38 0.03 0.03(Gain) loss on asset and investment sales (10)(35) (0.03) (0.03)Gain on debt extinguishment (11)(32) (0.03) (0.03) Pension settlements (12) 1 — — Tax effect of adjustments (13) (315) (0.27) (0.27) Valuation allowance and other tax adjustments (14) (121) (0.11) (0.11) Adjusted net income (loss) $ 3,991 $ 3.48 $ 3.48 Weighted average common shares (millions): (15) 1,146 1,148 ____________________________ (1) Per share measures may not recalculate due to rounding.(2) For additional information regarding our discontinued operations, refer to Note 1 to our Consolidated Financial Statements. (3) Loss on assets held for sale, included in Loss on assets held for sale , represents the loss recorded to recognize the six non-core assets and the development project designated as held for sale at the lower of carrying value or fair value in 2024. Refer to Note 3 of the Consolidated Financial Statements for further information. (4) Impairment charges, included in Impairment charges, represents non-cash write-downs of long-lived assets. Refer to Note 7 to our Consolidated Financial Statements for further information. (5) Newcrest transaction and integration costs, included in Other expense, net , represents costs incurred related to Newmont's acquisition of Newcrest completed in 2023 as well as subsequent integration costs. (6) Reclamation and remediation charges, net, included in Reclamation and remediation , represents revisions to the reclamation and remediation plans and cost estimates at the Company’s former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value. Refer to Note 6 to our Consolidated Financial Statements for further information. (7) Change in fair value of investments and options, included in Other income (loss), net , primarily represents unrealized gains and losses related to the Company's investment in current and non-current marketable and other equity securities. For additional information regarding our investments, refer to Note 15 to our Consolidated Financial Statements. (8) Settlement costs, included in Other expense, net , primarily represents wind-down and demobilization costs related to the French Guiana project. (9) Restructuring and severance, included in Other expense, net , primarily represents severance and related costs associated with significant organizational and operating model changes implemented by the Company. (10) (Gain) loss on asset and investment sales, included in Other income (loss), net , primarily represents the loss on the abandonment of the near-pit sizing and conveying system at Peñasquito, partially offset by the gain recognized on the sale of the Streaming Credit Facility Agreement ("SCFA") in 2024. For additional information, refer to Note 9 to our Consolidated Financial Statements. 112 Table of Contents (11) Gain on debt extinguishment, included in Other income (loss), net , primarily represents the net gain on the partial redemption of certain Senior Notes and losses on the debt tender offer and subsequent extinguishment of the 2023 Newmont Senior Note in 2024. Refer to Note 20 to our Consolidated Financial Statements. (12) Pension settlements, included in Other income (loss), net, primarily represents pension settlement charges related to lump sum payments to participants. Refer to Note 11 to our Consolidated Financial Statements for further information.(13) The tax effect of adjustments, included in Income and mining tax benefit (expense) , represents the tax effect of adjustments in footnotes (3) through (12), as described above, and are calculated using the applicable tax rate. (14) Valuation allowance and other tax adjustments, included in Income and mining tax benefit (expense) , is recorded for items such as foreign tax credits, alternative minimum tax credits, capital losses, disallowed foreign losses, and the effects of changes in foreign currency exchange rates on deferred tax assets and deferred tax liabilities. The adjustment reflects the net increase or (decrease) to net operating losses, capital losses, tax credit carryovers, and other deferred tax assets subject to valuation allowance of $(302), the effects of changes in foreign exchange rates on deferred tax assets and liabilities of $(30), net reductions to the reserve for uncertain tax positions of $(63), recording of a deferred tax liability for the outside basis difference at Akyem of $49 due to the status change to held for sale, and other tax adjustments of $225. (15) Adjusted net income (loss) per diluted share is calculated using diluted common shares, which are calculated in accordance with GAAP.Year Ended December 31, 2023 per share data (1) basic diluted Net income (loss) attributable to Newmont stockholders $ (2,494) $ (2.97) $ (2.97) Net loss (income) attributable to Newmont stockholders from discontinued operations (2) (27) (0.03) (0.03) Net income (loss) attributable to Newmont stockholders from continuing operations (3) (2,521) (3.00) (3.00)Impairment charges, net (4)1,888 2.25 2.25 Reclamation and remediation charges (5) 1,260 1.50 1.50 Newcrest transaction and integration costs (6) 464 0.56 0.56 (Gain) loss on asset and investment sales (7) 197 0.23 0.23 Change in fair value of investments (8) 47 0.05 0.05 Restructuring and severance (9) 24 0.03 0.03 Pension settlements (10) 9 0.01 0.01 Settlement costs (11) 7 0.01 0.01COVID-19 specific costs (12) 1 — — Other (13) (5) — — Tax effect of adjustments (14)(613) (0.73) (0.73)Valuation allowance and other tax adjustments (15)566 0.66 0.66 Adjusted net income (loss) $ 1,324 $ 1.57 $ 1.57 Weighted average common shares (millions): (3) 841 841 ____________________________ (1) Per share measures may not recalculate due to rounding.(2) For additional information regarding our discontinued operations, refer to Note 1 to our Consolidated Financial Statements.(3) Adjusted net income (loss) per diluted share is calculated using diluted common shares, which are calculated in accordance with GAAP. For the year ended December 31, 2023, potentially dilutive shares, which were insignificant, were excluded from the computation of diluted loss per common share attributable to Newmont stockholders in the Consolidated Statement of Operations as they were antidilutive. These shares were included in the computation of adjusted net income per diluted share for the year ended December 31, 2023.(4) Impairment charges, net, included in Impairment charges represents non-cash write-downs of long-lived assets and goodwill. Refer to Note 7 to our Consolidated Financial Statements for further information. Amount is presented net of pre-tax income (loss) attributable to noncontrolling interests of $(3). (5) Reclamation and remediation charges, included in Reclamation and remediation , represents revisions to the reclamation and remediation plans and cost estimates at the Company’s former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value. Refer to Note 6 to our Consolidated Financial Statements for further information. (6) Newcrest transaction and integration costs, included in Other expense, net , represents costs incurred related to Newmont's acquisition of Newcrest completed in 2023 as well as subsequent integration costs. These costs primarily include $316 in relation to the stamp duty tax incurred in connection with the transaction. (7) (Gain) loss on asset and investment sales, included in Other income (loss), net , primarily represents the loss on the abandonment of the pyrite leach plant at Peñasquito offset by the net gain recognized on the exchange of Maverix shares and warrants to Triple flag and the subsequent sale of Triple Flag shares. For additional information, refer to Note 9 to our Consolidated Financial Statements. (8) Change in fair value of investments, included in Other income (loss), net , primarily represents unrealized gains and losses related to the Company's investment in current and non-current marketable and other equity securities. For additional information regarding our investments, refer to Note 15 to our Consolidated Financial Statements. (9) Restructuring and severance, included in Other expense, net , primarily represents severance and related costs associated with significant organizational and operating model changes implemented by the Company. (10) Pension settlements, included in Other income (loss), net, represents pension settlement charges related to lump sum payments to participants. Refer to Note 11 to our Consolidated Financial Statements for further information. 113 Table of Contents (11) Settlement costs, included in Other expense, net , primarily represents costs related to additional employee related accruals as a result of the Australian Fair Work legislation. (12) COVID-19 specific costs, included in Other expense, net , represents amounts distributed from the Newmont Global Community Fund to help host communities, governments and employees combat the COVID-19 pandemic. Adjusted net income (loss) has not been adjusted for $1 of incremental COVID-19 costs incurred as a result of actions taken to protect against the impacts of the COVID-19 pandemic at our operational sites. Refer to Note 8 to our Consolidated Financial Statements for further information. (13) Other, included in Other income (loss), net , primarily represents income received during the first quarter of 2023 on the favorable settlement of certain matters that were outstanding at the time of sale of the related investment in 2022. (14) The tax effect of adjustments, included in Income and mining tax benefit (expense) , represents the tax effect of adjustments in footnotes (4) through (13), as described above, and are calculated using the applicable tax rate. (15) Valuation allowance and other tax adjustments, included in Income and mining tax benefit (expense) , is recorded for items such as foreign tax credits, alternative minimum tax credits, capital losses, disallowed foreign losses, and the effects of changes in foreign currency exchange rates on deferred tax assets and deferred tax liabilities. The adjustment reflects the net increase or (decrease) to net operating losses, capital losses, tax credit carryovers, and other deferred tax assets subject to valuation allowance of $357, the effects of changes in foreign exchange rates on deferred tax assets and liabilities of $(3), net removal to the reserve for uncertain tax positions of $(28), and other tax adjustments of $240. Year Ended December 31, 2022 per share data (1) basic diluted Net income (loss) attributable to Newmont stockholders $ (429) $ (0.54) $ (0.54) Net loss (income) attributable to Newmont stockholders from discontinued operations (2) (30) (0.04) (0.04) Net income (loss) attributable to Newmont stockholders from continuing operations (3) (459) (0.58) (0.58) Impairment charges (4) 1,320 1.66 1.66 Reclamation and remediation charges (5) 713 0.90 0.90 Pension settlements (6) 137 0.17 0.17 Change in fair value of investments (7) 46 0.06 0.06 Gain on asset and investment sales (8) (35) (0.04) (0.04) Settlement costs (9) 22 0.03 0.03 Restructuring and severance (10) 4 0.01 0.01 COVID-19 specific costs (11) 3 — — Other (12) (21) (0.03) (0.03) Tax effect of adjustments (13) (344) (0.44) (0.44) Valuation allowance and other tax adjustments (14) 82 0.11 0.11 Adjusted net income (loss) $ 1,468 $ 1.85 $ 1.85 Weighted average common shares (millions): (3) 794 795 ____________________________ (1) Per share measures may not recalculate due to rounding. (2) For additional information regarding our discontinued operations, refer to Note 1 to our Consolidated Financial Statements. (3) Adjusted net income (loss) per diluted share is calculated using diluted common shares, which are calculated in accordance with GAAP. For the year ended December 31, 2022, potentially dilutive shares of 1 million were excluded from the computation of diluted loss per common share attributable to Newmont stockholders in the Consolidated Statement of Operations as they were antidilutive. These shares were included in the computation of adjusted net income per diluted share for the year ended December 31, 2022. (4) Impairment charges, included in Impairment charges represents non-cash write-downs of long-lived assets and goodwill. Refer to Note 7 to our Consolidated Financial Statements for further information. (5) Reclamation and remediation charges, included in Reclamation and remediation , represent revisions to reclamation and remediation plans and cost estimates at the Company’s former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value. Refer to Note 6 to our Consolidated Financial Statements for further information. (6) Pension settlements, included in Other income (loss), net, represents pension settlement charges related to the annuitization of certain defined benefit plans. Refer to Note 11 to our Consolidated Financial Statements for further information. (7) Change in fair value of investments, included in Other income (loss), net , primarily represents unrealized gains and losses related to the Company's investment in current and non-current marketable and other equity securities. For additional information regarding our investments, refer to Note 15 to our Consolidated Financial Statements. (8) (Gain) loss on asset and investment sales, included in Other income (loss), net , primarily represents gains recognized on the sale of the investment in MARA, disposal of trucks at Boddington, and the sale of royalty interests at NGM, partially offset by the loss recognized on the sale of the La Zanja equity method investment. For additional information, refer to Note 9 to our Consolidated Financial Statements. (9) Settlement costs, included in Other expense, net , primarily represents a legal settlement and a voluntary contribution made to support humanitarian efforts in Ukraine. (10) Restructuring and severance, included in Other expense, net , primarily represents severance and related costs associated with significant organizational and operating model changes implemented by the Company. (11) COVID-19 specific costs, included in Other expense, net , represents amounts distributed from the Newmont Global Community Fund to help host communities, governments and employees combat the COVID-19 pandemic. Adjusted net income (loss) has not been adjusted for $35 of 114 Table of Contents incremental COVID-19 costs incurred as a result of actions taken to protect against the impacts of the COVID-19 pandemic at our operational sites. Refer to Note 8 to our Consolidated Financial Statements for further information. (12) Other, included Other income (loss), net , primarily represents a $11 reimbursement of certain historical Goldcorp operational expenses related to a legacy project that reached commercial production in the second quarter of 2022 and $7 of penalty income from an energy vendor early terminating a contract in 2022.(13) The tax effect of adjustments, included in Income and mining tax benefit (expense) , represents the tax effect of adjustments in footnotes (4) through (12), as described above, and are calculated using the applicable tax rate.(14) Valuation allowance and other tax adjustments, included in Income and mining tax benefit (expense) , is recorded for items such as foreign tax credits, alternative minimum tax credits, capital losses, disallowed foreign losses, and the effects of changes in foreign currency exchange rates on deferred tax assets and deferred tax liabilities. The adjustment reflects the net increase or (decrease) to net operating losses, capital losses, tax credit carryovers, and other deferred tax assets subject to valuation allowance of $246, the expiration of U.S. foreign tax credit carryovers of $31, the effects of changes in foreign exchange rates on deferred tax assets and liabilities of $(86), net removal to the reserve for uncertain tax positions of $(8), a tax settlement in Mexico of $(125) and other tax adjustments of $24. Total amount is presented net of income (loss) attributable to noncontrolling interests of $82.Free Cash FlowManagement uses Free Cash Flow as a non-GAAP measure to analyze cash flows generated from operations. Free Cash Flow is Net cash provided by (used in) operating activities less Net cash provided by (used in) operating activities of discontinued operations less Additions to property, plant and mine development as presented on the Consolidated Statements of Cash Flows. The Company believes Free Cash Flow is also useful as one of the bases for comparing the Company’s performance with its competitors. Although Free Cash Flow and similar measures are frequently used as measures of cash flows generated from operations by other companies, the Company’s calculation of Free Cash Flow is not necessarily comparable to such other similarly titled captions of other companies. The presentation of non-GAAP Free Cash Flow is not meant to be considered in isolation or as an alternative to net income as an indicator of the Company’s performance, or as an alternative to cash flows from operating activities as a measure of liquidity as those terms are defined by GAAP, and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. The Company’s definition of Free Cash Flow is limited in that it does not represent residual cash flows available for discretionary expenditures due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations or payments made for business acquisitions. Therefore, the Company believes it is important to view Free Cash Flow as a measure that provides supplemental information to the Company’s Consolidated Statements of Cash Flows. The following table sets forth a reconciliation of Free Cash Flow, a non-GAAP financial measure, to Net cash provided by (used in) operating activities , which the Company believes to be the GAAP financial measure most directly comparable to Free Cash Flow, as well as information regarding Net cash provided by (used in) investing activities and Net cash provided by (used in) financing activities.Year Ended December 31,2024 2023 2022 Net cash provided by (used in) operating activities $ 6,363 $ 2,763 $ 3,220 Less: Net cash used in (provided by) operating activities of discontinued operations (45) (9) (22) Net cash provided by (used in) operating activities of continuing operations 6,318 2,754 3,198 Less: Additions to property, plant and mine development (3,402) (2,666) (2,131) Free Cash Flow $ 2,916 $ 88 $ 1,067Net cash provided by (used in) investing activities (1)$ (2,702) $ (1,002) $ (2,983) Net cash provided by (used in) financing activities $ (2,953) $ (1,603) $ (2,356)____________________________(1) Net cash provided by (used in) investing activities includes Additions to property, plant and mine development, which is included in the Company’s computation of Free Cash Flow.Net DebtManagement uses Net Debt to measure the Company’s liquidity and financial position. Net Debt is calculated as Debt and Lease and other financing obligations less Cash and cash equivalents , as presented on the Consolidated Balance Sheets. Cash and cash equivalents are subtracted from Debt and Lease and other financing obligations as these could be used to reduce the Company's debt obligations. The Company believes the use of Net Debt allows investors and others to evaluate financial flexibility and strength of the Company's balance sheet. Net Debt is intended to provide additional information only and does not have any standardized meaning prescribed by GAAP and should not be considered in isolation or as a substitute for measures of liquidity prepared in accordance with GAAP. Other companies may calculate this measure differently. The following table sets forth a reconciliation of Net Debt, a non-GAAP financial measure, to Debt and Lease and other financing obligations , which the Company believes to be the GAAP financial measures most directly comparable to Net Debt. 115 Table of Contents At December 31, 2024 At December 31, 2023 Debt $ 8,476 $ 8,874 Lease and other financing obligations 496 562 Less: Cash and cash equivalents (3,619) (3,002)Less: Cash and cash equivalents included in assets held for sale (1)(45) — Net debt $ 5,308 $ 6,434____________________________ (1) During the first quarter of 2024, certain non-core assets were determined to meet the criteria for assets held for sale. As a result, the related Cash and cash equivalents was reclassified to Assets held for sale . Refer to Note 3 to the Consolidated Financial Statements for additional information.Costs Applicable to Sales per Ounce/Gold Equivalent Ounce Costs applicable to sales per ounce/gold equivalent ounce are non-GAAP financial measures. These measures are calculated by dividing the costs applicable to sales of gold and other metals by gold ounces or gold equivalent ounces sold, respectively. These measures are calculated for the periods presented on a consolidated basis. We believe that these measures provide additional information to management, investors and others that aids in the understanding of the economics of our operations and performance compared to other producers and provides investors visibility into the direct and indirect costs related to production, excluding depreciation and amortization, on a per ounce/gold equivalent ounce basis. Costs applicable to sales per ounce/gold equivalent ounce statistics are intended to provide additional information only and do not have any standardized meaning prescribed by GAAP and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. The measures are not necessarily indicative of operating profit or cash flow from operations as determined under GAAP. Other companies may calculate these measures differently. The following tables reconcile these non-GAAP measures to the most directly comparable GAAP measures. Gold (1) GEO (2) Year Ended December 31, Year Ended December 31, 2024 2023 2022 2024 2023 2022 Costs applicable to sales (3) $ 7,364 $ 5,689 $ 5,423 $ 1,599 $ 1,010 $ 1,045 Gold/GEO sold (thousand ounces) (4) 6,539 5,420 5,812 1,916 896 1,275 Costs applicable to sales per ounce (5) $ 1,126 $ 1,050 $ 933 $ 834 $ 1,127 $ 819 ____________________________ (1) Includes by-product credits of $179, $124, and $109 in 2024, 2023, and 2022, respectively. (2) Includes by-product credits of $61, $13, and $8 in 2024, 2023, and 2022, respectively. (3) Excludes Depreciation and amortization and Reclamation and remediation . (4) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,400/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($1.00/lb.) and Zinc ($1.20/lb.) pricing for 2024 and 2023, and Gold ($1,200/oz.), Copper ($3.25/lb.), Silver ($23.00/oz.), Lead ($0.95/lb.) and Zinc ($1.15/lb.) pricing for 2022. (5) Per ounce measures may not recalculate due to rounding.All-In Sustaining CostsCurrent GAAP measures used in the mining industry, such as cost of goods sold, do not capture all of the expenditures incurred to discover, develop and sustain production. Therefore, Newmont calculates All-in sustaining costs (“AISC”) based on the definition published by the World Gold Council. The World Gold Council is a market development organization for the gold industry comprised of and funded by gold mining companies around the world and is a regulatory organization. AISC is a metric that expands on GAAP measures, such as cost of goods sold, and non-GAAP measures, such as costs applicable to sales per ounce, to provide visibility into the economics of our mining operations related to expenditures, operating performance and the ability to generate cash flow from our continuing operations. We believe that AISC is a non-GAAP measure that provides additional information to management, investors and others that aids in the understanding of the economics of our operations and performance compared to other producers and provides investors visibility by better defining the total costs associated with production. AISC amounts are intended to provide additional information only and do not have any standardized meaning prescribed by GAAP and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. The measures are not necessarily indicative of operating profit or cash flow from operations as determined under GAAP. Other companies may calculate these measures differently as a result of differences in the underlying accounting principles, policies applied and in accounting frameworks such as in IFRS, or by reflecting the benefit from selling non-gold metals as a reduction to AISC. Differences may also arise related to definitional differences of sustaining versus development (i.e. non-sustaining) activities based upon each company’s internal policies. 116Table of ContentsThe following disclosure provides information regarding the adjustments made in determining the AISC measure:Costs applicable to sales . Includes all direct and indirect costs related to current production incurred to execute the current mine plan. We exclude certain exceptional or unusual amounts from CAS, such as significant revisions to recovery amounts. CAS includes by-product credits from certain metals obtained during the process of extracting and processing the primary ore-body. CAS is accounted for on an accrual basis and excludes Depreciation and amortization and Reclamation and remediation , which is consistent with our presentation of CAS on the Consolidated Statements of Operations. In determining AISC, only the CAS associated with producing and selling an ounce of gold is included in the measure. Therefore, the amount of gold CAS included in AISC is derived from the CAS presented in the Company’s Consolidated Statements of Operations less the amount of CAS attributable to the production of other metals. The other metals' CAS at those mine sites is disclosed in Note 4 to the Consolidated Financial Statements. The allocation of CAS between gold and other metals is based upon the relative sales value of gold and other metals produced during the period. Reclamation costs . Includes accretion expense related to reclamation liabilities and the amortization of the related ARC for the Company’s operating properties. Accretion related to the reclamation liabilities and the amortization of the ARC assets for reclamation does not reflect annual cash outflows but are calculated in accordance with GAAP. The accretion and amortization reflect the periodic costs of reclamation associated with current production and are therefore included in the measure. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of CAS between gold and other metals. Advanced projects, research and development and exploration . Includes incurred expenses related to projects that are designed to sustain current production and exploration. We note that as current resources are depleted, exploration and advanced projects are necessary for us to replace the depleting reserves or enhance the recovery and processing of the current reserves to sustain production at existing operations. As these costs relate to sustaining our production, and are considered a continuing cost of a mining company, these costs are included in the AISC measure. These costs are derived from the Advanced projects, research and development and Exploration amounts presented in the Consolidated Statements of Operations less incurred expenses related to the development of new operations, or related to major projects at existing operations where these projects will materially benefit the operation in the future. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of CAS between gold and other metals. We also allocate these costs incurred at Corporate and Other using the proportion of CAS between gold and other metals. General and administrative . Includes costs related to administrative tasks not directly related to current production, but rather related to supporting our corporate structure and fulfilling our obligations to operate as a public company. Including these expenses in the AISC metric provides visibility of the impact that general and administrative activities have on current operations and profitability on a per ounce basis. We allocate these costs to gold and other metals at Corporate and Other using the proportion of CAS between gold and other metals. Other expense, net . Excludes certain exceptional or unusual expenses, such as restructuring, as these are not indicative to sustaining our current operations. Furthermore, this adjustment to Other expense, net is also consistent with the nature of the adjustments made to Net income (loss) attributable to Newmont stockholders as disclosed in the Company’s non-GAAP financial measure Adjusted net income (loss). The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of CAS between gold and other metals. Treatment and refining costs . Includes costs paid to smelters for treatment and refining of our concentrates to produce the salable metal. These costs are presented net as a reduction of Sales on the Consolidated Statements of Operations. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of CAS between gold and other metals. Sustaining capital and finance lease payments . We determined sustaining capital and finance lease payments as those capital expenditures and finance lease payments that are necessary to maintain current production and execute the current mine plan. We determined development (i.e. non-sustaining) capital expenditures and finance lease payments to be those payments used to develop new operations or related to projects at existing operations where those projects will materially benefit the operation and are excluded from the calculation of AISC. The classification of sustaining and development capital projects and finance leases is based on a systematic review of our project portfolio in light of the nature of each project. Sustaining capital and finance lease payments are relevant to the AISC metric as these are needed to maintain the Company’s current operations and provide improved transparency related to our ability to finance these expenditures from current operations. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of CAS between gold and other metals. We also allocate these costs incurred at Corporate and Other using the proportion of CAS between gold and other metals. 117Table of ContentsYear Ended December 31, 2024 Costs Applicable to Sales (1)(2)(3)Reclamation Costs (4) Advanced Projects, Research and Development and Exploration (5) General and Administrative Other Expense, Net (6) Treatment and Refining Costs Sustaining Capital and Lease Related Costs (7)(8) All-In Sustaining Costs Ounces (000) Sold All-In Sustaining Costs per Ounce (9) GoldBrucejack$ 312 $ 5 $ 13 $ — $ — $ 3 $ 66 $ 399 249 $ 1,603Red Chris47 2 1 — — — 12 62 39 $ 1,607 Peñasquito 225 8 — — — 16 36 285 290 $ 984Merian 401 8 15 — — 1 83 508 274 $ 1,852 Cerro Negro 312 6 2 1 2 — 61 384 236 $ 1,631 Yanacocha 353 34 9 — 3 — 22 421 352 $ 1,196Boddington 613 16 1 — — 13 105 748 581 $ 1,288 Tanami 390 3 7 — — — 127 527 411 $ 1,281 Cadia 297 2 9 — — 16 152 476 454 $ 1,048 Lihir 787 12 16 — 2 — 121 938 620 $ 1,512 Ahafo 722 19 5 — 1 1 108 856 798 $ 1,072NGM 1,263 18 13 9 4 6 350 1,663 1,036 $ 1,605 Corporate and Other (10) — — 111 386 19 — 18 534 — $ —Held for Sale (11)CC&V 200 11 3 — 2 — 27 243 144 $ 1,691 Musselwhite 224 4 6 — 1 — 96 331 215 $ 1,541 Porcupine 310 12 5 — — — 79 406 282 $ 1,437 Éléonore 325 5 11 — — — 99 440 243 $ 1,811 Akyem 338 21 1 — 1 — 23 384 212 $ 1,816Divested (12)Telfer 245 11 10 — — 4 38 308 103 $ 2,993 Total Gold 7,364 197 238 396 35 60 1,623 9,913 6,539 $ 1,516Gold equivalent ounces - other metals (13)(14) Red Chris 172 5 4 — — 5 47 233 142 $ 1,640 Peñasquito 903 32 1 2 2 117 129 1,186 1,088 $ 1,090 Boddington 204 3 — — — 11 22 240 205 $ 1,172Cadia 280 2 10 — — 32 136 460 465 $ 987Corporate and Other (10) — — 14 44 — — 1 59 — $ —Divested (12) Telfer 40 2 1 — — 2 4 49 16 $ 2,885 Total Gold Equivalent Ounces 1,599 44 30 46 2 167 339 2,227 1,916 $ 1,161Consolidated $ 8,963 $ 241 $ 268 $ 442 $ 37 $ 227 $ 1,962 $ 12,140 ____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) Includes by-product credits of $240.(3) Includes stockpile, leach pad, and product inventory adjustments of $2 at Brucejack, $27 at Red Chris, $1 at Peñasquito, $9 at Cerro Negro, $21 at NGM, and $32 at Telfer.(4) Includes operating accretion of $153, included in Reclamation and remediation , and amortization of asset retirement costs $88; excludes accretion and reclamation and remediation adjustments at former operating properties that have entered the closure phase and have no substantive future economic value of $219 and $(44), respectively, included in Reclamation and remediation .(5) Excludes development expenditures of $8 at Red Chris, $12 at Peñasquito, $6 at Merian, $17 at Cerro Negro, $3 at Boddington, $21 at Tanami, $36 at Ahafo, $10 at NGM, $70 at Corporate and Other, $4 at CC&V, $1 at Porcupine, $4 at Akyem, and $3 at Telfer, totaling $195 related to developing new operations or major projects at existing operations where these projects will materially benefit the operation. (6) Other expense, net is adjusted for Newcrest transaction-related costs of $72, settlement costs of $44, and restructuring and severance costs of $38, included in Other expense, net .(7) Excludes capitalized interest related to sustaining capital expenditures. Refer to Liquidity and Capital Resources within Part II, Item 7, MD&A for sustaining capital by segment. (8) Includes finance lease payments for sustaining projects of $84 and excludes finance lease payments for development projects of $37.(9) Per ounce measures may not recalculate due to rounding. (10) Corporate and Other is a non-operating segment and includes the Company's business activities relating to its corporate and regional offices and all equity method investments. Refer to Note 4 to the Consolidated Financial Statements for further information.118 Table of Contents (11) Sites are classified as held for sale as of December 31, 2024. Refer to Note 3 to the Consolidated Financial Statements for further discussion of our assets and liabilities held for sale. (12) In the fourth quarter of 2024, the Company completed the sale of the assets of the Telfer reportable segment. Refer to Note 3 to the Consolidated Financial Statements for further information. (13) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,400/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($1.00/lb.) and Zinc ($1.20/lb.) pricing for 2024. (14) For the year ended December 31, 2024, Red Chris sold 26 thousand tonnes of copper, Peñasquito sold 33 million ounces of silver, 97 thousand tonnes of lead and 247 thousand tonnes of zinc, Boddington sold 37 thousand tonnes of copper, Cadia sold 84 thousand tonnes of copper, and Telfer sold 3 thousand tonnes of copper.Year Ended December 31, 2023 Costs Applicable to Sales (1)(2)(3) Reclamation Costs (4) Advanced Projects, Research and Development and Exploration (5) General and Administrative Other Expense, Net (6) Treatment and Refining Costs Sustaining Capital and Lease Related Costs (7)(8) All-In Sustaining Costs Ounces (000) Sold All-In Sustaining Costs per Ounce (9) GoldCC&V $ 198 $ 10 $ 10 $ — $ 2 $ — $ 62 $ 282 171 $ 1,644 Musselwhite 214 5 10 — — — 104 333 181 $ 1,843 Porcupine 301 23 12 — — — 71 407 258 $ 1,577 Éléonore 295 9 10 — — — 114 428 233 $ 1,838 Brucejack (10) 69 — 7 — 1 3 16 96 36 $ 2,646 Red Chris (10) 4 — — — — — 2 6 4 $ 1,439 Peñasquito 158 7 1 — 2 9 29 206 130 $ 1,590 Merian 385 7 14 — — 1 85 492 319 $ 1,541 Cerro Negro 328 5 5 — 5 — 51 394 261 $ 1,509 Yanacocha 294 24 7 — — — 24 349 275 $ 1,266 Boddington 634 17 5 — — 18 125 799 749 $ 1,067 Tanami 337 3 1 — — — 130 471 444 $ 1,060Cadia (10) 129 — 1 — — 6 16 152 120 $ 1,271Telfer (10) 126 — 2 — — 3 2 133 67 $ 1,988Lihir (10) 146 — 2 — — — 51 199 131 $ 1,517 Ahafo 547 20 2 — 2 — 135 706 578 $ 1,222Akyem 275 44 1 — — — 37 357 296 $ 1,210NGM 1,249 17 13 11 2 6 332 1,630 1,167 $ 1,397 Corporate and Other (11) — — 89 255 6 — 37 387 — $ — Total Gold 5,689 191 192 266 20 46 1,423 7,827 5,420 $ 1,444 Gold equivalent ounces - other metals (12)(13)Red Chris (10) 17 — — — — 3 7 27 16 $ 1,660 Peñasquito 651 30 5 1 1 82 120 890 507 $ 1,756 Boddington 204 3 1 — — 15 39 262 246 $ 1,067Cadia (10) 116 — 1 — — 19 17 153 114 $ 1,342Telfer (10) 22 — 2 — — 4 5 33 13 $ 2,580Corporate and Other (11) — — 11 32 — — 6 49 — $ —Total Gold Equivalent Ounces 1,010 33 20 33 1 123 194 1,414 896 $ 1,579Consolidated $ 6,699 $ 224 $ 212 $ 299 $ 21 $ 169 $ 1,617 $ 9,241 ____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) Includes by-product credits of $137.(3) Includes stockpile and leach pad inventory adjustments of $3 at Porcupine, $5 at Éléonore, $2 at Brucejack, $32 at Peñasquito, $2 at Cerro Negro, $5 at Yanacocha, $4 at Telfer, $1 at Akyem, and $43 at NGM.(4) Includes operating accretion of $97, included in Reclamation and remediation , and amortization of asset retirement costs $127; excludes accretion and reclamation and remediation adjustments at former operating properties that have entered the closure phase and have no substantive future economic value of $148 and $1,288, respectively, included in Reclamation and remediation .(5) Excludes development expenditures of $3 at CC&V, $5 at Porcupine, $5 at Peñasquito, $9 at Merian, $5 at Cerro Negro, $4 at Yanacocha, $29 at Tanami, $38 at Ahafo, $18 at Akyem, $16 at NGM and $121 at Corporate and Other, totaling $253 related to developing new operations or major projects at existing operations where these projects will materially benefit the operation. (6) Other expense, net is adjusted for settlement costs of Newcrest transaction-related costs of $464, restructuring and severance costs of $24, settlement costs of $7, and distributions from the Newmont Global Community Support fund of $1, included in Other expense, net . 119Table of Contents(7) Excludes capitalized interest related to sustaining capital expenditures. Refer to Liquidity and Capital Resources within Part II, Item 7, MD&A for sustaining capital by segment. (8) Includes finance lease payments for sustaining projects of $64 and excludes finance lease payments for development projects of $36. (9) Per ounce measures may not recalculate due to rounding.(10) Sites acquired through the Newcrest transaction. Refer to Note 3 to the Consolidated Financial Statements for further information.(11) Corporate and Other is a non-operating segment and includes the Company's business activities relating to its corporate and regional offices and all equity method investments. Refer to Note 4 to the Consolidated Financial Statements for further information. (12) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,400/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($1.00/lb.) and Zinc ($1.20/lb.) pricing for 2023.(13) For the year ended December 31, 2023, Red Chris sold 3 thousand tonnes of copper, Peñasquito sold 17 million ounces of silver, 49 thousand tonnes of lead and 101 thousand tonnes of zinc, Boddington sold 45 thousand tonnes of copper, Cadia sold 21 thousand tonnes of copper, and Telfer sold 2 thousand tonnes of copper. Year Ended December 31, 2022 Costs Applicable to Sales (1)(2)(3) Reclamation Costs (4) Advanced Projects, Research and Development and Exploration (5) General and Administrative Other Expense, Net (6)(7) Treatment and Refining Costs Sustaining Capital and Lease Related Costs (8)(9)(10) All-In Sustaining Costs Ounces (000) Sold All-In Sustaining Costs per Ounce (11) Gold CC&V $ 241 $ 16 $ 10 $ — $ 3 $ — $ 45 $ 315 185 $ 1,697 Musselwhite 195 5 8 — 1 — 53 262 172 $ 1,531 Porcupine 281 6 11 — — — 52 350 280 $ 1,248 Éléonore 266 9 5 — 3 — 63 346 217 $ 1,599 Peñasquito (12) 442 10 4 1 3 23 72 555 573 $ 968 Merian 369 6 11 — 2 — 57 445 403 $ 1,105 Cerro Negro 283 5 1 2 10 — 54 355 281 $ 1,262 Yanacocha 313 19 2 1 11 — 23 369 250 $ 1,477 Boddington 652 17 5 — 2 16 56 748 813 $ 921 Tanami 328 2 7 — 6 — 124 467 486 $ 960 Ahafo 566 11 5 — 2 — 90 674 572 $ 1,178 Akyem 334 35 2 — 1 — 32 404 415 $ 972 NGM 1,153 9 15 10 — 4 230 1,421 1,165 $ 1,220 Corporate and Other (13) — — 76 224 3 — 24 327 — $ — Total Gold 5,423 150 162 238 47 43 975 7,038 5,812 $ 1,211 Gold equivalent ounces - other metals (14)(15) Peñasquito (12) 864 19 10 1 5 130 132 1,161 1,044 $ 1,112 Boddington 181 2 2 — — 10 12 207 231 $ 894 Corporate and Other (13) — — 11 37 1 — 4 53 — $ — Total Gold Equivalent Ounces 1,045 21 23 38 6 140 148 1,421 1,275 $ 1,114 Consolidated $ 6,468 $ 171 $ 185 $ 276 $ 53 $ 183 $ 1,123 $ 8,459 ____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) Includes by-product credits of $117. (3) Includes stockpile and leach pad inventory adjustments of $37 at CC&V, $3 at Merian, $37 at Yanacocha, $9 at Ahafo, $19 at Akyem, and $51 at NGM. (4) Includes operating accretion of $65, included in Reclamation and remediation , and amortization of asset retirement costs $106; excludes accretion and reclamation and remediation adjustments at former operating properties that have entered the closure phase and have no substantive future economic value of $114 and $742, respectively, included in Reclamation and remediation . (5) Excludes development expenditures of $1 at CC&V, $3 at Porcupine, $5 at Peñasquito, $10 at Merian, $24 at Cerro Negro, $20 at Yanacocha, $21 at Tanami, $21 at Ahafo, $12 at Akyem, $17 at NGM and $141 at Corporate and Other, totaling $275 related to developing new operations or major projects at existing operations where these projects will materially benefit the operation. (6) Other expense, net includes incremental COVID-19 costs incurred as a result of actions taken to protect against the impacts of the COVID-19 pandemic at our operational segments of $1 at Musselwhite, $3 at Éléonore, $7 at Peñasquito, $3 at Merian, $7 at Cerro Negro, $6 at Yanacocha,$2 at Boddington, $6 at Tanami, totaling $35, included in Other expense, net . (7) Other expense, net is adjusted for settlement costs of $22, restructuring and severance costs of $4 and distributions from the Newmont Global Community Support Fund of $3, included in Other expense, net . (8) Includes sustaining capital expenditures of $1,059. Refer to Liquidity and Capital Resources within Part II, Item 7, MD&A for sustaining capital by segment. 120 Table of Contents (9) Excludes development capital expenditures, capitalized interest and the change in accrued capital totaling $1,072. Refer to Liquidity and Capital Resources within Part II, Item 7, Management's Discussion and Analysis for the discussion of major development projects. (10) Includes finance lease payments for sustaining projects of $64 and excludes finance lease payments for development projects of $36. (11) Per ounce measures may not recalculate due to rounding. (12) Costs applicable to sales includes $70 related to the Peñasquito Profit-Sharing Agreement associated with 2021 site performance. For further information, refer to Note 4 to the Consolidated Financial Statements. (13) Corporate and Other is a non-operating segment and includes the Company's business activities relating to its corporate and regional offices and all equity method investments. Refer to Note 4 to the Consolidated Financial Statements for further information. (14) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,200/oz.), Copper ($3.25/lb.), Silver ($23.00/oz.), Lead ($0.95/lb.) and Zinc ($1.15/lb.) pricing for 2022. (15) For the year ended December 31, 2022, Peñasquito sold 30 million ounces of silver, 67 thousand tonnes of lead and 169 thousand tonnes of zinc, and Boddington sold 39 thousand tonnes of copper.Accounting Developments For a discussion of Recently Adopted and Recently Issued Accounting Pronouncements, refer to Note 2 to the Consolidated Financial Statements. Critical Accounting Estimates Our discussion of financial condition and results of operations is based upon the information reported in our Consolidated Financial Statements. The preparation of these Consolidated Financial Statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our financial statements. We have identified the accounting estimates listed below as critical to understanding and evaluating the financial results reported in our Consolidated Financial Statements. These accounting estimates require the application of significant management judgment and are critical due to the significant level of estimation uncertainty regarding the assumptions involved and the magnitude of the asset, liability, revenue or expense being reported. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. We review the underlying factors used in our estimates regularly, including reviewing the significant accounting policies impacting the estimates, to ensure compliance with GAAP. However, due to the uncertainty inherent in our estimates, actual results may materially differ from the estimates we calculate due to changes in circumstances, global economics and politics, and general business conditions. A summary of our significant accounting policies is detailed in Note 2 to the Consolidated Financial Statements. Business Combinations We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, while transaction and integration costs related to business combinations are expensed as incurred. Any excess of the purchase consideration when compared to the fair value of the net tangible and intangible assets acquired, if any, is recorded as goodwill. For material acquisitions, we engage independent appraisers to assist with the determination of the fair value of assets acquired, liabilities assumed, noncontrolling interest, if any, and goodwill, based on recognized business valuation methodologies. An income, market or cost valuation method may be utilized to estimate the fair value of the assets acquired, liabilities assumed, and noncontrolling interest, if any, in a business combination. The income valuation method represents the present value of future cash flows over the life of the asset using: (i) discrete financial forecasts, which rely on management’s estimates of reserves, resources and exploration potential quantities, costs to produce and develop reserves, revenues, and operating expenses; (ii) short-term and long-term metal price assumptions, (iii) long-term growth rates; (iv) appropriate discount rates; and (v) expected future capital requirements (“income valuation method”). The market valuation method uses prices paid for a similar asset by other purchasers in the market, normalized for any differences between the assets (“market valuation method”). The cost valuation method is based on the replacement cost of a comparable asset at the time of the acquisition adjusted for depreciation and economic and functional obsolescence of the asset (“cost valuation method”). If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate is recorded. Subsequent to the acquisition date, and not later than one year from the acquisition date, we record any material adjustments to the initial estimate based on new information obtained that would have existed as of the date of the acquisition. Any adjustment that arises from information obtained that did not exist as of the date of the acquisition is recorded in the period the adjustments arises.Carrying value of long-lived assets We review and evaluate our long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Significant negative industry or economic trends, adverse social or political developments, declines in our market capitalization, geotechnical difficulties, reduced estimates of future cash flows from our reporting segments or other disruptions to our business are a few examples of events that we monitor, as they could indicate that the carrying value of the Company’s long-lived assets, including development projects, may not be recoverable. In such cases, a recoverability test may be necessary to determine if an impairment charge is required. For development projects, including our Conga project which is discussed further below, we review and evaluate changes to project plans and timing to determine continued technical, economic and social viability of the projects. If the Company determines to 121Table of Contentssell or abandon a project due to uncertainty from changes in circumstances related to technical, economic, social, political or community factors, or other evolving circumstances indicate that the carrying value may not be recoverable, then a recoverability test is performed to determine if an impairment charge should be recorded.An impairment loss is measured and recorded based on the estimated fair value of the long-lived assets being tested for impairment and their carrying amounts. Fair value is typically determined through the use of an income approach utilizing estimates of discounted pre-tax future cash flows or a market approach utilizing recent transaction activity for comparable properties. These approaches are primarily considered Level 3 fair value measurements. Occasionally, such as when an asset is held for sale, market prices are used. We believe our estimates and models used to determine fair value are similar to what a market participant would use.The estimated undiscounted cash flows used to assess recoverability of long-lived assets and to measure the fair value of our mining operations are derived from current business plans, which are developed using short-term price forecasts reflective of the current price environment and our projections for long-term average metal prices. In addition to short- and long-term metal price assumptions, other assumptions include estimates of commodity-based and other input costs; proven and probable mineral reserves estimates, including the timing and cost to develop and produce the reserves; value beyond proven and probable mineral reserve estimates; estimated future closure costs; the use of appropriate discount rates; and applicable U.S. dollar long-term exchange rates. Refer to Item 7A, Quantitative and Qualitative Disclosures About Market Risk. The significant assumption in determining the future cash flows for each mine site at December 31, 2024 is a long-term gold price of $1,900 per ounce. A decrease of $100 per ounce in the long-term gold price assumption could result in an impairment of our long-lived assets, including goodwill, of up to approximately $1,039 before consideration of other value beyond proven and probable reserves which may significantly decrease the amount of any potential impairment charge. As discussed above under Depreciation and amortization, various factors could impact our ability to achieve our forecasted production schedules from proven and probable reserves which could impact the carrying value of our long-lived assets. The ability to achieve the estimated quantities of recoverable minerals from exploration stage mineral interests involves further risks in addition to those factors applicable to mineral interests where proven and probable reserves have been identified, due to the lower level of confidence that the identified measured, indicated and inferred resources could ultimately be mined economically. Assets classified as exploration potential have the highest level of risk that the carrying value of the asset can be ultimately realized, due to the still lower level of geological confidence and economic modeling.Events that could result in additional impairment of our long-lived assets include, but are not limited to, decreases in future metal prices, unfavorable changes in foreign exchange rates, increases in future closure costs, and any event that might otherwise have a material adverse effect on mine site cash flows. Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in a business acquisition. Goodwill is allocated to reporting units and tested for impairment annually and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value. Each operating mine is considered a distinct reporting unit for purposes of goodwill impairment testing. The Company may elect to perform a qualitative assessment when it is more likely than not that the fair value of a reporting unit is higher than its carrying value. At the Company's election or if it is determined to be more likely than not that the fair value is less than the carrying value, a quantitative goodwill impairment test is performed to determine the fair value of the reporting unit. The fair value of a reporting unit is determined using either the income approach utilizing estimates of discounted future cash flows or the market valuation approach utilizing recent transaction activity for comparable properties. These approaches are considered Level 3 fair value measurements. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Any impairment loss recognized in the current period is not reversed in future periods. The Company recognizes its pro rata share of goodwill and any subsequent goodwill impairment losses recorded by entities that are proportionately consolidated.When the income approach is utilized to determine fair value, the estimated cash flows used to assess the fair value of a reporting unit are derived from the Company’s current business plans, which are developed using short-term price forecasts reflective of the current price environment and management’s projections for long-term average metal prices. The significant assumption in determining the future cash flows for each mine site at December 31, 2024 is a long-term gold price of $1,900 per ounce. In addition to short- and long-term metal price assumptions, other assumptions include estimates of commodity-based and other input costs; proven and probable mineral reserves estimates, including the timing and cost to develop and produce the reserves; value beyond proven and probable estimates; estimated future closure costs; the use of appropriate discount rates; and applicable U.S. dollar long-term exchange rates. Refer to Item 7A, Quantitative and Qualitative Disclosures About Market Risk. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. For testing purposes of our reporting units, management's best estimates of the expected future results are the primary driver in determining the fair value. However, there can be no assurance that the estimates and assumptions made for purposes of the goodwill impairment tests will prove to be an accurate prediction of the future. Examples of events or circumstances that could reasonably be 122Table of Contentsexpected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of our reporting units include, but are not limited to, such items as: (i) a decrease in forecasted production levels if we are unable to realize the mineable reserves, resources and exploration potential at our mining properties and extend the life of mine (ii) increased production or capital costs (iii) adverse changes in macroeconomic conditions including the market price of metals and changes in the equity and debt markets or country specific factors which could result in higher discount rates, (iv) significant unfavorable changes in tax rates including increased corporate income or mining tax rates, and (v) negative changes in regulation, legislation, and political environments which could impact our ability to operate in the future. Refer to Notes 7 and 19 to the Consolidated Financial Statements for further information regarding goodwill. Carrying value of Conga We review and evaluate the Company’s Conga development project for recoverability whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We have considered a variety of technical, economic, social and political developments related to the Conga project during our evaluation of impairment indicators since November 2011, when construction and development activities at the project were largely suspended. Project activities in recent years have focused on continued engagement with the local communities and maintaining and protecting existing project infrastructure and equipment through our active care and maintenance program. Although we have reclassified Conga reserves to resources and reallocated exploration and development capital to other projects, we continue to evaluate long-term options to progress development of the Conga project and improve social and political acceptance. While we have reprioritized the Yanacocha Sulfides project ahead of the Conga project, we have delayed the full-funds decision and are currently in the process of assessing project plan options for the Yanacocha Sulfides project. The Company also periodically updates the economic model for its Conga project to understand changes to the estimated capital costs, cash flows, and economic returns from the project. As of December 31, 2024, we have not identified events or changes in circumstances that indicate that the carrying value of the Conga project is not recoverable. Reclamation and remediation obligationsThe Company records the estimated asset retirement obligations associated with operating and non-operating mine sites when an obligation is incurred and the estimated costs can be reasonably measured. Fair value is measured as the present value of expected cash flow estimates, after considering inflation, our credit-adjusted risk-free rates and a market risk premium appropriate for our operations. Reclamation costs are allocated to expense over the life of the related assets and are periodically adjusted to reflect changes in the estimated present value resulting from the passage of time and revisions to the estimates of either the timing or amount of the reclamation costs. Reclamation obligations are based on our best estimate of when the expected spending for an existing environmental disturbance will occur. Our cost estimates are reflected on a third-party cost basis and comply with our legal obligation to retire long-lived assets in the period incurred. Changes in reclamation estimates at non-operating mines where the mine or portion of the mine site has entered the closure phase and has no substantive future economic value are reflected in earnings in the period an estimate is revised. Costs included in estimated asset retirement obligations are discounted to their present value and are estimated over a period of up to fifty years. We review, on at least an annual basis, the reclamation obligation at each mine. Remediation costs are accrued when it is probable that an obligation has been incurred and the cost can be reasonably estimated. Such cost estimates may include ongoing care, maintenance and monitoring costs. Changes in remediation estimates at non-operating mines are reflected in earnings in the period an estimate is revised. Water treatment costs included in environmental remediation obligations are discounted to their present value and are estimated over a period of up to fifty years. Accounting for reclamation and remediation obligations requires management to make estimates unique to each mining operation of the future costs the Company expects to incur to complete the reclamation and remediation work required to comply with existing laws and regulations. These estimates require considerable judgment and are sensitive to changes in underlying inputs and assumptions. Such changes, including, but not limited to, (i) changes to environmental laws and regulations, which could increase the scope and extent of work required, (ii) changes in the timing of reclamation and remediation activities, which could occur over an extended future period and (iii) changes in the methods and technology utilized to settle reclamation and remediation obligations, could have a material impact on our business, financial condition, results of operations and cash flows. Refer to Note 6 to the Consolidated Financial Statements for further information regarding reclamation and remediation obligations.Income and mining taxes We account for income taxes using the liability method, recognizing certain temporary differences between the financial reporting basis of our liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset for us, as measured by the statutory tax rates in effect. We derive our deferred income tax charge or benefit by recording the change in either the net deferred income tax liability or asset balance for the year. The financial statement effects of changes in tax law are recorded as discrete items in the period enacted as part of income tax expense or benefit from continuing operations, regardless of the category of income or loss to which the deferred taxes relate. We have exposure to the impact of foreign exchange fluctuations on tax positions in certain jurisdictions, such movements are recorded within Income and mining tax benefit (expense) related to deferred income tax assets and liabilities, as well as non-current uncertain tax positions, while foreign exchange fluctuations impacting current tax positions are recorded within Other income (loss), net as foreign currency 123Table of Contentsexchange gains (losses). With respect to the earnings that we derive from the operations of our consolidated subsidiaries, in those situations where the earnings are indefinitely reinvested, no deferred taxes have been provided on the unremitted earnings (including the excess of the carrying value of the net equity of such entities for financial reporting purposes over the tax basis of such equity) of these consolidated companies.Mining taxes represent state and provincial taxes levied on mining operations and are classified as income taxes as such taxes are based on a percentage of mining profits. Our operations are in multiple jurisdictions where uncertainties arise in the application of complex tax regulations. Some of these tax regimes are defined by contractual agreements with the local government, while others are defined by general tax laws and regulations. We are subject to reviews of our income tax filings and other tax payments, and disputes can arise with the taxing authorities over the interpretation of its contracts or laws. We recognize potential liabilities and record tax liabilities for anticipated tax audit issues in the U.S. and other tax jurisdictions based on our estimate of whether it is more likely than not, and the extent to which, additional taxes will be due. We adjust these reserves in light of changing facts and circumstances; however, due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from our current estimate of the tax liabilities. If our estimate of tax liabilities proves to be less than the ultimate assessment, an additional charge to expense would result. If the estimate of tax liabilities proves to be greater than the ultimate assessment, a tax benefit would result. We recognize interest and penalties, if any, related to unrecognized tax benefits in Income and mining tax benefit (expense) . In certain jurisdictions, we must pay a portion of the disputed amount to the local government in order to formally appeal the assessment. Such payment is recorded as a receivable if we believe the amount is ultimately collectible.Valuation of deferred tax assetsOur deferred income tax assets include certain future tax benefits. We record a valuation allowance against any portion of those deferred income tax assets when we believe, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. We review the likelihood that we will realize the benefit of our deferred tax assets and therefore the need for valuation allowances on a quarterly basis, or more frequently if events indicate that a review is required. In determining the requirement for a valuation allowance, the historical and projected financial results of the legal entity or consolidated group recording the net deferred tax asset is considered, along with all other available positive and negative evidence. Certain categories of evidence carry more weight in the analysis than others based upon the extent to which the evidence may be objectively verified. We look to the nature and severity of cumulative pretax losses (if any) in the current three-year period ending on the evaluation date or the expectation of future pretax losses and the existence and frequency of prior cumulative pretax losses. We utilize a rolling twelve quarters of pre-tax income or loss as a measure of our cumulative results in recent years. Concluding that a valuation allowance is not required is difficult when there is significant negative evidence which is objective and verifiable, such as cumulative losses in recent years. However, a cumulative three year loss is not solely determinative of the need for a valuation allowance. We also consider all other available positive and negative evidence in our analysis. Other factors considered in the determination of the probability of the realization of the deferred tax assets include, but are not limited to: • Earnings history; • Projected future financial and taxable income based upon existing reserves and long-term estimates of commodity prices; • The duration of statutory carry forward periods; • Prudent and feasible tax planning strategies readily available that may alter the timing of reversal of the temporary difference; • Nature of temporary differences and predictability of reversal patterns of existing temporary differences; and • The sensitivity of future forecasted results to commodity prices and other factors.The Company assesses available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. A significant piece of objective negative evidence is recent pretax losses and/or expectations of future pretax losses. Such objective evidence limits the ability to consider other subjective evidence including projections for future growth. On the basis of this evaluation, a valuation allowance has been recorded in Peru and Argentina. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as our projections for growth. Refer to Note 10 to the Consolidated Financial Statements for additional detail on the valuation allowance. For additional risk factors that could impact the Company’s ability to realize the deferred tax assets, refer to Note 2 to the Consolidated Financial Statements. 124Table of Contents

FY 2025-12-31 (later)

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS (dollars in millions, except per share, per ounce and per pound amounts) The following Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations (“MD&A”) provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Newmont Corporation, a Delaware corporation, and its subsidiaries (collectively, “Newmont,” the “Company,” “our” and “we”). We use certain non-GAAP financial measures in our MD&A. For a detailed description of each of the non-GAAP measures used in this MD&A, please refer to the discussion under Non-GAAP Financial Measures. This item should be read in conjunction with our Consolidated Financial Statements and the notes thereto included in this annual report.The following MD&A generally discusses our consolidated financial condition and results of operations for 2025 and 2024 and year-to-year comparisons between 2025 and 2024. Discussions of our consolidated financial condition and results of operations for 2023 and year-to-year comparisons between 2024 and 2023 are included in Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations, of the Company’s Annual Report on Form 10-K , filed with the Securities and Exchange Commission on February 21, 2025.OverviewNewmont is the world’s leading gold company and is the only gold company included in the S&P 500 Index and the Fortune 500 list of companies. We have been included in the Dow Jones Sustainability Index-World since 2007 and have adopted the World Gold Council’s Conflict-Free Gold Policy. Since 2015, Newmont has been ranked as the mining and metal sector’s top gold miner by the S&P Global Corporate Sustainability Assessment. Newmont has been ranked the top miner in 3BL Media’s 100 Best Corporate Citizens list which ranks the 1,000 largest publicly traded U.S. companies on ESG transparency and performance since 2020. We are primarily engaged in the exploration for and acquisition of gold properties, some of which may contain copper, silver, lead, zinc or other metals. We have significant operations and/or assets in the United States, Papua New Guinea, Australia, Ghana, Suriname, Argentina, Dominican Republic, Chile, Peru, Ecuador, Mexico, and Canada. Our goal is to create value and improve lives through sustainable and responsible mining. Refer to the Consolidated Financial Results, Results of Consolidated Operations, Liquidity and Capital Resources and Non-GAAP Financial Measures for information about the continued impacts from inflationary pressures, effects of certain countermeasures taken by central banks, and supply chain disruptions, with particular consideration on the outlook for increased costs specific to labor, materials, consumables and fuel and energy on operations, as well as impacts on the timing and cost of capital expenditures and the risk of potential impairment to certain assets. Refer to discussion of Risk and Uncertainties within Note 2 to the Consolidated Financial Statements for further information. Reportable Segments In October 2025, the Company declared commercial production at its Ahafo North project in Ghana resulting in classification as a reportable segment. Prior to declaration of commercial production, Ahafo North was classified as a development project and all activity was included in the Ahafo South reportable segment up to the date of commercial production. Although not a reportable segment until the fourth quarter of 2025, the amounts related to Ahafo North have been reported separately for comparability purposes. Refer to Note 4 to the Consolidated Financial Statements for further information. One of our reportable segments, NGM, is a joint venture that combined our and Barrick Mining Corporation’s (“Barrick”) respective Nevada operations, pursuant to the operating agreement entered into on July 1, 2019 between Barrick, Newmont and their wholly-owned subsidiaries party thereto (the “Nevada JV Agreement”). Barrick operates NGM with overall management responsibility and is subject to the supervision and direction of NGM’s Board of Managers, which is comprised of three managers appointed by Barrick and two managers appointed by Newmont. On January 26, 2026, we informed Barrick and the NGM Board of Managers that we had identified evidence of mismanagement at NGM, including diversion of resources from NGM to the benefit of Barrick’s wholly-owned property Fourmile and Barrick, and that we were exercising our contractual inspection and audit rights. On February 3, 2026, we sent Barrick a notice of default under the Nevada JV Agreement related to this conduct. Although we continue to work with Barrick to improve the performance of NGM and will take appropriate steps to address this matter, any such disagreements could have a material adverse effect on NGM and the Company. Refer to Item 1A, Risk Factors, for a discussion of risk factors related to our joint ventures. Divestiture of Non-Core Assets Based on a comprehensive review of the Company’s portfolio of assets following the Newcrest acquisition, the Company’s Board of Directors approved a portfolio optimization program to divest six non-core assets and a development project in February 2024. The non-core assets to be divested included Akyem, CC&V, Éléonore, Porcupine, Musselwhite, Telfer, and the Coffee development project in Canada. In February 2024, the Company concluded that these non-core assets and the development project met the accounting requirements to be presented as held for sale in the first quarter of 2024. The Company completed the sale the assets of the Telfer reportable segment in the fourth quarter 2024, the sale of the CC&V, Musselwhite, and Éléonore reportable segments in the first quarter of 2025, the sale of the Akyem and Porcupine reportable segments in the second quarter of 2025, and the sale of the Coffee development project in the fourth quarter of 2025. 89Table of ContentsAssets classified as held for sale are recorded at the lower of the carrying value or fair value, less costs to sell and are periodically valued until sale occurs with any resulting gain or loss recognized in (Gain) loss on sale of assets held for sale . Additionally, gains or losses recognized on the completion of the sale are recognized in (Gain) loss on sale of assets held for sale . As a result, for the year ended December 31, 2025 a gain of $1,066 was recognized within (Gain) loss on sale of assets held for sale , primarily resulting from the completed sales. For the year ended December 31, 2024, a loss of $1,114 was recognized within (Gain) loss on sale of assets held for sale , primarily consisting of write-downs on assets held for sale. Refer to Note 3 to the Consolidated Financial Statements for further information on divestitures.Newcrest AcquisitionOn November 6, 2023, the Company completed its business combination transaction with Newcrest Mining Limited, a public Australian mining company limited by shares ("Newcrest"), whereby Newmont, through Newmont Overseas Holdings Pty Ltd, an Australian proprietary company limited by shares (“Newmont Sub”), acquired all of the ordinary shares of Newcrest in a fully stock transaction for total non-cash consideration of $13,549. Newcrest became a direct wholly owned subsidiary of Newmont Sub and an indirect wholly owned subsidiary of Newmont (such acquisition, the “Newcrest transaction”). The combined company continues to be traded on the New York Stock Exchange under the ticker NEM. The combined company is also listed on the Australian Securities Exchange under the ticker NEM and on the Papua New Guinea Securities Exchange under the ticker NEM. Refer to Note 3 to the Consolidated Financial Statements for further information. Ghanaian Stability Agreement and Royalty The Revised Investment Agreement, under which Newmont previously operated in Ghana, expired on December 31, 2025. As a result, the previous maximum corporate income tax rate of 32.5% is now subject to a maximum corporate income tax rate of 35% and customs duties on imported goods used in mining operations ranging from 5% to 20% of the value of such items. Additionally, royalties were previously paid to the Government of Ghana under a sliding‑scale system, based on average monthly gold prices and ranging up to 5% of revenues, plus an additional 0.6% on any production from forest reserve areas. The sliding-scale royalty regime also expired on December 31, 2025. Effective January 1, 2026, royalties transitioned to a fixed 5% rate on gold production, with the additional 0.6% forest reserve royalty continuing to apply where applicable. The Government of Ghana is also entitled to receive 10% of a project’s net cash flow after reaching specific production milestones by receiving 1/9th of the total amount paid as dividends to Newmont parent. When the average quoted gold price exceeds $1,300 per ounce within a calendar year, an advance payment on these amounts of 0.6% of total revenues is required. Upon the expiration of the tax extension regime on December 31, 2025, dividends paid in addition to the carried interest will become subject to an 8% withholding tax. Also as a result of the agreement's expiration, Newmont is subject to a Growth and Sustainability Levy of 3% on gross revenue. As a result, the Company will also be exposed to future changes in fiscal, tax, and other related regulatory regimes in Ghana as they may be enacted from time to time. For instance, the Government of Ghana has announced plans to amend the country’s mineral royalty regime by replacing the flat 5% royalty rate, which became effective on January 1, 2026, with a sliding scale ranging from 5% to 12%, linked to prevailing gold prices. The proposed amendment was submitted to the Ghanaian Parliament on December 19, 2025, and is expected to be considered when parliamentary sessions resume in early February 2026. If enacted, the revised royalty framework could increase the Company’s operating costs at its Ghanaian operations, particularly during periods of higher gold prices. The timing, final structure, and implementation mechanisms of the proposed regime currently remain uncertain.Consolidated Financial Results The details of our Net income (loss) from continuing operations attributable to Newmont stockholders are set forth below: Year Ended December 31, Increase (decrease)2025 2024 2023 2025 vs. 2024 2024 vs. 2023 Net income (loss) from continuing operations attributable to Newmont stockholders $ 7,085 $ 3,280 $ (2,521) $ 3,805 $ 5,801 Net income (loss) from continuing operations attributable to Newmont stockholders per common share, diluted $ 6.39 $ 2.86 $ (3.00) $ 3.53 $ 5.86 Net income (loss) from continuing operations attributable to Newmont stockholders increased during the year ended December 31, 2025, compared to the same period in 2024, primarily due to (i) a net increase in Sales largely due to higher average realized gold prices partially offset by the impact from divestitures, (ii) a net gain on completed divestments, compared to prior year write-downs from assets held for sale, recognized in (Gain) loss on sale of assets held for sale, and (iii) a net decrease in costs applicable to sales, recognized in Costs applicable to sales, primarily resulting from divested sites. This increase was partially offset by the increase in Income and mining tax benefit (expense) and Impairment charges, primarily at Yanacocha.Refer below for further information on the change in Costs applicable to sales and Depreciation and amortization.90 Table of ContentsThe details and analyses of our Sales for all periods presented are set forth below. Refer to Note 5 to the Consolidated Financial Statements for additional information. Year Ended December 31, Increase (decrease)2025 2024 2023 2025 vs. 2024 2024 vs. 2023 Gold $ 19,304 $ 15,746 $ 10,593 $ 3,558 $ 5,153 Copper 1,438 1,327 575 111 752 Silver 1,080 792 335 288 457 Lead 183 195 96 (12) 99 Zinc 664 622 213 42 409 $ 22,669 $ 18,682 $ 11,812 $ 3,987 $ 6,870 Year Ended December 31, 2025 Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Consolidated sales: Gross before provisional pricing and streaming impact $ 19,067 $ 1,320 $ 846 $ 188 $ 699 Provisional pricing mark-to-market 274 119 177 (1) 3 Silver streaming amortization — — 84 — — Gross after provisional pricing and streaming impact 19,341 1,439 1,107 187 702 Treatment and refining charges (37) (1) (27) (4) (38) Net $ 19,304 $ 1,438 $ 1,080 $ 183 $ 664 Consolidated ounces/pounds sold (1)(2) 5,519 294 28 209 542 Average realized price (per ounce/pound): (3) Gross before provisional pricing and streaming impact $ 3,455 $ 4.49 $ 30.49 $ 0.89 $ 1.30 Provisional pricing mark-to-market 50 0.40 6.37 — — Silver streaming amortization — — 3.03 — — Gross after provisional pricing and streaming impact 3,505 4.89 39.89 0.89 1.30 Treatment and refining charges (7) — (0.97) (0.02) (0.07) Net $ 3,498 $ 4.89 $ 38.92 $ 0.87 $ 1.23 ____________________________ (1) Amounts reported in millions except gold ounces, which are reported in thousands. (2) The Company sold 134 thousand tonnes of copper, 95 thousand tonnes of lead, and 246 thousand tonnes of zinc. (3) Per ounce/pound measures may not recalculate due to rounding.Year Ended December 31, 2024 Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Consolidated sales: Gross before provisional pricing and streaming impact $ 15,701 $ 1,377 $ 724 $ 200 $ 691 Provisional pricing mark-to-market 105 — 14 (2) 8 Silver streaming amortization — — 91 — — Gross after provisional pricing and streaming impact 15,806 1,377 829 198 699 Treatment and refining charges (60) (50) (37) (3) (77) Net $ 15,746 $ 1,327 $ 792 $ 195 $ 622 Consolidated ounces/pounds sold (1)(2) 6,539 332 33 213 545 Average realized price (per ounce/pound): (3) Gross before provisional pricing and streaming impact $ 2,401 $ 4.15 $ 22.05 $ 0.94 $ 1.27 Provisional pricing mark-to-market 16 — 0.42 (0.01) 0.02 Silver streaming amortization — — 2.79 — — Gross after provisional pricing and streaming impact 2,417 4.15 25.26 0.93 1.29 Treatment and refining charges (9) (0.15) (1.13) (0.02) (0.15) Net $ 2,408 $ 4.00 $ 24.13 $ 0.91 $ 1.14 ____________________________ (1) Amounts reported in millions except gold ounces, which are reported in thousands.91 Table of Contents (2) The Company sold 150 thousand tonnes of copper, 97 thousand tonnes of lead, and 247 thousand tonnes of zinc. (3) Per ounce/pounds measures may not recalculate due to rounding.Year Ended December 31, 2023 Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Consolidated sales: Gross before provisional pricing and streaming impact $ 10,605 $ 601 $ 312 $ 103 $ 281 Provisional pricing mark-to-market 34 15 7 (4) (15) Silver streaming amortization — — 42 — — Gross after provisional pricing and streaming impact 10,639 616 361 99 266 Treatment and refining charges (46) (41) (26) (3) (53) Net $ 10,593 $ 575 $ 335 $ 96 $ 213 Consolidated ounces/pounds sold (1)(2) 5,420 155 17 107 222 Average realized price (per ounce/pound): (3) Gross before provisional pricing and streaming impact $ 1,957 $ 3.87 $ 18.53 $ 0.96 $ 1.27 Provisional pricing mark-to-market 6 0.10 0.44 (0.03) (0.07) Silver streaming amortization — — 2.56 — — Gross after provisional pricing and streaming impact 1,963 3.97 21.53 0.93 1.20 Treatment and refining charges (9) (0.26) (1.56) (0.03) (0.24) Net $ 1,954 $ 3.71 $ 19.97 $ 0.90 $ 0.96 ____________________________ (1) Amounts reported in millions except gold ounces, which are reported in thousands.(2) The Company sold 71 thousand tonnes of copper, 49 thousand tonnes of lead, and 101 thousand tonnes of zinc. (3) Per ounce/pound measures may not recalculate due to rounding. The change in consolidated Sales is due to: Year Ended December 31, 2025 vs. 2024 (1)Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds)Increase (decrease) in average realized price $ 6,001 $ 217 $ 406 $ (8) $ 7 Increase (decrease) in consolidated ounces/pounds sold (2,466) (155) (128) (3) (4) Decrease (increase) in treatment and refining charges 23 49 10 (1) 39 $ 3,558 $ 111 $ 288 $ (12) $ 42Year Ended December 31,2024 vs. 2023 (2)Gold Copper Silver Lead Zinc (ounces) (pounds) (ounces) (pounds) (pounds) Increase (decrease) in consolidated ounces/pounds sold $ 2,197 $ 698 $ 346 $ 98 $ 387 Increase (decrease) in average realized price 2,970 63 122 1 46 Decrease (increase) in treatment and refining charges (14) (9) (11) — (24) $ 5,153 $ 752 $ 457 $ 99 $ 409____________________________ (1) Included in the change in Sales is the impact relating to the divested sites which resulted in a decrease of $2,254 for the year ended 2025 compared to 2024. (2) Included in the change in Sales is the impact attributable to the sites acquired in the Newcrest acquisition which resulted in an increase of $3,593 for the year ended 2024 compared to 2023.For discussion regarding drivers impacting sales volumes by site, refer to Results of Consolidated Operations below.92Table of Contents The details of our Costs applicable to sales are set forth below. Year Ended December 31, Increase (decrease)2025 2024 2023 2025 vs. 2024 2024 vs. 2023 Gold $ 6,615 $ 7,364 $ 5,689 $ (749) $ 1,675 Copper 597 696 359 (99) 337 Silver 334 360 300 (26) 60 Lead 116 116 98 — 18 Zinc 423 427 253 (4) 174 $ 8,085 $ 8,963 $ 6,699 $ (878) $ 2,264 The decrease in Costs applicable to sales during the year ended December 31, 2025, compared to the same period in 2024, is primarily due to the impact of the divested sites, which resulted in a decrease of $1,370. Excluding the impact of divestitures, Costs applicable to sales increased during the year ended December 31, 2025, compared to the same period in 2024, primarily due to higher mining and milling costs at NGM and Brucejack, higher government royalties largely at Ahafo South, and higher worker's participation costs at Peñasquito and Yanacocha.For discussion regarding other significant drivers impacting Costs applicable to sales by site, refer to Results of Consolidated Operations below. The Company uses both straight-line and UOP methods of depreciation. Depreciation and amortization will vary as a result of fluctuations in sales volumes and depreciation rates utilized at our mining sites. The details of our Depreciation and amortization are set forth below. Refer to Note 4 to the Consolidated Financial Statements for additional information. Year Ended December 31, Increase (decrease)2025 2024 2023 2025 vs. 2024 2024 vs. 2023 Gold $ 1,924 $ 1,918 $ 1,730 $ 6 $ 188 Copper 194 217 53 (23) 164 Silver 131 159 134 (28) 25 Lead 46 52 45 (6) 7 Zinc 152 162 105 (10) 57 Other 74 68 41 6 27 $ 2,521 $ 2,576 $ 2,108 $ (55) $ 468 The decrease in Depreciation and amortization during the year ended December 31, 2025, compared to the same period in 2024, is primarily due to the impact of divested sites, which contributed $156 to the decrease in Depreciation and amortization. Excluding the impact of divested sites, Depreciation and amortization was in line with the same period in 2024.For discussion regarding other significant drivers impacting Depreciation and amortization by site, refer to Results of Consolidated Operations below.Exploration was $243, $266 and $265 for the years ended December 31, 2025, 2024, and 2023, respectively. Exploration decreased in 2025, compared to 2024, primarily due to a reduction in exploration spend due to the impact of divested sites. Advanced projects, research and development was $166, $197 and $200 for the years ended December 31, 2025, 2024, and 2023, respectively. Advanced projects, research and development decreased in 2025, compared to 2024, primarily due to the discontinuation of certain studies and lower consulting costs. General and administrative was $382, $442, and $299 for the years ended December 31, 2025, 2024, and 2023, respectively. General and administrative decreased in 2025, compared to 2024, primarily due to lower salaries and benefits resulting from a strategic plan committed by management in the third quarter of 2025 to streamline organization structure and reduce the Company's workforce, lower consulting costs, and lower charges resulting from the Newcrest transaction. The strategic plan was designed to reduce operating costs and advance the Company’s ongoing commitment to profitability and included streamlining the Company’s organizational structure, a reduction in workforce, and a reduction in office space in certain markets. Refer to Note 8 of the Consolidated Financial Statements for further information. Interest expense, net of capitalized interest was $229, $375, and $243 for the years ended December 31, 2025, 2024, and 2023, respectively. Capitalized interest totaled $144, $114, and $89 in each year, respectively. Interest expense, net of capitalized interest decreased in 2025, compared to 2024, as a result of the reduction in debt which was driven by a $2 billion debt tender for the partial redemption of certain senior notes, the full redemption of certain other senior notes, and an increase in capitalized interest. 93 Table of Contents Income and mining tax expense (benefit) was $4,596, $1,397, and $526 for the years ended December 31, 2025, 2024 and 2023, respectively. The effective tax rate is driven by a number of factors and the comparability of our income tax expense for the reported periods will be primarily affected by (i) variations in our income before income taxes; (ii) geographic distribution of that income; (iii) impacts of the changes in tax law; (iv) valuation allowances on tax assets; (v) percentage depletion; (vi) fluctuation in the value of the United States dollar and foreign currencies; (vii) changes in permanent reinvestment assertions for Papua New Guinea and Ghana and (viii) the impact of specific transactions and assessments. As a result, the effective tax rate will fluctuate, sometimes significantly, year to year. This trend is expected to continue in future periods. Refer to Note 10 to the Consolidated Financial Statements for further discussion of income taxes.Year Ended December 31,2025 2024Income (Loss) (1)Effective Tax Rate Income Tax (Benefit) Provision Income(Loss) (1)Effective Tax Rate Income Tax (Benefit) Provision Nevada $ 1,722 21 % $ 360 $ 733 18 % $ 133 CC&V (161) 30 % (48) 88 13 % 11 Corporate and Other (2) (34) 174 % (59) (285) (37) % 106 Total US 1,527 17 % 253 536 47 % 250 Argentina 102 (1) % (1) — — % 35 Australia 3,383 33 % 1,101 1,741 34 % 596 Canada 1,067 46 % 489 (171) 138 % (236) Ghana 2,071 41 % 848 998 35 % 348 Mexico 1,492 41 % 609 601 19 % 112 Papua New Guinea 974 74 % 723 441 32 % 140 Peru 455 107 % 485 346 37 % 129 Suriname 290 26 % 75 82 17 % 14 Other Foreign (19) (74) % 14 3 300 % 9 Consolidated (2) $ 11,342 40 % $ 4,596 $ 4,577 31 % $ 1,397____________________________ (1) Represents income (loss) from continuing operations by geographic location before income taxes and equity in affiliates. These amounts will not reconcile to the Segment Information for the reasons stated in Note 4 to the Consolidated Financial Statements. (2) The consolidated effective income tax rate is a function of the combined effective tax rates for the jurisdictions in which we operate. Variations in the relative proportions of jurisdictional income could result in fluctuations to our combined effective income tax rate.Other On July 4, 2025, the One Big Beautiful Bill Act H.R. 1 was signed into law in the U.S. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company does not anticipate the bill will have a material impact on the financial statements. In 2024, Pillar II went into effect. The Pillar II agreement was signed by numerous countries with the intent to equalize corporate tax around the world by implementing a global minimum tax of 15%. On January 5, 2026, the Organization for Economic Cooperation and Development released Administrative Guidance containing two Pillar II safe harbours under the new Side-by-side ("SbS") System. The Company is still examining the applicability of the new guidance to Newmont, but at this time, believes the new SbS Safe Harbour exempts the Company from Pillar II.Refer to the Notes to the Consolidated Financial Statements for explanations of other financial statement line items. Results of Consolidated OperationsNewmont has developed gold equivalent ounce (“GEO”) metrics to provide a comparable basis for analysis and understanding of our operations and performance related to copper, silver, lead and zinc. Gold equivalent ounces are calculated as pounds or ounces produced or sold multiplied by the ratio of the other metals’ price to the gold price, using the metal prices in the table below:Gold Copper Silver Lead Zinc (ounce) (pound) (ounce) (pound) (pound)2025 GEO Price (1)(2) $ 1,700 $ 3.50 $ 20.00 $ 0.90 $ 1.20 2024 GEO Price$ 1,400 $ 3.50 $ 20.00 $ 1.00 $ 1.20 2023 GEO Price $ 1,400 $ 3.50 $ 20.00 $ 1.00 $ 1.20____________________________(1) Effective January 1 2025, the Company updated the metal prices utilized for the GEO calculation. Utilizing the updated 2025 pricing resulted in 317 thousand and 320 thousand fewer calculated "gold equivalent ounces - other metals" produced and sold, respectively, than would have been calculated using the 2024 pricing for the year ended December 31, 2025. 94Table of Contents(2) Effective January 1, 2026, the GEO calculation was updated to use the following metal price assumptions: Gold ($4,000/oz), Copper ($5.00/lb.), Silver ($50.00/oz), Lead ($0.90/lb.), and Zinc ($1.30/lb.). This update to the GEO calculation will have an impact on the calculated gold equivalent ounces, and will impact how costs are allocated to the respective GEOs, particularly resulting in higher costs allocated to gold. Utilizing the updated 2026 pricing would have resulted in 479 and 487 fewer calculated "gold equivalent ounces - other metals" produced and sold, respectively, than was calculated using the 2025 pricing for the year ended December 31, 2025.Gold or Other Metals Produced Costs Applicable to Sales (1)Depreciation and Amortization All-In Sustaining Costs (2) Year Ended December 31, 2025 2024 2023 2025 2024 2023 2025 2024 2023 2025 2024 2023Gold (ounces in thousands) ($ per ounce sold) ($ per ounce sold) ($ per ounce sold)Lihir (3)585 614 134 $ 1,297 $ 1,270 $ 1,117 $ 322 $ 270 $ 153 $ 1,607 $ 1,512 $ 1,517 Cadia (3) 385 464 97 $ 845 $ 653 $ 1,079 $ 324 $ 263 $ 130 $ 1,253 $ 1,048 $ 1,271 Tanami 391 408 448 $ 1,114 $ 947 $ 759 $ 323 $ 300 $ 249 $ 1,716 $ 1,281 $ 1,060 Boddington 565 590 745 $ 1,244 $ 1,056 $ 847 $ 233 $ 193 $ 144 $ 1,514 $ 1,288 $ 1,067 Ahafo South 664 798 581 $ 1,227 $ 904 $ 947 $ 276 $ 270 $ 312 $ 1,494 $ 1,072 $ 1,222 Ahafo North (4) 70 — — $ 532 $ — $ — $ 168 $ — $ — $ 696 $ — $ — Merian 237 274 322 $ 1,562 $ 1,457 $ 1,207 $ 317 $ 305 $ 256 $ 1,921 $ 1,852 $ 1,541 Cerro Negro (5) 202 238 269 $ 1,594 $ 1,325 $ 1,257 $ 633 $ 521 $ 524 $ 2,220 $ 1,631 $ 1,509 Yanacocha 515 354 276 $ 795 $ 1,003 $ 1,069 $ 218 $ 279 $ 310 $ 964 $ 1,196 $ 1,266 Peñasquito 415 299 143 $ 922 $ 776 $ 1,219 $ 382 $ 355 $ 516 $ 1,120 $ 984 $ 1,590 Red Chris (3) 62 40 5 $ 1,358 $ 1,225 $ 905 $ 399 $ 367 $ 298 $ 1,750 $ 1,607 $ 1,439 Brucejack (3) 231 258 29 $ 1,465 $ 1,254 $ 1,898 $ 775 $ 691 $ 617 $ 2,020 $ 1,603 $ 2,646 NGM 999 1,039 1,170 $ 1,334 $ 1,219 $ 1,070 $ 475 $ 413 $ 387 $ 1,629 $ 1,605 $ 1,397 Divested (6) CC&V 28 146 172 $ 1,397 $ 1,390 $ 1,156 $ 62 $ 90 $ 136 $ 1,684 $ 1,691 $ 1,644 Musselwhite 33 212 180 $ 1,040 $ 1,045 $ 1,186 $ — $ 86 $ 444 $ 1,531 $ 1,541 $ 1,843 Porcupine 55 284 260 $ 1,300 $ 1,097 $ 1,167 $ 19 $ 127 $ 455 $ 1,810 $ 1,437 $ 1,577 Éléonore 50 240 232 $ 1,104 $ 1,339 $ 1,263 $ — $ 88 $ 433 $ 1,403 $ 1,811 $ 1,838 Akyem 43 204 295 $ 2,358 $ 1,596 $ 931 $ 62 $ 271 $ 413 $ 2,664 $ 1,816 $ 1,210 Telfer (3)(7) — 83 43 $ — $ 2,377 $ 1,882 $ — $ 142 $ 87 $ — $ 2,993 $ 1,988 Total/Weighted Average (8) 5,530 6,545 5,401 $ 1,199 $ 1,126 $ 1,050 $ 362 $ 304 $ 327 $ 1,609 $ 1,516 $ 1,444Merian (25%)(59) (69) (80) Attributable to Newmont 5,471 6,476 5,321Gold equivalent ounces - other metals (ounces in thousands) ($ per ounce sold) ($ per ounce sold) ($ per ounce sold)Cadia (3)(9) 372 478 90 $ 812 $ 603 $ 1,017 $ 326 $ 263 $ 127 $ 1,230 $ 987 $ 1,342Boddington (10)109 206 245 $ 1,165 $ 994 $ 830 $ 223 $ 189 $ 144 $ 1,397 $ 1,172 $ 1,067 Peñasquito (11) 799 1,102 529 $ 1,066 $ 831 $ 1,283 $ 402 $ 343 $ 561 $ 1,318 $ 1,090 $ 1,756 Red Chris (3)(12) 129 144 20 $ 1,341 $ 1,209 $ 1,020 $ 399 $ 366 $ 181 $ 1,692 $ 1,640 $ 1,660 Divested (6) Telfer (3)(7)(13) — 14 7 $ — $ 2,398 $ 1,703 $ — $ 161 $ 109 $ — $ 2,885 $ 2,580 Total/Weighted-Average (8) 1,409 1,944 891 $ 1,032 $ 834 $ 1,127 $ 368 $ 307 $ 378 $ 1,392 $ 1,161 $ 1,579 Copper (tonnes in thousands) Cadia (3)(9) 82 87 16Boddington (10)24 37 44 Red Chris (3)(12) 29 26 4 Divested (6) Telfer (3)(7)(13) — 3 1 Total/Weighted-Average 135 153 65 Lead (tonnes in thousands) Peñasquito (11) 98 96 51 Zinc (tonnes in thousands) Peñasquito (11) 231 258 104 Attributable gold from equity method investments (14)(ounces in thousands)Pueblo Viejo (40%) 253 235 224 95Table of ContentsFruta del Norte (32%) (3)(15) 165 138 — Attributable to Newmont 418 373 224____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) All-in sustaining costs is a non-GAAP financial measure. Refer to Non-GAAP Financial Measures below.(3) Sites acquired through the Newcrest transaction during the fourth quarter of 2023. Refer to Note 3 to the Consolidated Financial Statements for further information on the Newcrest transaction. (4) In October 2025, the Company declared commercial production at its Ahafo North project in Ghana resulting in classification as a reportable segment. As such, the comparative results of operations information is not meaningful. Refer to Note 4 to the Consolidated Financial Statements for further information. (5) During the first quarter of 2025, mining and processing operations at the site were temporarily suspended due to safety events (the "Cerro Negro shutdowns"). Full operations resumed in April 2025. In the second quarter of 2024, the Company suspended operations at Cerro Negro to conduct a full investigation into the tragic fatalities of two members of the Newmont workforce on April 9, 2024. The site ramped up to full operations in June 2024. (6) These sites were classified as held for sale beginning in the first quarter of 2024, and as such, the Company ceased recording depreciation and amortization in March 2024. Telfer was divested at December 31, 2024. All other sites previously classified as held for sale were divested at December 31, 2025. As a result, the comparative results of these operations are not meaningful. Refer to Note 3 of the Consolidated Financial Statements for further information. (7) During the second quarter of 2024, seepage points were detected on the outer wall and around the tailings storage facility at Telfer and we temporarily ceased placing new tailings on the facility. Production resumed at the end of the third quarter of 2024. During the fourth quarter of 2024, we recognized a benefit of $50 related to business insurance proceeds as a result of the event, recorded in Costs applicable to sales . (8) All-in sustaining costs and Depreciation and amortization include expense for Corporate and Other. (9) For the years ended December 31, 2025, 2024 and 2023, Cadia produced 180 million, 191 million, and 36 million pounds of copper, respectively. (10) For the years ended December 31, 2025, 2024 and 2023, Boddington produced 53 million, 83 million and 98 million pounds of copper, respectively. (11) For the year ended December 31, 2025, Peñasquito produced 28 million ounces of silver, 216 million pounds of lead and 509 million pounds of zinc. For the year ended December 31, 2024, Peñasquito produced 33 million ounces of silver, 212 million pounds of lead and 569 million pounds of zinc. For the year ended December 31, 2023, Peñasquito produced 18 million ounces of silver, 113 million pounds of lead and 230 million pounds of zinc. (12) For the years ended December 31, 2025, 2024 and 2023, Red Chris produced 63 million, 58 million, and 8 million pounds of copper, respectively. (13) For the years ended December 31, 2024 and 2023, Telfer produced 6 million and 3 million pounds of copper, respectively. (14) Income and expenses of equity method investments are included in Equity income (loss) of affiliates . Refer to Note 15 to the Consolidated Financial Statements for further discussion of our equity method investments. (15) The Fruta del Norte mine is wholly owned and operated by Lundin Gold, and is accounted for as an equity method investment on a quarter lag. Due to the quarter lag, comparative results of operations are not meaningful for the year ended December 31, 2025. Year ended December 31, 2025 compared to 2024 Lihir, Papua New Guinea. Gold production was generally in line with the prior year. Costs applicable to sales per gold ounce were generally in line with the prior year. Depreciation and amortization per gold ounce increased 19% primarily due to higher non-cash inventory costs per unit from ore processed from stockpiles and lower gold ounces sold. All-in sustaining costs per gold ounce increased 6% primarily due to higher sustaining capital spend per gold ounce. Cadia, Australia. Gold production decreased 17% primarily due to lower ore grade milled. Gold equivalent ounces – other metals production decreased 22% primarily as a result of the change in GEO pricing, noted above, that had an unfavorable impact to the calculated gold equivalent ounces - other metals produced of 16%, as well as lower other metals produced of 6% as a result of lower ore grade milled. Costs applicable to sales per gold ounce increased 29% primarily due to lower gold ounces sold, higher government royalties, and higher allocation of direct costs to gold as a result of the GEO price change, partially offset by higher by-product credits. Costs applicable to sales per gold equivalent ounce – other metals sold increased 35% primarily due to lower gold equivalent ounces - other metals sold and higher government royalties, partially offset by lower allocation of direct costs to gold equivalent ounces - other metals as a result of the GEO price change and higher by-product credits. Depreciation and amortization per gold ounce increased 23% primarily due to lower gold ounces sold. Depreciation and amortization per gold equivalent ounce – other metals increased 24% primarily due to lower gold equivalent ounces - other metals sold. All-in sustaining costs per gold ounce increased 20% primarily due to higher costs applicable to sales per gold ounce, partially offset by lower treatment and refining costs. All-in sustaining costs per gold equivalent ounce – other metals increased 25% primarily due to higher costs applicable to sales per gold equivalent ounce - other metals, partially offset by lower treatment and refining costs. Tanami, Australia. Gold production was generally in line with the prior year. Costs applicable to sales per gold ounce increased 18% primarily due to higher underground mining costs as a result of increased development, higher third party royalties, and lower gold ounces sold. Depreciation and amortization per gold ounce increased 8% primarily due to lower gold ounces sold. All-in sustaining costs per gold ounce increased 34% primarily due to higher sustaining capital spend and higher costs applicable to sales per gold ounce. Boddington, Australia. Gold production was generally in line with the prior year. Gold equivalent ounces – other metals production decreased 47% primarily due to lower other metals produced of 36% from lower ore grade milled, as well as the change in 96Table of ContentsGEO pricing, noted above, that had an unfavorable impact to the calculated gold equivalent ounces - other metals produced of 11%. Costs applicable to sales per gold ounce increased 18% primarily due to higher allocation of direct costs to gold as a result of the GEO price change and higher government royalties. Costs applicable to sales per gold equivalent ounce – other metals increased 17% primarily due to lower gold equivalent ounces - other metals sold and higher government royalties, partially offset by lower allocation of direct costs to gold equivalent ounces - other metals as a result of the GEO price change. Depreciation and amortization per gold ounce increased 21% primarily due to higher allocation of costs to gold as a result of the GEO price change. Depreciation and amortization per gold equivalent ounce - other metals increased 18% primarily due to lower gold equivalent ounces - other metals sold, partially offset by lower depreciation rates as a result of lower gold equivalent ounces - other metals mined. All-in sustaining costs per gold ounce increased 18% primarily due to higher costs applicable to sales per gold ounce and higher sustaining capital spend, partially offset by lower treatment and refining costs. All-in sustaining costs per gold equivalent ounce – other metals increased 19% primarily due to higher costs applicable to sales per gold equivalent ounce - other metals, partially offset by lower treatment and refining costs. Ahafo South, Ghana. Gold production decreased 17% primarily due to lower ore grade milled, partially offset by higher mill throughput. Costs applicable to sales per gold ounce increased 36% primarily due to higher government royalties, higher community development costs, and lower gold ounces sold, partially offset by a buildup of stockpile inventory compared to a draw down in the prior year. Depreciation and amortization per gold ounce was generally in line with the prior year. All-in sustaining costs per gold ounce increased 39% primarily due to higher costs applicable to sales per gold ounce and higher sustaining capital spend. Merian, Suriname. Gold production decreased 14% primarily due to lower mill throughput and a buildup of in-circuit inventory compared to a drawdown in the prior year. Costs applicable to sales per gold ounce increased 7% primarily due to lower gold ounces sold and higher government royalties, partially offset by lower labor costs and lower contracted services costs. Depreciation and amortization per gold ounce was generally in line with the prior year. All-in sustaining costs per gold ounce were generally in line with the prior year. Cerro Negro, Argentina. Gold production decreased 15% primarily due to lower ore grade milled as a result of mine sequencing and lower mill throughput as a result of the Cerro Negro shutdowns. Costs applicable to sales per gold ounce increased 20% primarily due to lower gold ounces sold, higher labor costs, and higher government royalties, partially offset by higher by-product credits, lower inventory write-downs in the current year compared to the prior year, and lower contracted services costs. Depreciation and amortization per gold ounce increased 21% primarily due to lower gold ounces sold. All-in sustaining costs per gold ounce increased 36% primarily due to higher sustaining capital spend and higher costs applicable to sales per gold ounce. Yanacocha, Peru. Gold production increased 45% primarily due to higher leach pad production as a result of injection leaching. Costs applicable to sales per gold ounce decreased 21% primarily due to higher gold ounces sold, higher buildup of leach pad inventory in the current year compared to in the prior year, and higher by-product credits, partially offset by higher workers participation costs and higher third-party royalties. Depreciation and amortization per gold ounce decreased 22% primarily due to higher gold ounces sold, partially offset by higher depreciation rates in the current year as a result of higher ounces mined. All-in sustaining costs per gold ounce decreased 19% primarily due to lower costs applicable to sales per gold ounce and lower sustaining capital spend, partially offset by higher other expense related to a Yanacocha discharge event during the second quarter of 2025 that impacted canals supporting the surrounding community. The event was contained as of June 30, 2025. Peñasquito, Mexico. Gold production increased 39% primarily due to higher ore grade milled as a result of mine sequencing, higher mill recovery, and higher mill throughput. Gold equivalent ounces – other metals production decreased 27% primarily as a result of a change in GEO pricing, noted above, that had an unfavorable impact to the calculated gold equivalent ounces - other metals produced of 16%, as well as lower other metals produced of 11% as a result of lower ore grade milled due to mine sequencing. Costs applicable to sales per gold ounce increased 19% primarily due to higher allocation of direct costs to gold as a result of the GEO price change, higher workers participation costs, and higher third party and government royalties, partially offset by higher gold ounces sold and higher by-product credits. Costs applicable to sales per gold equivalent ounce – other metals increased 28% primarily due to lower gold equivalent ounces - other metals sold, higher workers participation costs and higher third party and government royalties, partially offset by lower allocation of direct costs to gold equivalent ounces - other metals as a result of the GEO price change and higher by-product credits. Depreciation and amortization per gold ounce increased 8% primarily due to higher allocation of costs to gold as a result of the GEO price change, partially offset by higher gold ounces sold. Depreciation and amortization per gold equivalent ounce – other metals increased 17% primarily due to lower gold equivalent ounces - other metals sold, partially offset by lower allocation of costs to gold equivalent ounces - other metals as a result of the GEO price change. All-in sustaining costs per gold ounce increased 14% primarily due to higher costs applicable to sales per gold ounce. All-in sustaining costs per gold equivalent ounce – other metals increased 21% primarily due to higher costs applicable to sales per gold equivalent ounce - other metals, partially offset by lower treatment and refining costs. Red Chris, Canada. Gold production increased 55% primarily due to higher ore grade milled. Gold equivalent ounces - other metals production decreased 10% as a result of the change in GEO pricing, noted above, that had an unfavorable impact to the calculated gold equivalent ounces - other metals produced of 19%, partially offset by higher other metals produced of 9% as a result of higher ore grade milled. Costs applicable to sales per gold ounce increased 11% primarily due to higher allocation of direct costs to gold as a result of the GEO price change, partially offset by higher gold ounces sold and lower inventory write-downs in the current year compared to the prior year. Costs applicable to sales per gold equivalent ounce – other metals sold increased 11% primarily due to lower gold equivalent ounces - other metals sold, partially offset by lower allocation of direct costs to gold equivalent ounces - other 97Table of Contentsmetals as a result of the GEO price change, and lower inventory write-downs in the current year compared to the prior year. Depreciation and amortization per gold ounce increased 9% primarily due to higher depreciation rates as a result of higher gold ounces mined, partially offset by higher gold ounces sold. Depreciation and amortization per gold equivalent ounce – other metals increased 9% primarily due to lower gold equivalent ounces - other metals sold . All-in sustaining costs per gold ounce increased 9% primarily due to higher costs applicable to sales per gold ounce. All-in sustaining costs per gold equivalent ounce – other metals were generally in line with the prior year. Brucejack, Canada. Gold production decreased 10% primarily due to lower ore grade milled and higher buildup of in-circuit inventory in the current year, partially offset by higher mill throughput. Costs applicable to sales per gold ounce increased 17% primarily due to lower gold ounces sold and higher labor costs, partially offset by higher by-product credits. Depreciation and amortization per gold ounce increased 12% primarily due to lower gold ounces sold. All-in sustaining costs per gold ounce increased 26% primarily due to higher costs applicable to sales per gold ounce and higher sustaining capital spend. NGM, U.S. Attributable gold production was generally in line with the prior year. Costs applicable to sales per gold ounce increased 9% primarily due to lower gold ounces sold coupled with higher mining and processing costs at Carlin, partially offset by higher gold ounces sold at Turquoise Ridge. Depreciation and amortization per gold ounce increased 15% primarily due to higher amortization rates and lower gold ounces sold at Carlin, partially offset by higher gold ounces sold at Turquoise Ridge. All-in sustaining costs per gold ounce were generally in line with the prior year. Pueblo Viejo, Dominican Republic. Attributable gold production increased 8% primarily due to higher mill throughput, partially offset by lower mill recovery. Refer to Note 15 of the Consolidated Financial Statements for further discussion of our equity method investments.Foreign Currency Exchange Rates Our foreign operations sell their gold, copper, silver, lead, and zinc production based on USD metal prices. Therefore, fluctuations in foreign currency exchange rates do not have a material impact on our revenue. Despite selling gold and silver in London, we have no exposure to the euro or the British pound.Foreign currency exchange rates can increase or decrease profits to the extent costs are paid in foreign currencies. In 2025, approximately 59% of Costs applicable to sales were paid in currencies other than the U.S. dollar as follows: Year Ended December 31, 2025 Australian Dollar 27 % Canadian Dollar 9 % Mexican Peso 8 % Papua New Guinean Kina 6 % Argentine Peso 4 %Surinamese Dollar 3 %Peruvian Sol 2 %Ghanaian Cedi — %Variations in the local currency exchange rates in relation to the USD at our foreign mining operations decreased Costs applicable to sales at sites by $190 during the year ended December 31, 2025, compared to the same period in 2024. The decrease was primarily due to significant currency devaluation of the Argentine peso as well as devaluation of the Mexican peso. At December 31, 2025, the Company held AUD- and CAD-denominated fixed forward contracts to mitigate variability in the USD functional cash flows related to the AUD- and CAD-denominated operating expenditures to be incurred between October 2024 and December 2026 at certain sites, respectively. The unrealized changes in fair value for the fixed forward contracts are recorded in Accumulated other comprehensive income (loss) and will be reclassified to earnings through Costs applicable to sales beginning October 2024. Refer to Note 14 of the Consolidated Financial Statements for further information on our hedging instruments.Hyperinflationary EconomiesHyperinflationary economies are defined by the International Monetary Fund as economies in which the projected three-year cumulative inflation exceeds 100%. For the year ended December 31, 2025, Argentina was the only hyperinflationary economy in which the Company held operations. Argentina. Our Cerro Negro mine is located in Argentina and is a USD functional currency entity. Beginning in 2020, Argentina’s central bank enacted a number of foreign currency controls in an effort to stabilize the local currency, including requiring the Company to convert USD proceeds from metal sales to local currency within 60 days from shipment date or 20 business days from receipt of cash, whichever happens first, as well as restricting payments to foreign-related entities denominated in foreign currency, such as dividends or distributions to the parent and related companies and royalties and other payments to foreign beneficiaries. These 98Table of Contentsrestrictions directly impact Cerro Negro's ability to repay intercompany debt to the Company. In the third quarter of 2024, certain restrictions were lifted or modified, allowing companies to repay intercompany debt in certain circumstances. In April 2025, the IMF Executive Board approved a 48-month, $20 billion extended arrangement under the Extended Fund Facility for Argentina. Within the program objectives, the IMF expressly mentions transitioning toward exchange rate flexibility, while gradually lifting foreign currency restrictions. The new exchange rate regime allows the Argentine peso to float within a moving band of 1,000 to 1,400 pesos per USD, expanding by 1% monthly at both limits. From January 1, 2026, the floating exchange rate regime between bands will remain in effect, and the monthly rate of adjustment of the upper and lower limits of the exchange rate band will be determined according to the latest monthly inflation data reported by INDEC. The central bank can intervene if the band is breached and may operate in secondary peso markets within the band. This managed float led to an immediate devaluation of the Argentine Peso. Further, a series of foreign currency restrictions have been lifted, including allowing companies to transfer to their foreign shareholders profits and dividends corresponding to fiscal years that began on or after January 1, 2025, provided applicable requirements are met. We continue to monitor the foreign currency exposure risk and the evolution of currency controls, which are currently not expected to have a material impact on our financial statements.Liquidity and Capital Resources Liquidity OverviewWe have a disciplined capital allocation strategy of maintaining financial flexibility to execute our capital priorities and generate long-term value for our stockholders. The Company continues to experience the impacts from geopolitical and macroeconomic pressures. With the resulting volatile environment, we continue to monitor inflationary conditions, the effects of certain countermeasures taken by central banks, and the potential for further supply chain disruptions, as well as an uncertain and evolving labor market including tariff and regulatory changes. Depending on the duration and extent of the impact of these events, or changes in commodity prices, the prices for gold and other metals, and foreign exchange rates, we could continue to experience volatility; transportation industry disruptions could occur, including limitations on shipping produced metals; our supply chain could experience disruption; cost inflation rates could further increase; or we could incur credit related losses of certain financial assets, which could materially impact our results of operations, cash flows and financial condition. As of December 31, 2025, we believe our available liquidity allows us to manage the short- and, possibly, long-term material adverse impacts of these events on our business. Refer to Note 2 to the Consolidated Financial Statements for further discussion on risks and uncertainties. At December 31, 2025, the Company had $7,647 in Cash and cash equivalents. The majority of our cash and cash equivalents are invested in a variety of highly liquid and low-risk investments with original maturities of three months or less that are available to fund our operations as necessary. We may have investments in prime money market funds that are classified as cash and cash equivalents; however, we continually monitor the need for reclassification under the SEC requirements for money market funds, and the potential that the shares of such funds could have a net asset value of less than their par value. We believe that our liquidity and capital resources are adequate to fund our operations and corporate activities. At December 31, 2025, $2,347 of Cash and cash equivalents was held in foreign subsidiaries and is primarily held in USD denominated accounts with the remainder in foreign currencies readily convertible to USD. Cash and cash equivalents denominated in Argentine peso are subject to regulatory restrictions. Refer to Foreign Currency Exchange Rates above for further information. At December 31, 2025, $2,078 of consolidated Cash and cash equivalents was held at certain foreign subsidiaries that, if repatriated, may be subject to withholding taxes. We expect that there would be no additional tax burden upon repatriation after considering the cash cost associated with any potential withholding taxes. We believe our existing consolidated Cash and cash equivalents , available capacity on our revolving credit facility, and cash generated from continuing operations will be adequate to satisfy working capital needs, fund future growth, meet debt obligations and meet other liquidity requirements for the foreseeable future. At December 31, 2025, our borrowing capacity on our revolving credit facility was $4,000 and we had no borrowings outstanding. We continue to remain compliant with covenants and do not currently anticipate any events or circumstances that would impact our ability to access funds available on this facility. Refer to Note 20 to the Consolidated Financial Statements for further information on our Debt . 99 Table of ContentsOur financial position was as follows:At December 31, 2025 At December 31, 2024 Cash and cash equivalents $ 7,647 $ 3,619Cash and cash equivalents included in assets held for sale (1)— 45 Available borrowing capacity on revolving credit facilities 4,000 4,000 Total liquidity $ 11,647 $ 7,664 Net debt (cash) (2) $ (2,058) $ 5,308____________________________(1) During the first quarter of 2024, certain non-core assets were determined to meet the criteria for assets held for sale. As a result, the related Cash and cash equivalents was reclassified to Assets held for sale . At December 31, 2025, no amounts relating to Cash and cash equivalents and restricted cash remained in Assets held for sale . Refer to Note 3 to the Consolidated Financial Statements for additional information. (2) Net debt is a non-GAAP financial measure. Refer to Non-GAAP Financial Measures, below.Cash FlowsYear Ended December 31, 2025 2024 Net cash provided by (used in) operating activities of continuing operations $ 10,334 $ 6,318 Net cash provided by (used in) investing activities of continuing operations $ 606 $ (2,855) Net cash provided by (used in) financing activities $ (7,040) $ (2,953) Net cash provided by (used in) operating activities of continuing operations had an increase in cash provided of $4,016 during the year ended December 31, 2025 compared to the same period in 2024, primarily due to the net increase in Sales largely resulting from higher average realized gold prices in 2025, partially offset by higher cash tax payments which is directly correlated to the increase in pre-tax income driven by the higher average realized gold prices. Refer to Consolidated Financial Results, above, for more information on Sales , and Note 10 to the Consolidated Financial Statements for more information on Income and mining tax benefit (expense) . Net cash provided by (used in) investing activities of continuing operations had an increase in cash provided of $3,461 during the year ended December 31, 2025 compared to the same period in 2024, primarily due to the sales of non-core assets in 2025, including net proceeds received of $2,811 and a reduction in capital expenditures of $405 as a result of the divestments, as well as an increase in proceeds received from the sale of investments. Refer to Notes 3 to the Consolidated Financial Statements for additional information. Net cash provided by (used in) financing activities had an increase in cash used of $4,087 during the year ended December 31, 2025 compared to the same period in 2024, primarily due to higher redemptions of debt and repurchases of common stock in 2025. Refer to Note 20 to the Consolidated Financial Statements for additional information on our Debt transactions.Capital ResourcesIn February 2026, the Board declared a dividend of $0.26 per share as part of its updated capital allocation framework. This new framework is designed to be sustainable through the commodity cycle while also focusing on return of capital to shareholders, maintaining a resilient balance sheet, and making prudent capital investments for long-term value. The declaration and payment of future dividends remains at the full discretion of the Board and will depend on the Company’s financial results, cash requirements, future prospects and other factors deemed relevant by the Board. In February 2024, the Board of Directors authorized a stock repurchase program to repurchase shares of outstanding common stock to provide returns to stockholders, provided that the aggregate value of shares of common stock repurchased under the new program does not exceed $1 billion; this program has been completed. In October 2024, the Board of Directors authorized an additional $2 billion stock repurchase program to repurchase shares of outstanding common stock; this program has been completed. In July 2025, the Board of Directors authorized an additional $3 billion stock repurchase program to repurchase shares of outstanding common stock. The program will be executed at the Company’s discretion, permits shares to be repurchased under a variety of methods, has no expiration date, may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount. Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future. Through the date of filing, we have executed and settled total trades of common stock repurchases under the previously authorized programs of $3,624, of which $2,303 was repurchased during the year ended December 31, 2025. 100Table of ContentsCapital Expenditures Cash generated from operations is used to execute our capital priorities, which include sustaining and developing our global portfolio of long-lived assets. Our near-term development capital projects include Tanami Expansion 2 and Cadia Panel Caves. These projects are being funded from existing liquidity and will continue to be funded from future operating cash flows. Capital costs are estimated to be between $1,700 and $1,800 for Tanami Expansion 2 with an expected commercial production date in the second half of 2027. Capital costs are estimated to be between $2,000 and $2,400 for the PC 2-3 and PC1-2 Cadia Panel Caves project with development capital costs expected to continue until 2029. We consider sustaining capital as those capital expenditures that are necessary to maintain current production and execute the current mine plan. Capital expenditures to develop new operations or related to projects at existing operations, where these projects will enhance production or reserves, are considered non-sustaining or development capital. The Company’s decision to reprioritize, sell or abandon a development project, which may include returning mining concessions to host governments, could result in a future impairment charge. The Company continues to evaluate strategic priorities and deployment of capital to projects in the pipeline to ensure we execute on our capital priorities and provide long-term value to stockholders. Included in the Company's continuous evaluation is consideration of current market opportunities or pressures. Refer to Note 2 to the Consolidated Financial Statements for further discussion. The Company had Additions to property, plant and mine development as follows: Year Ended December 31, 2025 2024 2023Development Projects Sustaining Capital Total Development Projects Sustaining Capital Total Development Projects Sustaining Capital TotalLihir $ 4 $ 144 $ 148 $ 89 $ 104 $ 193 $ 2 $ 51 $ 53 Cadia 294 303 597 246 291 537 42 33 75 Tanami 367 204 571 321 116 437 291 122 413 Boddington — 145 145 — 129 129 — 164 164 Ahafo South (1) 12 156 168 19 108 127 5 134 139 Ahafo North (1) 312 9 321 255 — 255 171 — 171 Merian — 58 58 — 81 81 — 84 84 Cerro Negro 39 111 150 125 61 186 107 55 162 Yanacocha 11 10 21 39 22 61 288 24 312 Peñasquito — 123 123 — 129 129 — 113 113 Red Chris 99 58 157 90 60 150 16 9 25 Brucejack — 104 104 3 67 70 1 21 22 NGM 146 241 387 97 351 448 138 334 472 Corporate and Other — 23 23 — 22 22 8 43 51 Divested (2) CC&V — 5 5 — 26 26 — 64 64 Musselwhite — 14 14 — 97 97 — 104 104 Porcupine 28 26 54 122 79 201 98 68 166 Éléonore — 12 12 — 100 100 — 106 106 Akyem — 9 9 1 23 24 3 37 40 Telfer — — — 12 39 51 1 8 9 Accrual basis $ 1,312 $ 1,755 $ 3,067 $ 1,419 $ 1,905 $ 3,324 $ 1,171 $ 1,574 $ 2,745 (Increase) decrease in non-cash adjustments (32) 78 (79) Cash basis $ 3,035 $ 3,402 $ 2,666____________________________(1) In the fourth quarter of 2025, the Ahafo North development project achieved commercial production resulting in designation as a reportable segment. Prior to declaration of commercial production, Ahafo North was classified as a development project and all activity was included in the Ahafo South reportable segment. Although not a reportable segment until the fourth quarter of 2025, the amounts related to Ahafo North have been reported separately for comparability purposes. Refer to Note 4 to the Consolidated Financial Statements for information. (2) Refer to Note 3 to the Consolidated Financial Statements for information on the Company's divestitures. For the year ended December 31, 2025, development projects primarily included Tanami Expansion 2, Ahafo North, Cadia Panel Caves, Red Chris Block Cave, Cerro Negro expansions projects, and the Goldrush Complex at NGM. Development capital costs 101Table of Contents(excluding capitalized interest and capitalized depreciation and amortization) on our Tanami Expansion 2, Ahafo North, and Cadia Panel Caves projects since approval were $1,304, $900, and $516, respectively, of which $284, $284, and $268 related to the year ended December 31, 2025, respectively. For the year ended December 31, 2024, development projects included Red Chris Block Caves, Pamour at Porcupine, Cerro Negro expansion projects, Yanacocha Sulfides, Tanami Expansion 2, Cadia Panel Caves, Phase 14A Wall construction at Lihir, Ahafo North, and Goldrush Complex at NGM. For the year ended December 31, 2023, development projects included Pamour at Porcupine, Cerro Negro expansion projects Yanacocha Sulfides, Tanami Expansion 2, Cadia Panel Caves, Ahafo North, and the TS Solar Plant and Goldrush Complex at NGM. The Company will from time to time enter into hedging relationships to mitigate variability in development capital spend denominated in foreign currency. The Company has entered into A$1,734 AUD-denominated fixed forward contracts, designated as foreign currency cash flow hedges, to mitigate variability in the USD functional cash flows related to the AUD-denominated capital expenditures related to the construction and development phase of the Tanami Expansion 2, Cadia Panel Caves, and Cadia Tailings projects expected to be incurred between October 2024 and December 2026. Refer to Note 14 to the Consolidated Financial Statements for further information. For the years ended December 31, 2025, 2024, and 2023, sustaining capital includes capital expenditures such as tailings facility construction, infrastructure improvements, underground and surface mine development, capital component purchases, mining equipment, and reserves drilling conversion. Additionally, for the year ended December 31, 2023, sustaining capital included haul truck purchases for the Autonomous Haulage System at Boddington. The Company currently expects to incur higher annual sustaining capital spend over the next few years at our ongoing operations relative to historical amounts as we continue to advance the critical tailings work at Cadia and Boddington and strengthen operating efficiency across our portfolio.Refer to Note 4 to our Consolidated Financial Statements and Non-GAAP Financial Measures, "All-In Sustaining Costs", below, for further information. DebtDebt and Corporate Revolving Credit Facilities. The Company from time to time will redeem its outstanding senior notes ahead of their scheduled maturity dates utilizing Cash and cash equivalents. Additionally, depending upon market conditions and strategic considerations, we may choose to refinance debt in the capital markets. We generally expect to be able to fund maturities of debt from Net cash provided by (used in) operating activities , existing cash balances, and available credit facilities. In 2025, the Company completed debt extinguishments comprised of (i) a $2 billion debt tender consisting of partial redemptions of certain senior notes, (ii) the full redemption of the outstanding 2026 Senior Notes, and (iii) the partial redemption of certain other senior notes through open market repurchases. As a result of these redemptions, the company recognized a loss on extinguishment of $101 for the year ended December 31, 2025, recognized in Other income (loss), net. Debt Covenants. Our senior notes and revolving credit facilities contain various covenants and default provisions including payment defaults, limitations on liens, leases, sales and leaseback agreements, merger restrictions, limiting the sale of all or substantially all of our assets, certain change of control provisions, and a negative pledge on certain assets. Additionally, the corporate revolving credit facility contains a financial ratio covenant requiring us to maintain a net debt (total debt net of Cash and cash equivalents ) to total capitalization ratio of less than or equal to 62.50%. At December 31, 2025, we were in compliance with all existing debt covenants and provisions related to potential defaults. Letters of Credit and Other Guarantees. We have off-balance sheet arrangements of $1,943 of outstanding surety bonds, bank letters of credit and bank guarantees (refer to Note 24 to the Consolidated Financial Statements). At December 31, 2025, none of the $4,000 corporate revolving credit facility was used to secure the issuance of letters of credit. For further information on our Debt , refer to Note 20 to the Consolidated Financial Statements. Co-Issuer and Supplemental Guarantor Information. The Company filed a shelf registration statement with the SEC on Form S-3 under the Securities Act, of 1933, as amended, which enables us to issue an indeterminate number or amount of common stock, preferred stock, depository shares, debt securities, guarantees of debt securities, warrants and units (the “Shelf Registration Statement”). Under the Shelf Registration Statement, our debt securities may be guaranteed by Newmont USA Limited (“Newmont USA”), one of our consolidated subsidiaries. Newmont and Newcrest Finance, as issuers, and Newmont USA, as guarantor, are collectively referred to herein as the "Obligor Group." These guarantees are full and unconditional, and none of our other subsidiaries guarantee any security issued and outstanding. The cash provided by operations of the Obligor Group, and all of its subsidiaries, is available to satisfy debt repayments as they become due, and there are no material restrictions on the ability of the Obligor Group to obtain funds from subsidiaries by 102Table of Contentsdividend, loan, or otherwise, except to the extent of any rights, noncontrolling interests, foreign currency or regulatory restrictions limiting repatriation of cash. Net assets attributable to noncontrolling interests were $175 at December 31, 2025. All noncontrolling interests relate to non-guarantor subsidiaries. Newmont and Newmont USA are primarily holding companies with no material operations, sources of income or assets other than equity interest in their subsidiaries and intercompany receivables or payables. Newcrest Finance is a finance subsidiary with no material assets or operations other than those related to issued external debt. Newmont USA’s primary investments are comprised of its 38.5% interest in NGM. For further information regarding these and our other operations, refer to Note 4 to the Consolidated Financial Statements and Results of Consolidated Operations within Part II, Item 7, MD&A. In addition to equity interests in subsidiaries, the Obligor Group’s balance sheets consisted primarily of the following intercompany assets, intercompany liabilities, and external debt. The remaining assets and liabilities of the Obligor Group are considered immaterial at December 31, 2025. December 31, 2025Obligor Group Newmont USACurrent intercompany assets $ 24,979 $ 17,426 Non-current intercompany assets $ 770 $ 283 Current intercompany liabilities $ 28,983 $ 1,621 Non-current intercompany liabilities $ 49 $ — Non-current external debt $ 5,108 $ —Newmont USA's subsidiary guarantees (the “subsidiary guarantees”) are general unsecured senior obligations of Newmont USA and rank equal in right of payment to all of Newmont USA's existing and future senior unsecured indebtedness and senior in right of payment to all of Newmont USA's future subordinated indebtedness. The subsidiary guarantees are effectively junior to any secured indebtedness of Newmont USA to the extent of the value of the assets securing such indebtedness.At December 31, 2025, Newmont USA guaranteed $5,051 of the $5,108 in total Obligor Group external debt. Under the terms of the subsidiary guarantees, holders of Newmont’s securities subject to such subsidiary guarantees will not be required to exercise their remedies against Newmont before they proceed directly against Newmont USA.Newmont USA will be released and relieved from all its obligations under the subsidiary guarantees in certain specified circumstances, including, but not limited to, the following: • upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of Newmont USA (other than to Newmont or any of Newmont’s affiliates); • upon the sale or disposition of all or substantially all the assets of Newmont USA (other than to Newmont or any of Newmont’s affiliates); or• upon such time as Newmont USA ceases to guarantee more than $75 aggregate principal amount of Newmont’s debt (at December 31, 2025, Newmont USA guaranteed $517 aggregate principal amount of debt of Newmont that did not contain a similar fall-away provision). Newmont’s debt securities are effectively junior to any secured indebtedness of Newmont to the extent of the value of the assets securing such indebtedness, and structurally subordinated to all debt and other liabilities of Newmont’s non-guarantor subsidiaries. At December 31, 2025, (i) Newmont’s total consolidated indebtedness was approximately $5,589, none of which was secured (other than $474 of Lease and other financing obligations ), and (ii) Newmont’s non-guarantor subsidiaries had $9,133 of total liabilities (including trade payables, but excluding intercompany, external debt, and reclamation and remediation liabilities), which would have been structurally senior to Newmont’s debt securities. For further information on our Debt , refer to Note 20 to the Consolidated Financial Statements. 103Table of Contents Contractual ObligationsOur contractual obligations at December 31, 2025 are summarized as follows:Payments Due by PeriodTotal Current Non-CurrentDebt (1)$ 8,242 $ 239 $ 8,003Finance lease and other financing obligations (2)608 119 489Remediation and reclamation liabilities (3)9,894 922 8,972 Uncertain income tax liabilities and interest (4) 128 — 128 Employee-related benefits (5) 1,207 432 775Operating leases and other obligations (6)123 33 90Minimum royalty payments (7)29 29 —Purchase obligations (8)836 380 456 Other 392 213 179 $ 21,459 $ 2,367 $ 19,092____________________________(1) Debt includes principal of $5,343 on senior notes and estimated interest payments of $2,899 on senior notes, assuming no early extinguishment. (2) Finance lease and other financing obligations includes finance lease payments of $608.(3) Mining operations are subject to extensive environmental regulations in the jurisdictions in which they operate. Pursuant to environmental regulations, we are required to close our operations and reclaim and remediate the lands that operations have disturbed. The estimated undiscounted cash outflows of these Reclamation and remediation liabilities are reflected here. For more information regarding reclamation and remediation liabilities, refer to Note 6 to the Consolidated Financial Statements.(4) We are unable to reasonably estimate the timing of our uncertain income tax liabilities and interest payments due to uncertainties in the timing of the effective settlement of tax positions. (5) Contractual obligations for Employee-related benefits include severance, workers’ participation, pension and other benefit plans. Pension plan and other benefit payments beyond 2035 cannot be reasonably estimated given variable market conditions and actuarial assumptions and are not included. (6) Operating lease and other obligations includes operating lease payments of $123.(7) Minimum royalty payments are related to continuing operations and are presented net of recoverable amounts. (8) Purchase obligations are not recorded in the Consolidated Financial Statements. Purchase obligations represent contractual obligations for purchase of power, materials and supplies, consumables, inventories and capital projects.EnvironmentalOur mining and exploration activities are subject to various federal and state laws and regulations governing the protection of the environment. We have made, and expect to make in the future, expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures. We perform a comprehensive review of our reclamation and remediation liabilities annually and review changes in facts and circumstances associated with these obligations at least quarterly. Newmont is committed to the implementation of the GISTM and the disclosure of implementation status for tailings facilities. Conformance with the GISTM is on-going and has and may continue to result in further increases to our estimated sustaining costs and closure costs for existing operations and non-operating sites. Disclosures can be found on our website. Additionally, laws, regulations and permit requirements focused on water management and discharge requirements for operations and water treatment are becoming increasingly stringent. Compliance with water management and discharge quality remains dynamic and has and may continue to result in further increases to our estimated closure costs. At December 31, 2025 and 2024, $6,800 and $7,015, respectively, were accrued for reclamation costs relating to currently or recently producing or development stage mineral properties, of which $829 and $928, respectively, were classified as current liabilities. In addition, we are involved in several matters concerning environmental obligations associated with former, primarily historical, mining activities. Based upon our best estimate of our liability for these matters, $390 and $370 were accrued for such obligations at December 31, 2025 and 2024, respectively, of which $64 and $63, respectively, were classified as current liabilities. We spent $71, $82, and $44 during the years ended December 31, 2025, 2024, and 2023, respectively, for environmental obligations related to the former mining activities. Reclamation and remediation adjustments during 2025 primarily related to increased cost estimates at Peñasquito resulting from updated risk assessments and the identification of additional uncertainties regarding long‑term tailings storage facility embankment stability, partially offset by a reduction in cost estimates at portions of the Yanacocha site that are no longer in production and with no expected substantive economic value (i.e., non-operating) following the completion of several closure related studies. Reclamation and remediation adjustments during 2024 primarily related to a reduction in cost estimates at non-operating portions of the Yanacocha site. 104Table of ContentsDuring the year ended December 31, 2025, 2024, and 2023, capital expenditures were approximately $58, $35, and $41, respectively, to comply with environmental regulations. Our sustainability strategy is a foundational element in achieving our purpose to create value and improve lives through sustainable and responsible mining. Sustainability and safety are integrated into the business at all levels of the organization through our global policies, standards, strategies, business plans and remuneration plans. For more information on the Company’s reclamation and remediation liabilities, refer to Notes 6 and 24 to the Consolidated Financial Statements. For discussion of regulatory, tailings, water, climate and other environmental risks, refer to Part I, Item 1A. Risk Factors, for additional information.Forward-Looking Statements The foregoing discussion and analysis, as well as certain information contained elsewhere in this Annual Report, contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor created thereby. For a more detailed discussion of risks and other factors that might impact forward-looking statements and other important information about forward-looking statements, refer to the discussion in Forward-Looking Statements in Part I, Item 1, Business and Part I, Item 1A, Risk Factors. Non-GAAP Financial Measures Non-GAAP financial measures are intended to provide additional information only and do not have any standard meaning prescribed by GAAP. These measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Unless otherwise noted, we present the non-GAAP financial measures of our continuing operations in the tables below. For additional information regarding our discontinued operations, refer to Note 1 to the Consolidated Financial Statements.Earnings Before Interest, Taxes, and Depreciation and Amortization and Adjusted Earnings Before Interest, Taxes, and Depreciation and Amortization Management uses Earnings before interest, taxes, and depreciation and amortization (“EBITDA”) and EBITDA adjusted for non-core or certain items that have a disproportionate impact on our results for a particular period (“Adjusted EBITDA”) as non-GAAP measures to evaluate the Company’s operating performance. EBITDA and Adjusted EBITDA do not represent, and should not be considered an alternative to, net income (loss), operating income (loss), or cash flow from operations as those terms are defined by GAAP, and do not necessarily indicate whether cash flows will be sufficient to fund cash needs. Although Adjusted EBITDA and similar measures are frequently used as measures of operations and the ability to meet debt service requirements by other companies, our calculation of Adjusted EBITDA is not necessarily comparable to such other similarly titled captions of other companies. The Company believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors. Management’s determination of the components of Adjusted EBITDA are evaluated periodically and based, in part, on a review of non-GAAP financial measures used by mining industry analysts. Net income (loss) attributable to Newmont stockholders is reconciled to EBITDA and Adjusted EBITDA as follows: 105Table of Contents Year Ended December 31,2025 2024 2023 Net income (loss) attributable to Newmont stockholders $ 7,085 $ 3,348 $ (2,494) Net income (loss) attributable to non-controlling interests 82 33 27Net (income) loss from discontinued operations (1)— (68) (27) Equity loss (income) of affiliates (421) (133) (63) Income and mining tax expense (benefit) 4,596 1,397 526 Depreciation and amortization 2,521 2,576 2,108Interest expense, net of capitalized interest229 375 243 EBITDA 14,092 7,528 320Adjustments:(Gain) loss on sale of assets held for sale (2) (1,066) 1,114 —Impairment charges (3)842 78 1,891 Change in fair value of investments and options (4) (604) (62) 47 Restructuring and severance (5) 186 38 24 Loss (gain) on debt extinguishment (6) 101 (32) — Reclamation and remediation charges (7) (96) (71) 1,260 Loss (gain) on asset and investment sales (8) 20 (35) 197 Settlement costs (9) 2 44 7 Newcrest transaction and integration costs (10) — 72 464 Pension settlements and curtailments (11) — 1 9 Other (12) 3 — (4) Adjusted EBITDA $ 13,480 $ 8,675 $ 4,215____________________________(1) For additional information regarding our discontinued operations, refer to Note 1 of the Consolidated Financial Statements. (2) Primarily consists of the gain on the sales of certain non-core assets in 2025 and the write-downs on assets held for sale in 2024; included in (Gain) loss on sale of assets held for sale . Refer to Note 3 of the Consolidated Financial Statements for further information. (3) Represents non-cash write-downs of various assets that are no longer in use and materials and supplies inventories; included in Impairment charges . Refer to Note 7 of the Consolidated Financial Statements for further information. (4) Primarily consists of the unrealized gains and losses related to the Company's marketable equity and other securities; included in Change in fair value of investments and options . (5) Primarily represents severance and related costs associated with significant organizational or operating model changes implemented by the Company; included in Other expense, net . Refer to Note 8 of the Consolidated Financial Statements for further information. (6) Represents the losses and gains on debt redemptions; included in Other income (loss), net . Refer to Note 20 of the Consolidated Financial Statements for further information. (7) Represent revisions to reclamation and remediation plans at the Company's former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value; included in Reclamation and remediation . Refer to Note 6 of the Consolidated Financial Statements for further information. (8) Primarily represents gains and losses related to the sale of certain assets and investments; included in Other income (loss), net . (9) Primarily consists of litigation expenses and other settlements in 2025, wind-down and demobilization costs related to the French Guiana project in 2024, and costs related to additional employee related accruals as a result of the Australian Fair Work legislation in 2023; included in Other expense, net . (10) Represents costs incurred related to the Newcrest transaction; included in Other expense, net . In 2025, includes a gain recognized on the reduction of the stamp duty tax liability incurred as a result of the Newcrest transaction. In 2023, these costs primarily include $316 related to the stamp duty tax incurred in connection with the transaction. (11) Represents pension settlement charges and curtailment gains; included in Other income (loss), net . Refer to Note 11 of the Consolidated Financial Statements for further information. (12) Primarily consists of costs incurred related to transition service agreements for divested reportable segments in 2025 and in 2023 represents income received related to prior period investment sales; included in Other income (loss), net .Adjusted Net Income (Loss)Management uses Adjusted net income (loss) to evaluate the Company’s operating performance and for planning and forecasting future business operations. The Company believes the use of Adjusted net income (loss) allows investors and analysts to understand the results of the continuing operations of the Company and its direct and indirect subsidiaries relating to the sale of products, by excluding certain items that have a disproportionate impact on our results for a particular period. Adjustments to continuing operations are presented before tax and net of our partners’ noncontrolling interests, when applicable. The tax effect of adjustments is presented in the Tax effect of adjustments line and is calculated using the applicable tax rate. Management’s determination of the components of Adjusted net income (loss) are evaluated periodically and based, in part, on a review of non-GAAP 106 Table of Contents financial measures used by mining industry analysts. Net income (loss) attributable to Newmont stockholders is reconciled to Adjusted net income (loss) as follows: Year Ended December 31, 2025 per share data (1) basic diluted Net income (loss) attributable to Newmont stockholders $ 7,085 $ 6.41 $ 6.39 (Gain) loss on sale of assets held for sale (2) (1,066) (0.97) (0.97) Impairment charges (3) 841 0.76 0.76 Change in fair value of investments and options (4) (604) (0.54) (0.54) Restructuring and severance (5) 184 0.16 0.16 Loss on debt extinguishment (6) 101 0.09 0.09 Reclamation and remediation charges (7) (96) (0.09) (0.09) Loss on asset and investment sales (8) 20 0.02 0.02 Settlement costs (9) 2 — — Other (10) 3 — — Tax effect of adjustments (11) 281 0.27 0.27 Valuation allowance and other tax adjustments (12) 883 0.80 0.80 Adjusted net income (loss) $ 7,634 $ 6.91 $ 6.89 Weighted average common shares (millions): (13) 1,106 1,108 ____________________________ (1) Per share measures may not recalculate due to rounding. (2) Primarily consists of the gain on the sales of certain non-core assets; included in (Gain) loss on sale of assets held for sale . Refer to Note 3 of the Consolidated Financial Statements for further information. (3) Represents non-cash write-downs of various assets that are no longer in use and materials and supplies inventories; included in Impairment charges . Refer to Note 7 of the Consolidated Financial Statements for further information. Amounts are presented net of Net loss (income) attributable to non-controlling interests of $(1). (4) Primarily consists of the unrealized gains and losses related to the Company's marketable equity and other securities; included in Change in fair value of investments and options . (5) Primarily represents severance and related costs associated with significant organizational or operating model changes implemented by the Company; included in Other expense, net . Refer to Note 8 of the Consolidated Financial Statements for further information. Amounts are presented net of Net loss (income) attributable to non-controlling interests of $(2). (6) Represents the losses on debt redemptions; included in Other income (loss), net . Refer to Note 20 of the Consolidated Financial Statements for further information. (7) Represent revisions to reclamation and remediation plans at the Company's former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value; included in Reclamation and remediation . Refer to Note 6 of the Consolidated Financial Statements for further information. (8) Primarily represents gains and losses related to the sale of certain assets and investments; included in Other income (loss), net . (9) Primarily consists of litigation expenses and other settlements; included in Other expense, net . (10) Primarily consists of costs incurred related to transition service agreements for divested reportable segments; included in Other income (loss), net . Refer to Note 3 of the Consolidated Financial Statements for further information. (11) The tax effect of adjustments, included in Income and mining tax benefit (expense) , represents the tax effect of adjustments in footnotes (2) through (10), as described above, and are calculated using the applicable tax rate. (12) Valuation allowance and other tax adjustments, included in Income and mining tax benefit (expense) , is recorded for items such as foreign tax credits, alternative minimum tax credits, capital losses, disallowed foreign losses, and the effects of changes in foreign currency exchange rates on deferred tax assets and deferred tax liabilities. The adjustment reflects the net increase or (decrease) to net operating losses, capital losses, tax credit carryovers, and other deferred tax assets subject to valuation allowance of $295, the effects of changes in foreign exchange rates on deferred tax assets and liabilities of $(139), net reductions to the reserve for uncertain tax positions of $1, and other tax adjustments of $726. (13) Adjusted net income (loss) per diluted share is calculated using diluted common shares, which are calculated in accordance with GAAP. 107 Table of ContentsYear Ended December 31, 2024 per share data (1) basic dilutedNet income (loss) attributable to Newmont stockholders $ 3,348 $ 2.92 $ 2.92Net loss (income) attributable to Newmont stockholders from discontinued operations (2) (68) (0.06) (0.06)Net income (loss) attributable to Newmont stockholders from continuing operations 3,280 2.86 2.86 (Gain) loss on sale of assets held for sale (3)1,114 0.97 0.97 Impairment charges (4) 78 0.07 0.07 Newcrest transaction and integration costs (5) 72 0.06 0.06 Reclamation and remediation charges (6) (71) (0.06) (0.06)Change in fair value of investments (7)(62) (0.05) (0.05) Settlement costs (8) 44 0.04 0.04 Restructuring and severance (9) 38 0.03 0.03(Gain) on asset and investment sales (10)(35) (0.03) (0.03)(Gain) on debt extinguishment (11)(32) (0.03) (0.03) Pension settlements (12) 1 — — Tax effect of adjustments (13) (315) (0.27) (0.27) Valuation allowance and other tax adjustments (14) (121) (0.11) (0.11) Adjusted net income (loss) $ 3,991 $ 3.48 $ 3.48 Weighted average common shares (millions): (15) 1,146 1,148 ____________________________ (1) Per share measures may not recalculate due to rounding.(2) For additional information regarding our discontinued operations, refer to Note 1 of the Consolidated Financial Statements. (3) Primarily consists of the loss on the sales of certain non-core assets and write-downs on assets held for sale; included in (Gain) loss on sale of assets held for sale . Refer to Note 3 of the Consolidated Financial Statements for further information. (4) Represents non-cash write-downs of various assets that are no longer in use and materials and supplies inventories; included in Impairment charges . Refer to Note 7 of the Consolidated Financial Statements for further information. (5) Represents costs incurred related to the Newcrest transaction; included in Other expense, net . (6) Represent revisions to reclamation and remediation plans at the Company's former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value; included in Reclamation and remediation . Refer to Note 6 of the Consolidated Financial Statements for further information. (7) Primarily consists of the unrealized gains and losses related to the Company's marketable equity and other securities; included in Change in fair value of investments and options . (8) Primarily consists of wind-down and demobilization costs related to the French Guiana; included in Other expense, net . (9) Primarily represents severance and related costs associated with significant organizational or operating model changes implemented by the Company; included in Other expense, net . Refer to Note 8 of the Consolidated Financial Statements for further information. (10) Primarily represents gains and losses related to the sale of certain assets and investments; included in Other income (loss), net . (11) Represents the gains on debt redemptions; included in Other income (loss), net . Refer to Note 20 of the Consolidated Financial Statements for further information. (12) Primarily represents pension settlement charges related to lump sum payments to participants; included in Other income (loss), net . Refer to Note 11 of the Consolidated Financial Statements for further information.(13) The tax effect of adjustments, included in Income and mining tax benefit (expense) , represents the tax effect of adjustments in footnotes (3) through (12), as described above, and are calculated using the applicable tax rate. (14) Valuation allowance and other tax adjustments, included in Income and mining tax benefit (expense) , is recorded for items such as foreign tax credits, alternative minimum tax credits, capital losses, disallowed foreign losses, and the effects of changes in foreign currency exchange rates on deferred tax assets and deferred tax liabilities. The adjustment reflects the net increase or (decrease) to net operating losses, capital losses, tax credit carryovers, and other deferred tax assets subject to valuation allowance of $(302), the effects of changes in foreign exchange rates on deferred tax assets and liabilities of $(30), net reductions to the reserve for uncertain tax positions of $(63), recording of a deferred tax liability for the outside basis difference at Akyem of $49 due to the status change to held for sale, and other tax adjustments of $225. (15) Adjusted net income (loss) per diluted share is calculated using diluted common shares, which are calculated in accordance with GAAP.108 Table of ContentsYear Ended December 31, 2023 per share data (1) basic diluted Net income (loss) attributable to Newmont stockholders $ (2,494) $ (2.97) $ (2.97) Net loss (income) attributable to Newmont stockholders from discontinued operations (2) (27) (0.03) (0.03) Net income (loss) attributable to Newmont stockholders from continuing operations (3) (2,521) (3.00) (3.00)Impairment charges (4)1,888 2.25 2.25 Reclamation and remediation charges (5) 1,260 1.50 1.50 Newcrest transaction and integration costs (6) 464 0.56 0.56 (Gain) loss on asset and investment sales (7) 197 0.23 0.23 Change in fair value of investments (8) 47 0.05 0.05 Restructuring and severance (9) 24 0.03 0.03 Pension settlements (10) 9 0.01 0.01 Settlement costs (11) 7 0.01 0.01Other (12) (4) — — Tax effect of adjustments (13)(613) (0.73) (0.73)Valuation allowance and other tax adjustments (14)566 0.66 0.66 Adjusted net income (loss) $ 1,324 $ 1.57 $ 1.57 Weighted average common shares (millions): (3) 841 841 ____________________________ (1) Per share measures may not recalculate due to rounding.(2) For additional information regarding our discontinued operations, refer to Note 1 of the Consolidated Financial Statements.(3) Adjusted net income (loss) per diluted share is calculated using diluted common shares, which are calculated in accordance with GAAP. For the year ended December 31, 2023, potentially dilutive shares, which were insignificant, were excluded from the computation of diluted loss per common share attributable to Newmont stockholders in the Consolidated Statement of Operations as they were antidilutive. These shares were included in the computation of adjusted net income per diluted share for the year ended December 31, 2023.(4) Represents non-cash write-downs of various assets that are no longer in use and materials and supplies inventories; included in Impairment charges . Refer to Note 7 of the Consolidated Financial Statements for further information. Amount is presented net of Net loss (income) attributable to non-controlling interests of $(3). (5) Represent revisions to reclamation and remediation plans at the Company's former operating properties and historic mining operations that have entered the closure phase and have no substantive future economic value; included in Reclamation and remediation . Refer to Note 6 of the Consolidated Financial Statements for further information. (6) Primarily consists of $316 related to the stamp duty tax incurred in connection with the Newcrest transaction; included in Other expense, net . (7) Primarily represents gains and losses related to the sale of certain assets and investments; included in Other income (loss), net . (8) Primarily consists of the unrealized gains and losses related to the Company's marketable equity and other securities; included in Change in fair value of investments and options . (9) Primarily represents severance and related costs associated with significant organizational or operating model changes implemented by the Company; included in Other expense, net . (10) Primarily represents pension settlement charges related to lump sum payments to participants; included in Other income (loss), net . Refer to Note 11 of the Consolidated Financial Statements for further information. (11) Primarily consists of costs related to additional employee related accruals as a result of the Australian Fair Work legislation; included in Other expense, net . (12) Primarily consists of income received related to prior period investment sales; included in Other income (loss), net .(13) The tax effect of adjustments, included in Income and mining tax benefit (expense) , represents the tax effect of adjustments in footnotes (4) through (12), as described above, and are calculated using the applicable tax rate.(14) Valuation allowance and other tax adjustments, included in Income and mining tax benefit (expense) , is recorded for items such as foreign tax credits, alternative minimum tax credits, capital losses, disallowed foreign losses, and the effects of changes in foreign currency exchange rates on deferred tax assets and deferred tax liabilities. The adjustment reflects the net increase or (decrease) to net operating losses, capital losses, tax credit carryovers, and other deferred tax assets subject to valuation allowance of $357, the effects of changes in foreign exchange rates on deferred tax assets and liabilities of $(3), net removal to the reserve for uncertain tax positions of $(28), and other tax adjustments of $240.Free Cash FlowManagement uses Free cash flow as a non-GAAP measure to analyze cash flows generated from operations. Free cash flow is Net cash provided by (used in) operating activities less Net cash provided by (used in) operating activities of discontinued operations less Additions to property, plant and mine development as presented on the Consolidated Statements of Cash Flows. The Company believes Free cash flow is also useful as one of the bases for comparing the Company’s performance with its competitors. Although Free cash flow and similar measures are frequently used as measures of cash flows generated from operations by other companies, the Company’s calculation of Free cash flow is not necessarily comparable to such other similarly titled captions of other companies. 109 Table of Contents The presentation of non-GAAP Free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of the Company’s performance, or as an alternative to cash flows from operating activities as a measure of liquidity as those terms are defined by GAAP, and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. The Company’s definition of Free cash flow is limited in that it does not represent residual cash flows available for discretionary expenditures due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations or payments made for business acquisitions. Therefore, the Company believes it is important to view Free cash flow as a measure that provides supplemental information to the Company’s Consolidated Statements of Cash Flows. The following table sets forth a reconciliation of Free cash flow, a non-GAAP financial measure, to Net cash provided by (used in) operating activities , which the Company believes to be the GAAP financial measure most directly comparable to Free cash flow, as well as information regarding Net cash provided by (used in) investing activities and Net cash provided by (used in) financing activities.Year Ended December 31,2025 2024 2023 Net cash provided by (used in) operating activities $ 10,334 $ 6,363 $ 2,763 Less: Net cash used in (provided by) investing activities of discontinued operations — (45) (9) Net cash provided by (used in) operating activities of continuing operations 10,334 6,318 2,754 Less: Additions to property, plant and mine development (3,035) (3,402) (2,666) Free cash flow $ 7,299 $ 2,916 $ 88Net cash provided by (used in) investing activities (1)$ 606 $ (2,702) $ (1,002) Net cash provided by (used in) financing activities $ (7,040) $ (2,953) $ (1,603)____________________________(1) Net cash provided by (used in) investing activities includes Additions to property, plant and mine development, which is included in the Company’s computation of Free cash flow.Net DebtManagement uses Net debt to measure the Company’s liquidity and financial position. Net debt is calculated as Debt and Lease and other financing obligations less Cash and cash equivalents , as presented on the Consolidated Balance Sheets. Cash and cash equivalents are subtracted from Debt and Lease and other financing obligations as these could be used to reduce the Company's debt obligations. The Company believes that the use of Net debt provides investors and other stakeholders with a meaningful measure of financial flexibility and balance sheet strength, and is also a key metric used in the Company’s debt covenant calculations. The Company has also presented Net debt excluding Lease and other financing obligations to provide a supplemental view of evaluating the financial flexibility and strength of the Company's balance sheet. Net debt is intended to provide additional information only and does not have any standardized meaning prescribed by GAAP and should not be considered in isolation or as a substitute for measures of liquidity prepared in accordance with GAAP. Other companies may calculate this measure differently. The following table sets forth a reconciliation of Net debt, a non-GAAP financial measure, to Debt and Lease and other financing obligations , which the Company believes to be the GAAP financial measures most directly comparable to Net debt. At December 31, 2025 At December 31, 2024 Debt $ 5,115 $ 8,476 Less: Cash and cash equivalents (7,647) (3,619)Less: Cash and cash equivalents included in assets held for sale (1)— (45) Net debt excluding leases and other financing obligations (2,532) 4,812 Add: Lease and other financing obligations 474 496 Net debt (cash) $ (2,058) $ 5,308____________________________ (1) During the first quarter of 2024, certain non-core assets were determined to meet the criteria for assets held for sale. As a result, the related Cash and cash equivalents was reclassified to Assets held for sale . Refer to Note 3 to the Consolidated Financial Statements for additional information.All-In Sustaining CostsCurrent GAAP measures used in the mining industry, such as costs applicable to sales, do not capture all of the expenditures incurred to discover, develop, and sustain production. Therefore, Newmont calculates All-in sustaining costs (“AISC”) based on the definition published by the World Gold Council. The World Gold Council is a market development organization for the gold industry comprised of and funded by gold mining companies around the world and is a regulatory organization. AISC is a metric that expands on GAAP measures, such as costs applicable to sales, to provide visibility into the economics of our mining operations related to expenditures, operating performance, and the ability to generate cash flow from our continuing 110Table of Contentsoperations. We believe that AISC is a non-GAAP measure that provides additional information to management, investors and others that aids in the understanding of the economics of our operations and performance compared to other producers and provides investors visibility by better defining the total costs associated with production. AISC amounts are intended to provide additional information only and do not have any standardized meaning prescribed by GAAP and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. The measures are not necessarily indicative of operating profit or cash flow from operations as determined under GAAP. Other companies may calculate these measures differently as a result of differences in the underlying accounting principles, policies applied and in accounting frameworks such as in IFRS, or by reflecting the benefit from selling non-gold metals as a reduction to AISC. Differences may also arise related to definitional differences of sustaining versus development (i.e. non-sustaining) activities based upon each company’s internal policies.The following disclosure provides information regarding the adjustments made in determining the AISC measure:Costs applicable to sales . Includes all direct and indirect costs related to current production incurred to execute the current mine plan. We exclude certain exceptional or unusual amounts from costs applicable to sales, such as significant revisions to recovery amounts. Costs applicable to sales includes by-product credits from certain metals obtained during the process of extracting and processing the primary ore-body. Costs applicable to sales is accounted for on an accrual basis and excludes Depreciation and amortization and Reclamation and remediation , which is consistent with our presentation of Costs applicable to sales on the Consolidated Statements of Operations. In determining gold AISC, only the costs applicable to sales associated with producing and selling an ounce of gold is included in the measure. Therefore, the amount of costs applicable to sales included in gold AISC is derived from the Costs applicable to sales presented in the Company’s Consolidated Statements of Operations less the amount of costs applicable to sales attributable to the production of other metals. The other metals' costs applicable to sales at those mine sites is disclosed in Note 4 to the Consolidated Financial Statements. The allocation of costs applicable to sales between gold and other metals is based upon the relative sales value, determined using GEO pricing, of gold and other metals produced during the period. Reclamation costs . Includes accretion expense related to reclamation liabilities and the amortization of the related ARC for the Company’s operating properties. Accretion related to the reclamation liabilities and the amortization of the ARC assets for reclamation does not reflect annual cash outflows but are calculated in accordance with GAAP. The accretion and amortization reflect the periodic costs of reclamation associated with current production and are therefore included in the measure. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of costs applicable to sales between gold and other metals. Advanced projects, research and development and exploration . Includes incurred expenses related to projects that are designed to sustain current production and exploration. We note that as current resources are depleted, exploration and advanced projects are necessary for us to replace the depleting reserves or enhance the recovery and processing of the current reserves to sustain production at existing operations. As these costs relate to sustaining our production, and are considered a continuing cost of a mining company, these costs are included in the AISC measure. These costs are derived from the Advanced projects, research and development and Exploration amounts presented in the Consolidated Statements of Operations less incurred expenses related to the development of new operations, or related to major projects at existing operations where these projects will materially benefit the operation in the future. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of costs applicable to sales between gold and other metals. We also allocate these costs incurred at Corporate and Other using the proportion of costs applicable to sales between gold and other metals. General and administrative . Includes costs related to administrative tasks not directly related to current production, but rather related to supporting our corporate structure and fulfilling our obligations to operate as a public company. Including these expenses in the AISC metric provides visibility of the impact that general and administrative activities have on current operations and profitability on a per ounce basis. We allocate these costs to gold and other metals at Corporate and Other using the proportion of costs applicable to sales between gold and other metals. Other expense, net . Excludes certain exceptional or unusual expenses, such as restructuring, as these are not indicative to sustaining our current operations. Furthermore, this adjustment to Other expense, net is also consistent with the nature of the adjustments made to Net income (loss) attributable to Newmont stockholders as disclosed in the Company’s non-GAAP financial measure Adjusted net income (loss). The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of costs applicable to sales between gold and other metals. Treatment and refining costs . Includes costs paid to smelters for treatment and refining of our concentrates to produce the salable metal. These costs are presented net as a reduction of Sales on the Consolidated Statements of Operations. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of costs applicable to sales between gold and other metals. Sustaining capital and lease related costs . We determined sustaining capital and lease related costs as those capital expenditures and lease payments that are necessary to maintain current production and execute the current mine plan. We determined development (i.e. non-sustaining) capital expenditures and lease payments to be those payments used to develop new operations or related to projects at existing operations where those projects will materially benefit the operation and are excluded from the 111Table of Contentscalculation of AISC. The classification of sustaining and development capital projects and leases is based on a systematic review of our project portfolio in light of the nature of each project. Sustaining capital and lease related costs are relevant to the AISC metric as these are needed to maintain the Company’s current operations and provide improved transparency related to our ability to finance these expenditures from current operations. The allocation of these costs to gold and other metals is determined using the same allocation used in the allocation of costs applicable to sales between gold and other metals. We also allocate these costs incurred at Corporate and Other using the proportion of costs applicable to sales between gold and other metals. Year Ended December 31, 2025 Costs Applicable to Sales (1)(2)(3)Reclamation Costs (4) Advanced Projects, Research and Development and Exploration (5) General and Administrative Other Expense, Net (6) Treatment and Refining Costs Sustaining Capital and Lease Related Costs (7)(8) All-In Sustaining Costs Ounces (000) Sold All-In Sustaining Costs per Ounce (9) GoldManaged Lihir $ 755 $ 15 $ 10 $ — $ (3) $ — $ 159 $ 936 582 $ 1,607 Cadia 324 2 3 — — 4 152 485 384 $ 1,253 Tanami 429 5 6 — — — 221 661 385 $ 1,716 Boddington 685 21 3 — — 3 122 834 550 $ 1,514 Ahafo South (10) 825 13 9 — 3 — 154 1,004 672 $ 1,494 Ahafo North (10) 31 — — — — — 9 40 58 $ 696 Merian 373 8 16 — — 1 60 458 238 $ 1,921 Cerro Negro 312 9 1 — 3 — 110 435 196 $ 2,220 Yanacocha 411 42 3 — 32 — 10 498 517 $ 964 Peñasquito 389 13 — 1 — 22 48 473 422 $ 1,120 Red Chris 82 3 1 — 1 (1) 20 106 61 $ 1,750Brucejack344 5 19 — — 2 104 474 235 $ 2,020 Non-managed NGM 1,343 17 10 10 16 6 237 1,639 1,006 $ 1,629 Corporate and Other (11) — — 81 307 41 — 19 448 — $ — Divested (12) CC&V 39 2 — — — — 5 46 27 $ 1,684 Musselwhite 33 1 — — — — 14 48 32 $ 1,531 Porcupine 79 3 1 — 1 — 25 109 60 $ 1,810 Éléonore 54 1 2 — — — 12 69 49 $ 1,403 Akyem 107 5 — — — — 8 120 45 $ 2,664 Total Gold 6,615 165 165 318 94 37 1,489 8,883 5,519 $ 1,609 Gold equivalent ounces - other metals (13)(14) Managed Cadia 301 2 2 — — 3 141 449 370 $ 1,230 Boddington 127 3 — — — — 23 153 109 $ 1,397 Peñasquito (15) 873 26 — 2 — 69 110 1,080 820 $ 1,318Red Chris169 6 2 — 2 (2) 37 214 126 $ 1,692 Corporate and Other (11) — — 16 62 2 — 2 82 — $ — Total Gold Equivalent Ounces 1,470 37 20 64 4 70 313 1,978 1,425 $ 1,392 Consolidated $ 8,085 $ 202 $ 185 $ 382 $ 98 $ 107 $ 1,802 $ 10,861 ____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) Includes by-product credits of $328. (3) Includes stockpile, leach pad, and product inventory adjustments of $3 at Cerro Negro and $24 at NGM. (4) Includes operating accretion of $120, included in Reclamation and remediation , and amortization of asset retirement costs $82; excludes accretion and reclamation and remediation adjustments at former operating properties that have entered the closure phase and have no substantive future economic value of $194 and $(65), respectively, included in Reclamation and remediation . (5) Excludes development expenditures of $8 at Cadia, $4 at Tanami, $2 at Boddington, $39 at Ahafo South, $7 at Ahafo North $23 at Merian, $24 at Cerro Negro, $9 at Yanacocha, $17 at Peñasquito, $8 at Red Chris, $11 at NGM, and $72 at Corporate and Other, totaling $224 related to developing new operations or major projects at existing operations where these projects will materially benefit the operation. (6) Excludes restructuring and severance costs of $186, and settlement costs of $2 included in Other expense, net . 112 Table of Contents (7) Excludes capitalized interest related to sustaining capital expenditures. Refer to Liquidity and Capital Resources within Part II, Item 7, MD&A for sustaining capital by segment. (8) Includes finance lease payments and other costs for sustaining projects of $82 and excludes finance lease payments for development projects of $43. (9) Per ounce measures may not recalculate due to rounding. (10) In the fourth quarter of 2025, the Ahafo North development project achieved commercial production resulting in designation as a reportable segment. Prior to declaration of commercial production, Ahafo North was classified as a development project and all activity was included in the Ahafo South reportable segment. Although not a reportable segment until the fourth quarter of 2025, the amounts related to Ahafo North have been reported separately for comparability purposes. (11) Corporate and Other is a non-operating segment and includes the Company's business activities relating to its corporate and regional offices and all equity method investments. Refer to Note 4 to the Consolidated Financial Statements for further information. (12) Refer to Note 3 to the Consolidated Financial Statements for information on the Company's divestitures. (13) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,700/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($0.90/lb.) and Zinc ($1.20/lb.) pricing for 2025. (14) For the year ended December 31, 2025, Cadia sold 82 thousand tonnes of copper, Boddington sold 24 thousand tonnes of copper, Peñasquito sold 28 million ounces of silver, 95 thousand tonnes of lead and 246 thousand tonnes of zinc, and Red Chris sold 28 thousand tonnes of copper. (15) All-in sustaining costs at Peñasquito is comprised of $413, $138, and $529 for silver, lead, and zinc, respectively. 113 Table of Contents Year Ended December 31, 2024 Costs Applicable to Sales (1)(2)(3) Reclamation Costs (4) Advanced Projects, Research and Development and Exploration (5) General and Administrative Other Expense, Net (6) Treatment and Refining Costs Sustaining Capital and Lease Related Costs (7)(8) All-In Sustaining Costs Ounces (000) Sold All-In Sustaining Costs per Ounce (9) Gold Managed Lihir $ 787 $ 12 $ 16 $ — $ 2 $ — $ 121 $ 938 620 $ 1,512 Cadia 297 2 9 — — 16 152 476 454 $ 1,048 Tanami 390 3 7 — — — 127 527 411 $ 1,281 Boddington 613 16 1 — — 13 105 748 581 $ 1,288 Ahafo South 722 19 5 — 1 1 108 856 798 $ 1,072Merian 401 8 15 — — 1 83 508 274 $ 1,852 Cerro Negro 312 6 2 1 2 — 61 384 236 $ 1,631 Yanacocha 353 34 9 — 3 — 22 421 352 $ 1,196Peñasquito 225 8 — — — 16 36 285 290 $ 984 Red Chris 47 2 1 — — — 12 62 39 $ 1,607 Brucejack 312 5 13 — — 3 66 399 249 $ 1,603 Non-managedNGM 1,263 18 13 9 4 6 350 1,663 1,036 $ 1,605 Corporate and Other (10) — — 111 386 19 — 18 534 — $ —Held for sale (11)CC&V 200 11 3 — 2 — 27 243 144 $ 1,691 Musselwhite 224 4 6 — 1 — 96 331 215 $ 1,541 Porcupine 310 12 5 — — — 79 406 282 $ 1,437 Éléonore 325 5 11 — — — 99 440 243 $ 1,811 Akyem 338 21 1 — 1 — 23 384 212 $ 1,816Divested (11)Telfer 245 11 10 — — 4 38 308 103 $ 2,993 Total Gold 7,364 197 238 396 35 60 1,623 9,913 6,539 $ 1,516Gold equivalent ounces - other metals (12)(13) ManagedCadia 280 2 10 — — 32 136 460 465 $ 987Boddington 204 3 — — — 11 22 240 205 $ 1,172 Peñasquito (14) 903 32 1 2 2 117 129 1,186 1,088 $ 1,090 Red Chris 172 5 4 — — 5 47 233 142 $ 1,640Corporate and Other (10) — — 14 44 — — 1 59 — $ —Divested (11) Telfer 40 2 1 — — 2 4 49 16 $ 2,885 Total Gold Equivalent Ounces 1,599 44 30 46 2 167 339 2,227 1,916 $ 1,161Consolidated $ 8,963 $ 241 $ 268 $ 442 $ 37 $ 227 $ 1,962 $ 12,140 ____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) Includes by-product credits of $240.(3) Includes stockpile and leach pad inventory adjustments of $9 at Cerro Negro, $1 at Peñasquito, $27 at Red Chris, $2 at Brucejack, $21 at NGM, and $32 at Telfer.(4) Includes operating accretion of $153, included in Reclamation and remediation , and amortization of asset retirement costs $88; excludes accretion and reclamation and remediation adjustments at former operating properties that have entered the closure phase and have no substantive future economic value of $219 and $(44), respectively, included in Reclamation and remediation .(5) Excludes development expenditures of $21 at Tanami, $3 at Boddington, $27 at Ahafo South, $9 at Ahafo North, $6 at Merian, $17 at Cerro Negro, $12 at Peñasquito, $8 at Red Chris, $10 at NGM, $70 at Corporate and Other, $4 at CC&V, $1 at Porcupine, $4 at Akyem, and $3 at Telfer, totaling $195 related to developing new operations or major projects at existing operations where these projects will materially benefit the operation. (6) Excludes Newcrest transaction and integration costs of $72, settlement of costs of $44, and restructuring and severance costs of $38, included in Other expense, net .(7) Excludes capitalized interest related to sustaining capital expenditures. Refer to Liquidity and Capital Resources within Part II, Item 7, MD&A for sustaining capital by segment. (8) Includes finance lease payments for sustaining projects of $84 and excludes finance lease payments for development projects of $37.114 Table of Contents(9) Per ounce measures may not recalculate due to rounding. (10) Corporate and Other is a non-operating segment and includes the Company's business activities relating to its corporate and regional offices and all equity method investments. Refer to Note 4 to the Consolidated Financial Statements for further information.(11) Refer to Note 3 to the Consolidated Financial Statements for information on the Company's divestitures. (12) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,400/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($1.00/lb.) and Zinc ($1.20/lb.) pricing for 2024. (13) For the year ended December 31, 2024, Cadia sold 84 thousand tonnes of copper, Boddington sold 37 thousand tonnes of copper, Peñasquito sold 33 million ounces of silver, 97 thousand tonnes of lead and 247 thousand tonnes of zinc, Red Chris sold 26 thousand tonnes of copper, and Telfer sold 3 thousand tonnes of copper. (14) All-in sustaining costs at Peñasquito is comprised of $464, $141, and $581 for silver, lead, and zinc, respectively.Year Ended December 31, 2023 Costs Applicable to Sales (1)(2)(3) Reclamation Costs (4) Advanced Projects, Research and Development and Exploration (5) General and Administrative Other Expense, Net (6) Treatment and Refining Costs Sustaining Capital and Lease Related Costs (7)(8) All-In Sustaining Costs Ounces (000) Sold All-In Sustaining Costs per Ounce (9) GoldManaged Lihir (10) $ 146 $ — $ 2 $ — $ — $ — $ 51 $ 199 131 $ 1,517Cadia (10) 129 — 1 — — 6 16 152 120 $ 1,271Tanami 337 3 1 — — — 130 471 444 $ 1,060 Boddington 634 17 5 — — 18 125 799 749 $ 1,067Telfer (10) 126 — 2 — — 3 2 133 67 $ 1,988Ahafo South 547 20 2 — 2 — 135 706 578 $ 1,222Akyem 275 44 1 — — — 37 357 296 $ 1,210Merian 385 7 14 — — 1 85 492 319 $ 1,541 Cerro Negro 328 5 5 — 5 — 51 394 261 $ 1,509 Porcupine 301 23 12 — — — 71 407 258 $ 1,577 Éléonore 295 9 10 — — — 114 428 233 $ 1,838 Yanacocha 294 24 7 — — — 24 349 275 $ 1,266 Musselwhite 214 5 10 — — — 104 333 181 $ 1,843 Peñasquito 158 7 1 — 2 9 29 206 130 $ 1,590 CC&V 198 10 10 — 2 — 62 282 171 $ 1,644 Red Chris (10) 4 — — — — — 2 6 4 $ 1,439 Brucejack (10) 69 — 7 — 1 3 16 96 36 $ 2,646 Non-managedNGM 1,249 17 13 11 2 6 332 1,630 1,167 $ 1,397 Corporate and Other (11) — — 89 255 6 — 37 387 — $ — Total Gold 5,689 191 192 266 20 46 1,423 7,827 5,420 $ 1,444 Gold equivalent ounces - other metals (12)(13)ManagedCadia (10) 116 — 1 — — 19 17 153 114 $ 1,342Boddington 204 3 1 — — 15 39 262 246 $ 1,067Telfer (10) 22 — 2 — — 4 5 33 13 $ 2,580Peñasquito (14) 651 30 5 1 1 82 120 890 507 $ 1,756 Red Chris (10) 17 — — — — 3 7 27 16 $ 1,660Corporate and Other (11) — — 11 32 — — 6 49 — $ —Total Gold Equivalent Ounces 1,010 33 20 33 1 123 194 1,414 896 $ 1,579Consolidated $ 6,699 $ 224 $ 212 $ 299 $ 21 $ 169 $ 1,617 $ 9,241 ____________________________ (1) Excludes Depreciation and amortization and Reclamation and remediation . (2) Includes by-product credits of $137.(3) Includes stockpile and leach pad inventory adjustments of $4 at Telfer, $1 at Akyem, $2 at Cerro Negro, $3 at Porcupine, $5 at Éléonore, $5 at Yanacocha, $32 at Peñasquito, $2 at Brucejack, and $43 at NGM.(4) Includes operating accretion of $97, included in Reclamation and remediation , and amortization of asset retirement costs $127; excludes accretion and reclamation and remediation adjustments at former operating properties that have entered the closure phase and have no substantive future economic value of $148 and $1,288, respectively, included in Reclamation and remediation .115Table of Contents(5) Excludes development expenditures of $29 at Tanami, $29 at Ahafo South, $9 at Ahafo North, $18 at Akyem, $9 at Merian, $5 at Cerro Negro, $5 at Porcupine, $4 at Yanacocha, $5 at Peñasquito, $3 at CC&V, $16 at NGM and $121 at Corporate and Other, totaling $253 related to developing new operations or major projects at existing operations where these projects will materially benefit the operation. (6) Excludes Newcrest transaction and integration costs of $464, restructuring and severance costs of $24, settlement costs of $7, and distributions from the Newmont Global Community Support fund of $1, included in Other expense, net .(7) Excludes capitalized interest related to sustaining capital expenditures. Refer to Liquidity and Capital Resources within Part II, Item 7, MD&A for sustaining capital by segment. (8) Includes finance lease payments for sustaining projects of $64 and excludes finance lease payments for development projects of $36. (9) Per ounce measures may not recalculate due to rounding.(10) Sites acquired through Newcrest transaction. Refer to Note 3 to the Consolidated Financial Statements for further information.(11) Corporate and Other is a non-operating segment and includes the Company's business activities relating to its corporate and regional offices and all equity method investments. Refer to Note 4 to the Consolidated Financial Statements for further information. (12) Gold equivalent ounces is calculated as pounds or ounces produced multiplied by the ratio of the other metals price to the gold price, using Gold ($1,400/oz.), Copper ($3.50/lb.), Silver ($20.00/oz.), Lead ($1.00/lb.) and Zinc ($1.20/lb.) pricing for 2023.(13) For the year ended December 31, 2023, Cadia sold 21 thousand tonnes of copper, Boddington sold 45 thousand tonnes of copper, Peñasquito sold 17 million ounces of silver, 49 thousand tonnes of lead and 101 thousand tonnes of zinc, Red Chris sold 3 thousand tonnes of copper, and Telfer sold 2 thousand tonnes of copper. (14) All-in sustaining costs at Peñasquito is comprised of $400, $125, and $365 for silver, lead, and zinc, respectively.Accounting Developments For a discussion of Recently Adopted and Recently Issued Accounting Pronouncements, refer to Note 2 to the Consolidated Financial Statements. Critical Accounting Estimates Our discussion of financial condition and results of operations is based upon the information reported in our Consolidated Financial Statements. The preparation of these Consolidated Financial Statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our financial statements. We have identified the accounting estimates listed below as critical to understanding and evaluating the financial results reported in our Consolidated Financial Statements. These accounting estimates require the application of significant management judgment and are critical due to the significant level of estimation uncertainty regarding the assumptions involved and the magnitude of the asset, liability, revenue or expense being reported. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. We review the underlying factors used in our estimates regularly, including reviewing the significant accounting policies impacting the estimates, to ensure compliance with GAAP. However, due to the uncertainty inherent in our estimates, actual results may materially differ from the estimates we calculate due to changes in circumstances, global economics and politics, and general business conditions. A summary of our significant accounting policies is detailed in Note 2 to the Consolidated Financial Statements. Business Combinations We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, while transaction and integration costs related to business combinations are expensed as incurred. Any excess of the purchase consideration when compared to the fair value of the net tangible and intangible assets acquired, if any, is recorded as goodwill. For material acquisitions, we engage independent appraisers to assist with the determination of the fair value of assets acquired, liabilities assumed, noncontrolling interest, if any, and goodwill, based on recognized business valuation methodologies. An income, market or cost valuation method may be utilized to estimate the fair value of the assets acquired, liabilities assumed, and noncontrolling interest, if any, in a business combination. The income valuation method represents the present value of future cash flows over the life of the asset using: (i) discrete financial forecasts, which rely on management’s estimates of reserves, resources and exploration potential quantities, costs to produce and develop reserves, revenues, and operating expenses; (ii) short-term and long-term metal price assumptions, (iii) long-term growth rates; (iv) appropriate discount rates; and (v) expected future capital requirements (“income valuation method”). The market valuation method uses prices paid for a similar asset by other purchasers in the market, normalized for any differences between the assets (“market valuation method”). The cost valuation method is based on the replacement cost of a comparable asset at the time of the acquisition adjusted for depreciation and economic and functional obsolescence of the asset (“cost valuation method”). If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate is recorded. Subsequent to the acquisition date, and not later than one year from the acquisition date, we record any material adjustments to the initial estimate based on new information obtained that would have existed as of the date of the acquisition. Any adjustment that arises from information obtained that did not exist as of the date of the acquisition is recorded in the period the adjustments arises.Carrying Value of Long-lived Assets We review and evaluate our long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Significant negative industry or economic trends, adverse social or political developments, declines in our market capitalization, geotechnical difficulties, reduced estimates of future cash flows from our reporting 116Table of Contentssegments or other disruptions to our business are a few examples of events that we monitor, as they could indicate that the carrying value of the Company’s long-lived assets, including development projects, may not be recoverable. In such cases, a recoverability test may be necessary to determine if an impairment charge is required. For development projects, including our Conga project which is discussed further below, we review and evaluate changes to project plans and timing to determine continued technical, economic and social viability of the projects. If the Company determines to sell or abandon a project due to uncertainty from changes in circumstances related to technical, economic, social, political or community factors, or other evolving circumstances indicate that the carrying value may not be recoverable, then a recoverability test is performed to determine if an impairment charge should be recorded.An impairment loss is measured and recorded based on the estimated fair value of the long-lived assets being tested for impairment and their carrying amounts. Fair value is typically determined through the use of an income approach utilizing estimates of discounted pre-tax future cash flows or a market approach utilizing recent transaction activity for comparable properties. These approaches are primarily considered Level 3 fair value measurements. Occasionally, such as when an asset is held for sale, market prices are used. We believe our estimates and models used to determine fair value are similar to what a market participant would use.The estimated undiscounted cash flows used to assess recoverability of long-lived assets and to measure the fair value of our mining operations are derived from current business plans, which are developed using short-term price forecasts reflective of the current price environment and our projections for long-term metal prices. In addition to short- and long-term metal price assumptions, other assumptions include estimates of commodity-based and other input costs; proven and probable mineral reserves estimates, including the timing and cost to develop and produce the reserves; value beyond proven and probable mineral reserve estimates; estimated future closure costs; the use of appropriate discount rates; and applicable U.S. dollar long-term exchange rates. Refer to Item 7A, Quantitative and Qualitative Disclosures About Market Risk. The significant assumption in determining the future cash flows for each mine site at December 31, 2025 is a long-term gold price of $2,500 per ounce. A decrease of $100 per ounce in the long-term gold price assumption would result in no impairment of our long-lived assets, including goodwill. Various factors could impact our ability to achieve our forecasted production schedules from proven and probable reserves which could impact the carrying value of our long-lived assets. The ability to achieve the estimated quantities of recoverable minerals from exploration stage mineral interests involves further risks in addition to those factors applicable to mineral interests where proven and probable reserves have been identified, due to the lower level of confidence that the identified measured, indicated and inferred resources could ultimately be mined economically. Assets classified as exploration potential have the highest level of risk that the carrying value of the asset can be ultimately realized, due to the still lower level of geological confidence and economic modeling.Events that could result in additional impairment of our long-lived assets include, but are not limited to, decreases in future metal prices, unfavorable changes in foreign exchange rates, increases in future closure costs, and any event that might otherwise have a material adverse effect on mine site cash flows. Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in a business acquisition. Goodwill is allocated to reporting units and tested for impairment annually and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value. Each operating mine is considered a distinct reporting unit for purposes of goodwill impairment testing. The Company may elect to perform a qualitative assessment when it is more likely than not that the fair value of a reporting unit is higher than its carrying value. At the Company's election or if it is determined to be more likely than not that the fair value is less than the carrying value, a quantitative goodwill impairment test is performed to determine the fair value of the reporting unit. The fair value of a reporting unit is determined using either the income approach utilizing estimates of discounted future cash flows or the market valuation approach utilizing recent transaction activity for comparable properties. These approaches are considered Level 3 fair value measurements. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Any impairment loss recognized in the current period is not reversed in future periods. The Company recognizes its pro rata share of goodwill and any subsequent goodwill impairment losses recorded by entities that are proportionately consolidated.When the income approach is utilized to determine fair value, the estimated cash flows used to assess the fair value of a reporting unit are derived from the Company’s current business plans, which are developed using short-term price forecasts reflective of the current price environment and management’s projections for long-term metal prices. The significant assumption in determining the future cash flows for each mine site at December 31, 2025 is a long-term gold price of $2,500 per ounce. In addition to short- and long-term metal price assumptions, other assumptions include estimates of commodity-based and other input costs; proven and probable mineral reserves estimates, including the timing and cost to develop and produce the reserves; value beyond proven and probable reserve estimates; estimated future closure costs; the use of appropriate discount rates; and applicable U.S. dollar long-term exchange rates. Refer to Item 7A, Quantitative and Qualitative Disclosures About Market Risk. 117Table of ContentsFair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. For testing purposes of our reporting units, management's best estimates of the expected future results are the primary driver in determining the fair value. However, there can be no assurance that the estimates and assumptions made for purposes of the goodwill impairment tests will prove to be an accurate prediction of the future. Examples of events or circumstances that could reasonably be expected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of our reporting units include, but are not limited to, such items as: (i) a decrease in forecasted production levels if we are unable to realize the mineable reserves, resources and exploration potential at our mining properties and extend the life of mine (ii) increased production or capital costs (iii) adverse changes in macroeconomic conditions including the market price of metals and changes in the equity and debt markets or country specific factors which could result in higher discount rates, (iv) significant unfavorable changes in tax rates including increased corporate income or mining tax rates, and (v) negative changes in regulation, legislation, and political environments which could impact our ability to operate in the future. Refer to Notes 7 and 19 to the Consolidated Financial Statements for further information regarding goodwill. Carrying Value of Idled Development Projects in Peru We review and evaluate the Company’s idled development projects in Peru, including Conga and Yanacocha Sulfides, for recoverability whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company also periodically updates the economic model for idled development projects to understand changes to the estimated capital costs, cash flows, and economic returns from the project. We have considered a variety of technical, economic, social and political developments related to the Conga project during our evaluation of impairment indicators since November 2011, when construction and development activities at the project were largely suspended. Project activities in recent years have focused on continued engagement with the local communities and maintaining and protecting existing project infrastructure and equipment through our active care and maintenance program. Although we have reclassified Conga reserves to resources and reallocated exploration and development capital to other projects, we continue to evaluate long-term options to progress development of the Conga project and improve social and political acceptance. As of December 31, 2025, we have not identified events or changes in circumstances that indicate that the carrying value of the Conga project is not recoverable. We have considered similar developments related to the Yanacocha Sulfides project since the full funds decision for this project was initially deferred for two years in 2022 and deferred again the following year in 2023. During the fourth quarter of 2025, the Company removed the project from its updated life of mine business plan and downgraded the Yanacocha Sulfide reserves to resources and as a result of a change in strategic direction for the Company’s operations in Peru. The Company no longer considers the project, as previously contemplated, to be temporarily idled and determined that an impairment indicator existed for the project. Refer to Note 7 to the Consolidated Financial Statements for further information on this impairment charge. Reclamation and Remediation ObligationsThe Company records the estimated asset retirement obligations associated with operating and non-operating mine sites when an obligation is incurred and the estimated costs can be reasonably measured. Fair value is measured as the present value of expected cash flow estimates, after considering inflation, our credit-adjusted risk-free rates and a market risk premium appropriate for our operations. Reclamation costs are allocated to expense over the life of the related assets and are periodically adjusted to reflect changes in the estimated present value resulting from the passage of time and revisions to the estimates of either the timing or amount of the reclamation costs. Reclamation obligations are based on our best estimate of when the expected spending for an existing environmental disturbance will occur. Our cost estimates are reflected on a third-party cost basis and comply with our legal obligation to retire long-lived assets in the period incurred. Changes in reclamation estimates at non-operating mines where the mine or portion of the mine site has entered the closure phase and has no substantive future economic value are reflected in earnings in the period an estimate is revised. Costs included in estimated asset retirement obligations are discounted to their present value and are estimated over a period of up to fifty years. We review, on at least an annual basis, the reclamation obligation at each mine. Remediation costs are accrued when it is probable that an obligation has been incurred and the cost can be reasonably estimated. Such cost estimates may include ongoing care, maintenance and monitoring costs. Changes in remediation estimates at non-operating mines are reflected in earnings in the period an estimate is revised. Water treatment costs included in environmental remediation obligations are discounted to their present value and are estimated over a period of up to fifty years. Accounting for reclamation and remediation obligations requires management to make estimates unique to each mining operation of the future costs the Company expects to incur to complete the reclamation and remediation work required to comply with existing laws and regulations. These estimates require considerable judgment and are sensitive to changes in underlying inputs and assumptions. Such changes, including, but not limited to, (i) changes to environmental laws and regulations, which could increase the scope and extent of work required, (ii) changes in the timing of reclamation and remediation activities, which could occur over an extended future period and (iii) changes in the methods and technology utilized to settle reclamation and remediation obligations, could have a material impact on our business, financial condition, results of operations and cash flows. Refer to Note 6 to the Consolidated Financial Statements for further information regarding reclamation and remediation obligations.118Table of ContentsIncome and Mining Taxes We account for income taxes using the liability method, recognizing certain temporary differences between the financial reporting basis of our liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset for us, as measured by the statutory tax rates in effect. We derive our deferred income tax charge or benefit by recording the change in either the net deferred income tax liability or asset balance for the year. The financial statement effects of changes in tax law are recorded as discrete items in the period enacted as part of income tax expense or benefit from continuing operations, regardless of the category of income or loss to which the deferred taxes relate. We have exposure to the impact of foreign exchange fluctuations on tax positions in certain jurisdictions, such movements are recorded within Income and mining tax benefit (expense) related to deferred income tax assets and liabilities, as well as non-current uncertain tax positions, while foreign exchange fluctuations impacting current tax positions are recorded within Other income (loss), net as foreign currency exchange gains (losses). With respect to the earnings that we derive from the operations of our consolidated subsidiaries, in those situations where the earnings are indefinitely reinvested, no deferred taxes have been provided on the unremitted earnings (including the excess of the carrying value of the net equity of such entities for financial reporting purposes over the tax basis of such equity) of these consolidated companies. In the fourth quarter of 2025, the permanent reinvestment assertion was removed for operations at PNG and Ghana and deferred tax liabilities were recorded for the estimated withholding tax impact on future repatriated earnings.Mining taxes represent state and provincial taxes levied on mining operations and are classified as income taxes as such taxes are based on a percentage of mining profits. Our operations are in multiple jurisdictions where uncertainties arise in the application of complex tax regulations. Some of these tax regimes are defined by contractual agreements with the local government, while others are defined by general tax laws and regulations. We are subject to reviews of our income tax filings and other tax payments, and disputes can arise with the taxing authorities over the interpretation of its contracts or laws. We recognize potential liabilities and record tax liabilities for anticipated tax audit issues in the U.S. and other tax jurisdictions based on our estimate of whether it is more likely than not, and the extent to which, additional taxes will be due. We adjust these reserves in light of changing facts and circumstances; however, due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from our current estimate of the tax liabilities. If our estimate of tax liabilities proves to be less than the ultimate assessment, an additional charge to expense would result. If the estimate of tax liabilities proves to be greater than the ultimate assessment, a tax benefit would result. We recognize interest and penalties, if any, related to unrecognized tax benefits in Income and mining tax benefit (expense) . In certain jurisdictions, we must pay a portion of the disputed amount to the local government in order to formally appeal the assessment. Such payment is recorded as a receivable if we believe the amount is ultimately collectible.Valuation of Deferred Tax AssetsOur deferred income tax assets include certain future tax benefits. We record a valuation allowance against any portion of those deferred income tax assets when we believe, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. We review the likelihood that we will realize the benefit of our deferred tax assets and therefore the need for valuation allowances on a quarterly basis, or more frequently if events indicate that a review is required. In determining the requirement for a valuation allowance, the historical and projected financial results of the legal entity or consolidated group recording the net deferred tax asset is considered, along with all other available positive and negative evidence. Certain categories of evidence carry more weight in the analysis than others based upon the extent to which the evidence may be objectively verified. We look to the nature and severity of cumulative pretax losses (if any) in the current three-year period ending on the evaluation date or the expectation of future pretax losses and the existence and frequency of prior cumulative pretax losses. We utilize a rolling twelve quarters of pre-tax income or loss as a measure of our cumulative results in recent years. Concluding that a valuation allowance is not required is difficult when there is significant negative evidence which is objective and verifiable, such as cumulative losses in recent years. However, a cumulative three year loss is not solely determinative of the need for a valuation allowance. We also consider all other available positive and negative evidence in our analysis. Other factors considered in the determination of the probability of the realization of the deferred tax assets include, but are not limited to: • Earnings history; • Projected future financial and taxable income based upon existing reserves and long-term estimates of commodity prices; • The duration of statutory carry forward periods; • Prudent and feasible tax planning strategies readily available that may alter the timing of reversal of the temporary difference; • Nature of temporary differences and predictability of reversal patterns of existing temporary differences; and • The sensitivity of future forecasted results to commodity prices and other factors.119Table of ContentsThe Company assesses available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. A significant piece of objective negative evidence is recent pretax losses and/or expectations of future pretax losses. Such objective evidence limits the ability to consider other subjective evidence including projections for future growth. On the basis of this evaluation, a valuation allowance has been recorded in Peru and Argentina. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as our projections for growth. Refer to Note 10 to the Consolidated Financial Statements for additional detail on the valuation allowance. For additional risk factors that could impact the Company’s ability to realize the deferred tax assets, refer to Note 2 to the Consolidated Financial Statements.