S-1

As filed with the Securities and Exchange Commission on September 07, 2023

Registration No. 333-       ​

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

GOLDEN MINERALS COMPANY

(Exact name of registrant as specified in its charter)

Delaware	1040	26-4413382
(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)

350 Indiana Street, Suite 650
Golden, Colorado 80401
(303) 839-5060

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Julie Z. Weedman
Senior Vice President, Chief Financial Officer
350 Indiana Street, Suite 650
Golden, Colorado 80401
(303) 839-5060

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:
Brian Boonstra
Davis Graham & Stubbs LLP
1550 Seventeenth Street, Suite 500
Denver, Colorado 80202
(303) 892-7348

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of registration statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
​	​	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission acting pursuant to said Section 8(a), may determine

The information in this prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities, and it is not soliciting an offer to buy these securities, in any jurisdiction where the offer or sale of these securities is not permitted.

Subject to Completion, Dated September 07, 2023

PRELIMINARY PROSPECTUS

Up to           Shares of Common Stock

Up to           Common Warrants to Purchase Up to           Shares of Common Stock

Pre-Funded Warrants to Purchase up to           Shares of Common Stock

Up to           Shares of Common Stock Underlying the Common Warrants and Pre-Funded Warrants

We are offering up to       shares of our common stock, par value $0.01 per share, together with warrants to purchase up to       shares of common stock, or the common warrants. Each share of our common stock, or a pre-funded warrant in lieu thereof, is being sold together with a common warrant to purchase one share of our common stock. The shares of common stock and common warrants are immediately separable and will be issued separately in this offering but must be purchased together in this offering. The assumed public offering price for each share of common stock and accompanying warrant is $      , which was the closing price of our common stock on The NYSE American LLC (“NYSE American”) on       , 2023. Each common warrant will have an exercise price per share of $      and will be immediately exercisable. The common warrants will expire on the five-year anniversary of the original issuance date. All share numbers presented in this prospectus have been adjusted to reflect the 1-for-25 reverse stock split that we effected on June 9, 2023.

We are also offering to certain purchasers whose purchase of shares of common stock in this offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of our outstanding common stock immediately following the consummation of this offering, the opportunity to purchase, if any such purchaser so chooses, pre-funded warrants, in lieu of shares of common stock that would otherwise result in such purchaser’s beneficial ownership exceeding 4.99% (or, at the election of the purchaser, 9.99%) of our outstanding common stock. The public offering price of each pre-funded warrant and accompanying common warrant will be equal to the price at which one share of common stock and accompanying common warrant is sold to the public in this offering, minus $0.0001, and the exercise price of each pre-funded warrant will be $0.0001 per share. The pre-funded warrants will be immediately exercisable and may be exercised at any time until all of the pre-funded warrants are exercised in full. The pre-funded warrants and common warrants are immediately separable and will be issued separately in this offering but must be purchased together in this offering. For each pre-funded warrant we sell, the number of shares of common stock we are offering will be decreased on a one-for-one basis.

This offering will terminate on      ,      unless we decide to terminate the offering (which we may do at any time in our discretion) prior to that date. We will have one closing for all the securities purchased in this offering. The combined public offering price per share (or pre-funded warrant) and common warrant will be fixed for the duration of this offering.

Our common stock is traded on the NYSE American and on the Toronto Stock Exchange (“TSX”) under the symbol “AUMN.” The last sale price for our common stock on      , 2023 was $      per share on the NYSE American and Cdn$      per share on the TSX. The public offering price per share of common stock and accompanying common warrant and per pre-funded warrant and accompanying common warrant will be determined between us and investors based on market conditions at the time of pricing and may be at a discount to the then current market price of our common stock. The recent market price used throughout this prospectus may not be indicative of the actual offering price. The actual public offering price may be based upon a number of factors, including our history and our prospects, the industry in which we operate, our past and present operating results, the previous experience of our executive officers and the general condition of the securities markets at the time of this offering. There is no established public trading market for the pre-funded warrants and the common warrants and we do not expect a market to develop. Without an active trading market, the liquidity of the pre-funded warrants and the common warrants will be limited. In addition, we do not intend to list the pre-funded warrants or the common warrants on the NYSE American, any other national securities exchange or any other trading system.

We have engaged      , or the placement agent, to act as our exclusive placement agent in connection with this offering. The placement agent has agreed to use its reasonable best efforts to arrange for the sale of the securities offered by this prospectus. The placement agent is not purchasing or selling any of the securities we are offering and the placement agent is not required to arrange the purchase or sale of any specific number of securities or dollar amount. We have agreed to pay to the placement agent the placement agent fees set forth in the table below, which assumes that we sell all of the securities offered by this prospectus. There is no arrangement

for funds to be received in escrow, trust or similar arrangement. There is no minimum offering requirement as a condition of closing of this offering. We will bear all costs associated with the offering. See “Plan of Distribution” on page 24 of this prospectus for more information regarding these arrangements.

Investing in our common stock involves significant risks. Before buying shares of our common stock, you should carefully consider the risks described under “Risk Factors” beginning on page 10 of this prospectus and in the documents incorporated by reference into this prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

No shares of common stock distributed under this prospectus will be offered or sold in Canada, including through the TSX or any other trading market in Canada. See “Plan of Distribution” on page 24 of this prospectus and “Restrictions on Resale for Residents of Canada” on page 31 of this prospectus.

​	Per Share and Common Warrant			Per Pre-Funded Warrant and Common Warrant			Total
Public offering price	​	$		​	$		​	$
Placement agent fees(1)	​	$		​	$		​	$
Proceeds to us, before expenses	​	$		​	$		​	$	​

(1)

We have agreed to pay the placement agent a cash fee equal to 6.0% of the gross proceeds raised in this offering. We have also agreed to reimburse the placement agent for certain of its offering-related expenses, including a reimbursement for legal fees and expenses in the amount of up to $125,000, and for its clearing expenses in the amount of up to $15,950. For a description of the compensation to be received by the placement agent, see “Plan of Distribution” on page 24 for more information.

The placement agent expects to deliver the securities to the purchasers on or about            , 2023, subject to satisfaction of customary closing conditions.

The date of this prospectus is           , 2023.

TABLE OF CONTENTS

ABOUT THIS PROSPECTUS	1
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS	2
CURRENCY AND EXCHANGE RATE INFORMATION	3
PROSPECTUS SUMMARY	4
SUMMARY OF THE OFFERING	8
RISK FACTORS	10
USE OF PROCEEDS	13
DILUTION	14
DIVIDEND POLICY	15
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT	16
DESCRIPTION OF CAPITAL STOCK	18
DESCRIPTION OF COMMON WARRANTS	19
DESCRIPTION OF PRE-FUNDED WARRANTS	22
PLAN OF DISTRIBUTION	24
U.S. INCOME TAX CONSIDERATIONS	27
RESTRICTIONS ON RESALE FOR RESIDENTS OF CANADA	31
INTEREST OF NAMED EXPERTS AND COUNSEL	31
LEGAL MATTERS	31
EXPERTS	31
WHERE YOU CAN FIND MORE INFORMATION	32
DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES	32
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE	32

i

ABOUT THIS PROSPECTUS

You should rely only on the information contained in this prospectus. We have not authorized anyone to provide you with information other than the information that we have provided or incorporated by reference in this prospectus and your reliance on any unauthorized information or representation is at your own risk. This prospectus may be used only in jurisdictions where offers and sales of these securities are permitted. You should assume that the information appearing in this prospectus is accurate only as of the date of this prospectus and that any information we have incorporated by reference is accurate only as of the date of the document incorporated by reference, regardless of the time of delivery of this prospectus, or any sale of our common stock. Our business, financial condition and results of operations may have changed since those dates.

The information appearing in this prospectus, the documents incorporated by reference in this prospectus and any free writing prospectus that we have authorized for use in connection with this offering is accurate only as of its respective date, regardless of the time of delivery of the respective document or of any sale of securities covered by this prospectus. You should not assume that the information contained in or incorporated by reference in this prospectus, or in any free writing prospectus that we have authorized for use in connection with this offering, is accurate as of any date other than the respective dates thereof.

We further note that the representations, warranties and covenants made by us in any agreement that is filed as an exhibit to any document that is incorporated by reference herein were made solely for the benefit of the parties to such agreement, including, in some cases, for the purpose of allocating risk among the parties to such agreements, and should not be deemed to be a representation, warranty or covenant to you. Moreover, such representations, warranties or covenants were accurate only as of the date when made. Accordingly, such representations, warranties and covenants should not be relied on as accurately representing the current state of our affairs.

To the extent there is a conflict between the information contained in this prospectus, on the one hand, and the information contained in any document incorporated by reference filed with the U.S. Securities and Exchange Commission (the “SEC”) before the date of this prospectus, on the other hand, you should rely on the information in this prospectus. If any statement in a document incorporated by reference is inconsistent with a statement in another document incorporated by reference having a later date, the statement in the document having the later date modifies or supersedes the earlier statement.

Neither we nor the placement agent have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons who come into possession of this prospectus and any free writing prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this offering and the distribution of this prospectus and any free writing prospectus applicable to that jurisdiction. Purchasers of shares of common stock are advised that none of the shares of common stock will be qualified for distribution in any jurisdiction of Canada and may not be traded through the facilities of TSX or any other Canadian stock exchange, or otherwise in a jurisdiction of Canada. By purchasing shares of common stock hereunder, each purchaser thereof will be deemed to have represented and warranted to the Company that such purchaser (i) is acquiring the securities solely for its own account and beneficial interest for investment purposes, and not for sale or with a view to distribution in Canada, and (ii) has no present intention of selling the securities through the facilities of the TSX or any other Canadian stock exchange, or otherwise in a jurisdiction of Canada, and does not presently have any reason to expect a change in such intention.

As used in this prospectus, the terms “Golden Minerals,” the “Company,” “our,” “we,” or “us” refer to Golden Minerals Company, including its subsidiaries and predecessors, except where it is clear that the term refers only to Golden Minerals Company.

1

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This prospectus and the documents incorporated by reference herein contain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of the United States Private Securities Litigation Reform Act of 1995 and other applicable securities laws. We use the words “anticipate,” “continue,” “likely,” “estimate,” “expect,” “may,” “could,” “will,” “project,” “should,” “believe” and similar expressions (including negative and grammatical variations) to identify forward-looking statements. These statements include comments relating to (i) our anticipated near-term capital needs, potential sources of capital, and possibility of needing to wind-up the Company’s business if capital is not obtained; (ii) the Rodeo mine, including the anticipated end of processing of stockpiles in the third quarter of 2023, payable extraction, anticipated grades, recoveries, estimated unit costs and net operating margin for 2023; (iii) our plans for restart of mining activities at Velardeña, including our expectations regarding future commodity prices and concentrate sales terms, the results of our internal cash flow forecast, and our expectation regarding the timing for restart; (iv) our plans regarding further advancement of the El Quevar project and reimbursements paid by Barrick under the Earn-in Agreement, to fund the El Quevar project; (v) information regarding the Yoquivo property, including the estimates included in our initial mineral resource study, our future evaluation and drilling plans, information gained from drilling activities, and exploration activities; (vi) our plans to defend against claims by Unifin and a potential settlement agreement between Minera William and Unifin; (vii) expectations pertaining to the recovery of VAT refunds from the Mexican government; (viii) projected revenue and spending for the twelve months ending June 30, 2024; and (ix) statements concerning our financial condition, business strategies and business and legal risks our financial outlook for 2023, including anticipated expenditures and cash inflows during the year. Although we believe the expectations and assumptions reflected in those forward-looking statements are reasonable, we cannot assure you that these expectations and assumptions will prove to be correct.

Our actual results could differ materially from those expressed or implied in these forward-looking statements as a result of the factors described under “Risk Factors” beginning on page 10 in this prospectus and other factors set forth in this prospectus, including:

•

The Company’s expected near-term cash needs, including the need to raise additional cash in the near-term to avoid depletion of the Company’s cash balance in the third quarter of 2023 and whether we are able to raise the necessary capital required to continue our business on terms acceptable to us or at all;

•

Our plan to restart mining operations at the Velardeña Properties, including the potential timing of restart, production expectations, required capital to restart and ramp-up operations, potential plant processing rate, projected payable gold and silver production, operating costs, net operating margin and projected cash flow;

•

Higher than anticipated care and maintenance costs at the Velardeña Properties in Mexico or at El Quevar in Argentina;

•

Plans regarding further advancement of the El Quevar project, including reimbursements paid by Barrick under the Earn-in Agreement to fund the El Quevar project;

•

Decreases in silver and gold prices;

•

Risks related to our exploration properties, including unfavorable results from exploration and whether we will be able to advance our exploration properties;

•

Variations in the nature, quality and quantity of any mineral deposits that are or may be located at the Velardeña Properties or our exploration properties, changes in interpretations of geological information, and unfavorable results of metallurgical and other tests, and the timing and scope of our further evaluation activities at the Velardeña Properties;

•

Whether we will be able to continue or begin to mine and sell minerals successfully or profitably at any of our current properties at current or future silver and gold prices and achieve our objective of becoming a mid-tier mining company;

•

Potential delays in our exploration activities or other activities to advance properties towards mining resulting from environmental consents or permitting delays or problems, accidents, problems with

2

contractors, disputes under agreements related to exploration properties, unanticipated costs and other unexpected events;

•

Our ability to retain key management and mining personnel necessary to successfully operate and grow our business;

•

Economic and political events negatively affecting the market prices for gold, silver, zinc, lead and other minerals that may be found on our exploration properties;

•

Political and economic instability in Argentina, Mexico and other countries in which we conduct our business, and future actions of any of these governments with respect to nationalization of natural resources or other changes in mining or taxation policies;

•

Our ability to acquire additional concessions in Mexico based on the economic and environmental policies of Mexico’s current or future governmental authorities;

•

Volatility in the market price of our common stock; and

•

The factors set forth in “Risk Factors” on page 10 of this prospectus or incorporated by reference from our other filings.

These factors are not intended to represent a complete list of the general or specific factors that could affect us. We may note additional factors elsewhere in this prospectus and in any documents incorporated by reference herein. Many of these factors are beyond our ability to control or predict. Although we believe that the expectations reflected in our forward-looking statements are based on reasonable assumptions, such expectations may prove to be materially incorrect due to known and unknown risks and uncertainties. You should not unduly rely on any of our forward-looking statements or information. These statements speak only as of the date of this prospectus. Except as required by law, we are not obligated to publicly release any revisions to these forward-looking statements to reflect future events or developments. All subsequent written and oral forward-looking statements and information attributable to us and persons acting on our behalf are qualified in their entirety by the cautionary statements contained in this section and elsewhere in this prospectus.

Although we believe that the expectations reflected in our forward-looking statements are based on reasonable assumptions, such expectations may prove to be materially incorrect due to known and unknown risks and uncertainties.

All forward-looking statements speak only as of the date made. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by the cautionary statements. Except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances.

CURRENCY AND EXCHANGE RATE INFORMATION

Unless otherwise indicated, all references to “$” or “dollars” in this prospectus refer to United States dollars. References to “Cdn$” in this prospectus refer to Canadian dollars.

The indicative rate of exchange on            , 2023, as reported by the Bank of Canada for the conversion of Canadian dollars to U.S. dollars, was Cdn$1.00 equals $      and, for the conversion of U.S. dollars to Canadian dollars, was $1.00 equals Cdn$      .

3

PROSPECTUS SUMMARY

This summary highlights information contained elsewhere in this prospectus or incorporated by reference herein. This summary does not contain all of the information you should consider before investing in our securities. You should read the entire prospectus carefully before making an investment in our securities. You should carefully consider, among other things, our financial statements and the related notes and the sections entitled “Risk Factors” included elsewhere in, or incorporated by reference into, this prospectus.

Our Company

We are a mining company holding a 100% interest in the Rodeo property in Durango State, Mexico (the “Rodeo Property”), a 100% interest in the Velardeña and Chicago gold-silver mining properties and associated oxide and sulfide processing plants in the state of Durango, Mexico (the “Velardeña Properties”), a 100% interest in the El Quevar advanced exploration silver property in the province of Salta, Argentina (the “El Quevar Property”) (subject to the terms of the April 9, 2020, earn-in agreement (the “Earn-In Agreement”) pursuant to which Barrick Gold Corporation (“Barrick”) has the option to earn a 70% interest in the El Quevar Project), and a diversified portfolio of precious metals and other mineral exploration properties located primarily in or near historical precious metals producing regions of Argentina, Nevada and Mexico. The Rodeo Property, the Velardeña Properties, the El Quevar Property and the Yoquivo Property are the only properties that the Company considers material at this time.

We are primarily focused on the proposed restart of mining activities at our Velardeña Properties. We are also focused on exploration activities at the Yoquivo Property and on advancing our El Quevar exploration property in Argentina through the Earn-in Agreement with Barrick and continuing to evaluate and search for mining opportunities in North America with near term prospects of mining, and particularly for properties within reasonable haulage distances of our processing plants at the Velardeña Properties. We are also reviewing strategic opportunities, focusing primarily on development or operating properties in North America.

We are considered an exploration stage company under the criteria set forth by the SEC under S-K 1300 since we have not yet demonstrated the existence of mineral reserves at any of our properties. Under S-K 1300, the SEC defines a “mineral reserve” as “an estimate of tonnage and grade or quality of indicated and measured mineral resources that, in the opinion of the qualified person, can be the basis of an economically viable project.” To have mineral resources, there must be reasonable prospects for economic extraction. Per the SEC, “probable mineral reserves” are the economically mineable part of an indicated and, in some cases, a measured mineral resource and “proven mineral reserves” can only result from measured mineral resources. Mineral reserves cannot be considered proven or probable unless and until they are supported by a preliminary feasibility study or feasibility study, indicating that the mineral reserves have had the requisite geologic, technical and economic work performed and are economically and legally extractable.

We have not completed a preliminary feasibility study or feasibility study with regard to any of our properties to date. We expect to remain an exploration stage company for the foreseeable future. We will not exit the exploration stage until such time, if ever, that we demonstrate the existence of proven or probable mineral reserves that meet the guidelines under S-K 1300.

Corporate Information

Our management team is comprised of experienced mining professionals with extensive expertise in mineral exploration, mine construction and development, and mine operations. Our principal office is located in Golden, Colorado at 350 Indiana Street, Suite 650, Golden, CO 80401, and our registered office is the Corporation Trust Company, 1209 Orange Street, Wilmington, DE 19801. We also maintain an office at the Velardeña Properties in Mexico and exploration offices in Argentina and Mexico. We maintain a website at www.goldenminerals.com, which contains information about us. Our website and the information contained in and connected to it are not a part of this prospectus nor are they incorporated by reference herein.

4

Recent Developments

Going Concern and Liquidity Update

Our management has concluded that substantial doubt exists about our ability to continue as a going concern for one year from the date of this prospectus. At July 31, 2023, we had current assets of approximately $9.7 million, including cash and cash equivalents of approximately $2.9 million. On the same date, we had accounts payable and other current liabilities of approximately $6.6 million.

While we continue to evaluate various financing alternatives and asset sales, we have not yet obtained a source of capital that would permit us to restart production at the Velardeña Properties or fund ongoing general and administrative expenses.

We do not expect that the net proceeds from this offering will be sufficient to allow us to continue as a going concern for one year from the date of this prospectus. In order to restart production at the Velardeña Properties, we anticipate that we require $2.3 million in additional capital, some of which will be needed in early 2024. In addition, we estimate that we require an additional $3.0 to $4.0 million in capital in order to meet our general and administrative expenses through the end of 2024, assuming that we are successful in restarting production and that we meet our production objectives at the Velardeña Properties. This additional capital may take the form of asset sales (as the ones described below), equity financing activities (including this offering), debt financing, production-based financing (such as streaming or royalty financing) or otherwise.

We have announced the execution of a binding letter of intent for the sale of our Santa Maria property for a total consideration consisting of (i) initial cash proceeds of $1.5 million and (2) a 1.5% net smelter return royalty on the Santa Maria concession up to a cap of $1 million (which may be purchased by the potential buyer from us for $500,000 at any time prior to the commencement of commercial production on the Santa Maria property). However, if that transaction is consummated the funds would likely not be received until the end of September 2023 or later. We have also disposed of certain unnecessary mining equipment in Mexico for cash proceeds of $0.225 million, which we expect to receive in September 2023.

As of June 30, 2023, we had value-added tax (“VAT”) receivable in Mexico of approximately $2.9 million. We currently anticipate that we will collect a material portion of this receivable during the fourth quarter of 2023, however, there continues to be uncertainty as to the timing of such payment.

Updated Technical Report Summary for the Velardeña Properties

In August 2023 we announced the completion of an updated Technical Report Summary (“2023 Technical Report”) for the Velardeña Properties. The 2023 Technical Report is an update of the previous Preliminary Economic Assessment dated March 1, 2022 (the “2022 Technical Report”). The 2023 Technical Report incorporates additional information developed by us since the 2022 Technical Report, including updated pricing and concentrate sales terms, and the exclusion of a bio-oxidation plant that was formerly contemplated.

Mineral Resource Estimate

Estimated mineral resources for the Velardeña project are shown below. The resource is reported by mineral type and resource class for all veins.

Velardeña Project — Summary of Sulfide Mineral Resources at [June 1, 2023]

Classification

Mineral Type

NSR Cutoff

Tonnes

Grade Ag g/t

Grade Au g/t

Grade Pb%

Grade Zn%

Ag oz

Au oz

Pb lb

Zn lb

Measured

​

Sulfide

​

195

​

203,200

​

402

​

6.02

​

1.71

​

2.08

​

2,625,900

​

39,300

​

7,680,000

​

9,306,300

Indicated

​

Sulfide

​

195

​

462,700

​

402

​

5.32

​

1.68

​

2.08

​

5,983,000

​

79,200

​

17,090,700

​

21,173,100

Measured + Indicated

​

Sulfide

​

195

​

665,900

​

402

​

5.54

​

1.69

​

2.08

​

8,608,900

​

118,500

​

24,770,700

​

30,479,400

Inferred

​

Sulfide

​

195

​

1,059,900

​

413

​

5.10

​

1.81

​

2.26

​

14,067,200

​

173,700

​

42,294,600

​

52,697,800

5

Notes:

(1)

Resources are reported as diluted tonnes and grade to 0.7 m fixed width.

(2)

Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn.

(3)

Columns may not total due to rounding.

Restart of Mining Activities at the Velardeña Properties

In early 2023, the terms for the sale of our gold-rich pyrite concentrates improved significantly over previously available terms. We believe that the recently improved terms allow us to consider re-opening the Velardeña Properties’ mines without the bio-oxidation (BIOX™) plant design. (BIOX is a trademark of Metso-Outotec Oyj for its proprietary bio-oxidation process.) We have taken preliminary steps to restart mining activities at the Velardeña Properties, with full commencement of restart activities subject to receipt of additional capital. If we are able to obtain sufficient capital to restart mining at the Velardeña Properties, mining activities would commence as soon as [September 2023].

Through the end of 2024, we are estimating that we will process [117,000] to 137,000 tonnes in the sulfide plant, or approximately 260 to 300 tonnes per day, with payable extraction from the Velardeña Properties of approximately 10,000 to 12,000 ounces of gold and 600,000 to 800,000 ounces of silver. Grades of mined material are estimated to be approximately 4.2 grams per tonne for gold and 225 grams per tonne for silver. Payable net smelter recoveries are expected be approximately 64% for gold and 81% silver. We are projecting cash costs per payable silver ounce, net of gold by-product credits to be approximately $13.00 for the period. Using an assumed gold price of $1,900/oz and an assumed silver price of $22.50/oz (which we believe are conservative near-term estimates based on current market prices), our internal financial model estimates net operating margin from the Velardeña Properties (defined as revenue from the sale of metals less the cost of metals sold) at approximately $4.0 million to $5.0 million for the period from [September 2023] through the end of 2024.

We have not established mineral reserves as defined under S-K 1300 at the Velardeña Properties. As a result, there is increased uncertainty and risk that may result in economic or technical failure which may adversely impact our future profitability. In making the decision to restart mining activities, we made certain assumptions regarding operating and capital costs and project economic returns. Our estimates are based upon, among other things, (i) anticipated tonnage, grades and metallurgical characteristics of the ore to be mined and processed; (ii) anticipated recovery rates of gold, silver and other metals from the ore; (iii) cash operating costs of comparable facilities and equipment; and (iv) anticipated operating conditions. Actual cash operating costs, production and economic returns may differ significantly from those anticipated by our studies and estimates.

NYSE Listing Compliance

On June 6, 2023, we received written notification (the “Notice”) from the NYSE American that we are not in compliance with Section 1003(a)(iii) of the NYSE American Company Guide (the “Company Guide”). We are required to report stockholders’ equity of $6.0 million or more because we have reported losses from continuing operations and/or net losses in our five most recent fiscal years. We reported stockholders’ equity of $4.1 million as of March 31, 2023, and $5.6 million as of June 30, 2023, and losses from continuing operations and/or net losses in each of our five most recent fiscal years ended December 31, 2022. As a result, we became subject to the procedures and requirements of Section 1009 of the Company Guide and were required to submit a plan of compliance by July 6, 2023, addressing how we intend to regain compliance with Section 1003(a)(iii) of the Company Guide by December 6, 2024. We timely submitted a plan of compliance to the NYSE American.

On August 22, 2023, we received notice from the NYSE American that it has accepted our plan of compliance and granted a plan period until December 6, 2024, in order to regain compliance. Our progress toward regaining compliance is subject to periodic review by the NYSE American, including quarterly monitoring for compliance with the initiatives outlined in the plan of compliance.

6

The Notice has no immediate effect on our common stock or our business operations. Our common stock will continue to be listed on the NYSE American under the symbol “AUMN” while we regain compliance with Section 1003(a)(iii) of the Company Guide, subject to our compliance with other continued listing requirements.

Registered Direct Offering and Private Placement Transaction

On June 26, 2023, we entered into a securities purchase agreement with certain institutional investors (the “Purchase Agreement”) whereby we issued and sold in a registered direct offering (i) an aggregate of 790,000 shares of the common stock at a purchase price of $1.45 per share and (ii) pre-funded warrants exercisable for up to 637,587 shares of common stock at a purchase price of $1.4499 per pre-funded warrant. Each pre-funded warrant is exercisable for one share of common stock at an exercise price of $0.0001 per share. The offer and sale of the shares and pre-funded warrants pursuant to the Purchase Agreement was made under our effective shelf registration statement on Form S-3 (Registration No. 333-249218), which was declared effective by the SEC on October 14, 2020, and the related prospectus supplement dated June 28, 2023.

Further, under the Purchase Agreement in a concurrent private placement, we issued and sold warrants to purchase up to 1,427,587 shares of common stock at an exercise price of $1.90. Each warrant is exercisable six months from the date of issuance and has a term expiring five years after such initial exercise date. The aggregate gross proceeds from the offering and concurrent private placement was approximately $2.1 million.

Legal Proceedings

During April 2021, we became aware of a lawsuit in Mexico against one of the Company’s Mexican subsidiaries, Minera William, S.A. de C.V. (“Minera William”). The plaintiff in the matter is Unifin Financiera, S.A.B de C.V. (“Unifin”). The lawsuit was assigned to the Fifth Specialized Commercial District Court. In November 2022, the Company was formally served with the complaint in connection with the lawsuit and in December 2022 the Company filed its answer to the complaint. Unifin is alleging that a representative of Minera William signed certain documents in July 2011 purporting to bind Minera William as a guarantor of payment obligations owed by a third party to Unifin in connection with that third party’s acquisition of certain drilling equipment. At the time, the documentation was allegedly signed, Minera William was a subsidiary of ECU Silver Mining prior to the Company’s acquisition of ECU in September 2011. As a preemptive measure, Unifin has obtained a preliminary court order freezing Minera William’s bank accounts in Mexico, which has limited the Company’s and Minera William’s ability to access approximately US$153,000 according to current currency exchange rates. Notwithstanding this action, the restrictions imposed on Minera William’s bank accounts do not impact the Company’s ability to operate the Rodeo mine, which is held through a different Mexico subsidiary. Likewise, the action does not impact the Company’s ability to continue with the Company’s evaluation plans for a potential Velardeña mine restart or move forward with any of the Company’s other exploration programs in Mexico. However, because the Velardeña mine and processing plants are held by Minera William, any adverse outcome to the action may have a material impact on our ability to restart production at Velardeña. Unifin is seeking recovery for as much as US$12.5 million. The Company believes there is no basis for this claim. As such, the Company has not accrued an amount for this matter in its Condensed Consolidated Balance Sheets or Statements of Operations as of June 30, 2023. A preliminary hearing was initially scheduled to take place in April 2023 but was rescheduled to June 2023. That hearing was subsequently postponed to permit the parties to continue settlement discussions. There have been no definitive settlement terms agreed to date.

7

SUMMARY OF THE OFFERING

The following is a brief summary of certain terms of this offering and is not intended to be complete. It does not contain all of the information that will be important to investors with regard to our securities. For a more complete description of our common stock, see the section titled “Description of Capital Stock” on page 18 in this prospectus.

Securities being offered by us:

Up to          shares of common stock and common warrants to purchase up to          shares of common stock, or pre-funded warrants to purchase shares of common stock and common warrants to purchase shares of common stock. The shares of common stock or pre-funded warrants, respectively, and common warrants are immediately separable and will be issued separately in this offering but must initially be purchased together in this offering. Each common warrant has an exercise price of $      per share of common stock and is immediately exercisable and will expire five years from the date of the issuance. See “Description of Capital Stock” on page 18. We are also registering          shares of common stock issuable upon exercise of the pre-funded warrants and the common warrants pursuant to this prospectus.

Common warrants being offered by us in this offering:

Each common warrant will have an exercise price of $      per share, will be exercisable upon issuance and will expire        years from the date of issuance.

Pre-funded warrants being offered by us in this
offering:

We are also offering to each purchaser whose purchase of shares in this offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of our outstanding common stock immediately following the consummation of this offering, the opportunity to purchase, if the purchaser so chooses, pre-funded warrants (each pre-funded warrant to purchase one share of our common stock) in lieu of shares that would otherwise result in the purchaser’s beneficial ownership exceeding 4.99% of our outstanding common stock (or, at the election of the purchaser, 9.99%). The purchase price of each pre-funded warrant and accompanying common warrant will equal the price at which one share of common stock and accompanying warrant are being sold to the public in this offering, minus $0.0001, and the exercise price of each pre-funded warrant will be $0.0001 per share. The pre-funded warrants will be exercisable immediately and may be exercised at any time until all of the pre-funded warrants are exercised in full. For each pre-funded warrant we sell, the number of shares of common stock we are offering will be decreased on a one-for-one basis.

Term of the offering:

This offering will terminate on         unless we decide to terminate the offering (which we may do at any time in our discretion) prior to that date.

Common stock outstanding prior to this offering:

8,573,252 shares of common stock outstanding.

Common stock outstanding after this offering:

          shares, assuming no sale of pre-funded warrants, which, if sold, would reduce the number of shares of common stock that

8

we are offering on a one-for-one basis, and no exercise of the common warrants issued in this offering.

Use of proceeds:

We intend to use the net proceeds from this offering for working capital requirements and general corporate purposes, including for the restart of mining activities at the Velardeña Properties. The Company may use some of the proceeds from the offering to settle a lawsuit with Unifin Financiera, S.A.B de C.V., which was previously disclosed in the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2023, filed with the SEC on August 9, 2023, should such a settlement be reached. See “Use of Proceeds” on page 13 in this prospectus.

Market for our common
stock:

Our common stock is traded on the NYSE American and the TSX under the symbol “AUMN.”

Risk Factors:

Investing in our common stock involves significant risks. Please read the information incorporated by reference in this prospectus and contained under “Risk Factors” beginning on page 10.

Restrictions on Resale to Residents in Canada:

No shares of common stock distributed under this prospectus will be offered or sold in Canada, including through the TSX or any other trading market in Canada. See “Plan of Distribution” on page 24 of this prospectus and see “Restrictions on Resale for Residents of Canada” on page 31 of this prospectus for information regarding restrictions on resale to residents of Canada.

Unless otherwise stated, all information contained in this prospectus assumes no sale of any pre-funded warrants in lieu of common stock in this offering and gives effect to the 1-for-25 reverse stock split of our common stock that was effected on June 9, 2023.

The number of shares of our common stock to be outstanding after this offering is based on 8,573,252 shares of common stock outstanding as of August 30, 2023.

The number of shares of our common stock to be outstanding after this offering excludes, in each case as of           , 2023, the following reserved shares:

•

232,402 shares of common stock reserved for issuance under our 2023 Equity Incentive Plan in exchange for restricted stock units issued to our non-employee directors under the terms of our Non-Employee Directors Deferred Compensation and Equity Award Plan;

•

188,000 shares of common stock that can be acquired under outstanding KELTIP units; and

•

1,819,742 shares of common stock issuable upon exercise of currently outstanding warrants with a weighted average exercise price of $3.19 per share.

9

RISK FACTORS

A purchase of our securities involves a high degree of risk, including the risks described below. Before making an investment decision, you should carefully consider the risk factors set forth below, as well as all other information contained in this prospectus and incorporated by reference, including our consolidated financial statements and the related notes and the risks described under “Risk Factors” in our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q as filed with the SEC, and any free-writing prospectus that we have authorized for use in connection with this offering. Our business, financial condition or results of operations could be materially adversely affected by any of these risks. Those risks and uncertainties are not the only risks and uncertainties we face. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operations. If any of these risks actually occur, our business, results of operations and financial condition could suffer. The trading price of shares of our common stock could decline due to any of these risks, and you may lose all or part of your investment.

Risks Related to this Offering

We need to raise capital in this offering to support our operations. If we are unable to raise capital in this offering, our financial position will be materially adversely impacted.

We believe that current cash on hand, prior to the receipt of any proceeds from this offering, is not sufficient to fund operations beyond the third quarter of 2023. In order to restart production at the Velardeña Properties, we anticipate that we require $2.3 million in additional capital some of which will be needed in early 2024. In addition, we estimate that we require an additional $3.0 to $4.0 million in capital in order to meet our general and administrative expenses through the end of 2024, assuming that we are successful in restarting production and that we meet our production objectives at the Velardeña Properties. If we receive the foregoing net proceeds of $       million in this offering, and if we raise the additional required capital through other financing activities, asset sales or otherwise, we believe that we will have sufficient capital to restart production at the Velardeña Properties and meet our capital needs through the end of December 2024.

In addition, the report of our independent registered public accounting firm on our financial statements for the year ended December 31, 2022 contains explanatory language that we have stated that substantial doubt exists about our ability to continue as a going concern. We have no additional committed sources of capital and may find it difficult to raise money on terms favorable to us or at all. The failure to obtain sufficient capital to support our operations would have a material adverse effect on our business, financial condition and results of operations. If such sufficient financing is not received timely, we would then need to pursue a plan to seek to be acquired by another entity or cease operations and wind-up our activities.

Purchasers who purchase our securities in this offering pursuant to a securities purchase agreement may have rights not available to purchasers that purchase without the benefit of a securities purchase agreement.

In addition to rights and remedies available to all purchasers in this offering under federal securities and state law, the purchasers that enter into a securities purchase agreement will also be able to bring claims of breach of contract against us. The ability to pursue a claim for breach of contract provides those investors with the means to enforce the covenants uniquely available to them under the securities purchase agreement including: (i) timely delivery of shares; (ii) agreement to not enter into variable rate financings for one year from closing, subject to certain exceptions; (iii) agreement to not enter into any financings for 60 days from closing; and (iv) indemnification for breach of contract.

This is a “best efforts” offering, no minimum amount of securities is required to be sold, and we may not raise the amount of capital we believe is required for our business plans, including our near-term business plans.

The placement agent has agreed to use its reasonable best efforts to solicit offers to purchase the securities in this offering. The placement agent has no obligation to buy any of the securities from us or to arrange for the purchase or sale of any specific number or dollar amount of the securities. There is no required minimum number of securities that must be sold as a condition to completion of this offering. Because there is no minimum offering amount required as a condition to the closing of this offering, the actual offering amount, placement agent fees and proceeds to us are not presently determinable and may be substantially less than the maximum amounts set forth herein. We may sell fewer than all of the securities offered hereby,

10

which may significantly reduce the amount of proceeds received by us, and investors in this offering will not receive a refund in the event that we do not sell an amount of securities sufficient to support our continued operations, including our near-term continued operations. Thus, we may not raise the amount of capital we believe is required for our operations in the short-term and may need to raise additional funds to complete such short-term operations. Such additional fundraises may not be available or available on terms acceptable to us.

Our stockholders may suffer additional dilution to their equity and voting interests as a result of future financing transactions.

We could require additional funding to support our business, including for general and administrative costs and other working capital needs to fund our continuing business activities as currently conducted. Although we are evaluating various alternatives, including debt financing and production-based financing such as streaming and royalty financing, it is likely that we will need to seek additional equity financing in the future. If we were to engage in any type of equity financing in the future, the current ownership interest of our stockholders would be diluted.

Management will have broad discretion as to the use of the net proceeds from this offering, and we may not use these proceeds effectively.

We currently intend to allocate the net proceeds we will receive from the offering as described under “Use of Proceeds” on page 13 of this prospectus. However, management will have considerable discretion in the actual application of the net proceeds, and we may elect to allocate proceeds differently from that described under “Use of Proceeds” on page 13 of this prospectus if we believe it would be in our best interests to do so. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. Our failure to apply these funds effectively could have an adverse effect on our business and cause the price of our common stock to decline.

The market price of our common stock may fluctuate significantly.

The market price of our common stock has fluctuated and could fluctuate substantially in the future. This volatility may subject our stock price to material fluctuations due to the factors in this prospectus and the documents incorporated herein by reference, and other factors including market reaction to the estimated fair value of our portfolio; rumors or dissemination of false information; changes in coverage or earnings estimates by analysts; our ability to meet analysts’ or market expectations; and sales of common stock by existing stockholders.

You may experience immediate and substantial dilution in the net tangible book value per share of the common stock you purchase in the offering.

The offering price per share in this offering may exceed the net tangible book value per share of our common stock outstanding prior to this offering. After giving effect to the sale of our common stock in the maximum aggregate offering amount of $      at an assumed offering price of $      per share (the last reported sale price of our common stock on the NYSE American on           , 2023), and after deducting estimated offering commissions and expenses payable by us, you would suffer immediate dilution of $       per share in the net tangible book value of the common stock. The exercise of outstanding stock options or warrants could result in further dilution of your investment. See the section below entitled “Dilution” on page 14 for a more detailed illustration of the dilution you may incur if you participate in this offering.

The exercise of outstanding common stock purchase warrants will have a dilutive effect on the percentage ownership of our capital stock by existing stockholders.

As of June 30, 2023, we had outstanding warrants to acquire 1,819,742 shares of our common stock, not including the pre-funded warrants that were issued in our June 2023 registered direct offering. All of our outstanding warrants have exercise prices above our common stock’s recent trading prices, but in certain

11

circumstances the holders have the right to effect a cashless exercise of such warrants. If a significant number of such warrants are exercised by the holders, the percentage of our common stock owned by our existing stockholders will be diluted.

There is no public market for the common warrants or pre-funded warrants to purchase shares of our common stock being offered by us in this offering.

There is no established public trading market for the common warrants or pre-funded warrants to purchase shares of our common stock that are being offered as part of this offering, and we do not expect a market to develop. In addition, we do not intend to apply to list the common warrants or pre-funded warrants on any national securities exchange or other nationally recognized trading system, including the NYSE American. Without an active market, the liquidity of the common warrants and pre-funded warrants will be limited.

12

USE OF PROCEEDS

We estimate that the net proceeds from the sale of the securities offered under this prospectus, after deducting placement agent’s fees and estimated offering expenses payable by us will be approximately $      million (based on an assumed public offering price per share and accompanying warrant of $      per share and accompanying warrant, which was the last reported sales price of our common stock on the NYSE American on            , 2023). We intend to use the net proceeds from this offering, after deducting the placement agent’s commission and our offering expenses, for working capital requirements and general corporate purposes, including for the restart of mining activities at the Velardeña Properties.

However, because this is a “best efforts” offering and there is no minimum offering amount required as a condition to the closing of this offering, the actual offering amount, the placement agent’s fees and net proceeds to us are not presently determinable and may be substantially less than the maximum amounts set forth on the cover page of this prospectus.

This expected use of net proceeds from this offering represents our intentions based upon our current plans and business conditions, which could change in the future as our plans and business conditions evolve. We cannot currently allocate specific percentages of the net proceeds to us from this offering that we may use for the purposes specified above. Our management will have broad discretion in the application of the net proceeds from this offering and could use them for purposes other than those contemplated at the time of this offering. Our stockholders may not agree with the way our management chooses to allocate and spend the net proceeds. Moreover, our management may use the net proceeds for corporate purposes that may not result in our being profitable or increase our market value.

The timing and amount of our actual expenditures will be based on many factors, including cash flows from operations, the anticipated growth of our business, and the other factors described under “Risk Factors” on page 10. Accordingly, our management will have flexibility in applying the net proceeds from this offering. An investor will not have the opportunity to evaluate the economic, financial or other information on which we base our decisions on how to use the proceeds.

13

DILUTION

Purchasers of common stock offered by this prospectus may experience immediate dilution in the net tangible book value of their common stock from the price paid in the offering. The net tangible book value of our common stock as of June 30, 2023, was approximately $5,607,881, or $0.71 per share. Net tangible book value per share is determined by dividing our total tangible assets, less total liabilities, by the number of shares of common stock outstanding as of June 30, 2023.

Dilution per share represents the difference between the public offering price per share of common stock and the adjusted net tangible book value per share of common stock after giving effect to this offering. After giving effect to the assumed sale of         shares of our common stock in this offering at an assumed public offering price of $      per share of common stock, based on the last reported sale price of our common stock on the NYSE American on            , 2023, assuming no sale of any pre-funded warrants in this offering and after deducting estimated placement agent fees and estimated offering expenses payable by us, the adjusted net tangible book value of our common stock as of June 30, 2023 would have been approximately $      , or approximately $      per share. The change represents an immediate increase in net tangible book value of common stock of $      per share to existing stockholders and an immediate dilution of $      per share to new investors purchasing the common stock in this offering. The following table illustrates this per share dilution:

Assumed public offering price per common share	$
Net tangible book value per share as of June 30, 2023	$	0.71
Increase per share attributable to this offering	$
Adjusted net tangible book value per share as of June 30, 2023	$
Dilution per share attributable to this offering	$	​

Each $0.10 increase or decrease in the assumed public offering price per share of common stock and accompanying warrant of $      , the last reported sale price of our common stock on the NYSE American on            , 2023, would increase or decrease the net proceeds to us from this offering by $      million, assuming that the number of shares of common stock and accompanying warrants offered by us, as set forth on the cover page of this prospectus, remains the same, assuming no sale of any pre-funded warrants, after deducting the estimated placement agent fees and estimated offering expenses payable by us, and excluding the proceeds, if any, from the exercise of the warrants issued pursuant to this offering. We may also increase or decrease the number of shares of common stock and accompanying warrant offered in this offering. Each increase or decrease of 1,000,000 shares of common stock and accompanying warrants offered by us would increase or decrease the net proceeds to us by approximately $      million, assuming the assumed public offering price per share of common stock and accompanying warrant of $      remains the same, assuming no sale of any pre-funded warrants and after deducting the estimated placement agent fees and estimated offering expenses payable by us, and excluding the proceeds, if any, from the exercise of the warrants issued pursuant to this offering. The as adjusted information discussed above is illustrative only and will be adjusted based on the actual public offering price and other terms of this offering as determined between us and the placement agent at pricing.

The foregoing calculations are based on 7,935,665 shares of common stock outstanding as of June 30, 2023 and excludes:

•

232,402 shares of common stock reserved for issuance under our 2023 Equity Incentive Plan in exchange for restricted stock units issued to our non-employee directors under the terms of our Non-Employee Directors Deferred Compensation and Equity Award Plan;

•

188,000 shares of common stock that can be acquired under outstanding KELTIP units; and

•

1,819,742 shares of common stock issuable upon exercise of currently outstanding warrants with a weighted average exercise price of $3.19 per share.

Except as indicated otherwise, the discussion and table above assume (i) no sale of pre-funded warrants, which, if sold, would reduce the number of shares of common stock that we are offering on a one-for-one basis, and (ii) no exercise of the warrants being sold in this offering.

14

DIVIDEND POLICY

We have not paid any cash dividends on our common stock to date. We may retain future earnings, if any, for future operations, expansion and debt repayment and has no current plans to pay cash dividends for the foreseeable future. Any decision to declare and pay dividends in the future will be made at the discretion of the Board and will depend on, among other things, our results of operations, financial condition, cash requirements, contractual restrictions and other factors that the Board may deem relevant. In addition, our ability to pay dividends may be limited by covenants of any existing and future outstanding indebtedness we or our subsidiaries incur. We do not anticipate declaring any cash dividends to holders of our common stock in the foreseeable future.

15

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table contains information about the beneficial ownership (unless otherwise indicated) of our common stock as of August 30, 2023 by:

•

each person known by us to beneficially hold 5% or more of our outstanding common stock,

•

each of our directors,

•

each of our named executive officers, and

•

all of our executive officers and directors as a group.

All information is taken from or based upon ownership filings made by such persons with the SEC or upon information provided by such persons to us. Except as otherwise noted, we believe that all of the persons and groups shown below have sole voting and investment power with respect to the common stock indicated.

Directors, Executive Officers and 5% Stockholders of Golden Minerals(1)	Beneficial Ownership as of August 30, 2023(2)		​	​
Name	Number		Percentage(3)
Armistice Capital Master Fund Ltd(4)	​	2,113,857	​	25%
The Sentient Group(5)	​	1,506,027	​	18%
Warren M. Rehn(6)	​	210,000	​	2%
Jeffrey G. Clevenger(7)	​	56,108	​	*
W. Durand Eppler(8)	​	33,213	​	*
David H. Watkins(9)	​	29,893	​	*
Terry M. Palmer(10)	​	29,813	​	*
Kevin R. Morano(11)	​	29,773	​	*
Julie Z. Weedman(12)	​	13,400	​	*
Deborah J. Friedman(13)	​	8,000	​	*
Pablo Castanos	​	0	​	*
Directors and Executive Officers as a group (10 persons)(14)	​	410,200	​	5%

*

The percentage of common stock beneficially owned is less than 1%.

(1)

The address of these persons, unless otherwise noted, is c/o Golden Minerals Company, 350 Indiana Street, Suite 650, Golden, Colorado 80401.

(2)

For each holder that holds restricted stock, options, restricted stock units, warrants or other securities that are currently vested or exercisable or that vest or become exercisable within 60 days of August 30, 2023, we treat the common stock underlying those securities as owned by that holder and as outstanding shares when we calculate that holder’s percentage ownership of our common stock. We do not treat that common stock as outstanding when we calculate the percentage ownership of any other holder.

(3)

Based on 8,573,252 outstanding shares of our common stock as of August 30, 2023.

(4)

Represents (i) 686,000 shares of our common stock issued to Armistice on June 28, 2023 pursuant to the Purchase Agreement; and (ii) 1,427,287 shares of our common stock to be issued to Armistice upon exercise of the private placement warrants pursuant to the Purchase Agreement. Does not include an additional 637,587 shares of common stock issuable to the selling stockholder upon exercise of pre-funded warrants issued pursuant to the Purchase Agreement. The securities are directly held by Armistice and may be deemed to be beneficially owned by: (i) Armistice Capital, LLC (“Armistice Capital”), as the investment manager of Armistice; and (ii) Steven Boyd, as the Managing Member of Armistice Capital. The warrants are subject to a beneficial ownership limitation of 4.99%, which such limitation restricts the Armistice from exercising that portion of the warrants that would result in the Selling

16

Stockholder and its affiliates owning, after exercise, a number of shares of common stock in excess of the beneficial ownership limitation. The address for Armistice is c/o Armistice Capital, LLC, 510 Madison Avenue, 7th Floor, New York, NY 10022.

(5)

Based on a Schedule 13D/A filed with the SEC on March 1, 2021 by Sentient Global Resources Fund III, L.P. (“Fund III”), SGRF III Parallel I, L.P. (“Parallel I”), Sentient Executive GP III, Limited (“Sentient Executive III”), Sentient GP III, L.P. (“GP III”), Sentient GP IV, L.P. (“GP IV”), Sentient Global Resources Fund IV, L.P. (“Fund IV”), and Sentient Executive GP IV, Limited (“Sentient Executive IV”) The foregoing are collectively referred to in the table as “Sentient”. Fund III and Parallel I are both Cayman Islands limited partnerships, as adjusted for our one-for-25 reverse stock split that became effective June 9, 2023. On December 14, 2020, Parallel I combined with Fund III and as a result, is no longer a separate reporting person. Fund III, together with Parallel I, beneficially now owns zero shares of our common stock, respectively. The sole general partner of each is GP III, which is a Cayman Islands limited partnership. The sole general partner of GP III is Sentient Executive III, which is a Cayman Islands exempted company. Fund IV is a Cayman Islands limited partnership and owns 37,650,684 shares of our common stock. The sole general partner of Fund IV is GP IV, which is a Cayman Islands limited partnership. The sole general partner of GP IV is Sentient Executive IV, which is a Cayman Islands exempted company. Greg Link, Peter Weidmann, Andrew Pullar and Mike de Leeuw are the directors of Sentient Executive III. Greg Link, Peter Weidmann, Andrew Pullar, Mike de Leeuw and Pieter Britz are the directors of Sentient Executive IV. These directors collectively have voting and dispositive power over the Company’s shares held by Sentient upon the unanimous vote of all such directors. The address of the principal offices of the reporting persons (Fund III, Parallel I, Sentient Executive III, GP III, GP IV, Fund IV, and Sentient Executive IV) is: Landmark Square, 1st Floor, 64 Earth Close, West Bay Beach South, P.O. Box 10795, George Town, Grand Cayman KY1-1007, Cayman Islands.

(6)

Consists of 20,000 shares of common stock held directly; 40,000 restricted stock units which are vested or will vest within 60 days following 2023 and 150,000 shares of common stock that can be acquired under KELTIP units, all of which are vested and can be settled in cash or common stock at the option of the Company. Does not include 400 shares of common stock owned by Mr. Rehn’s spouse for which he disclaims beneficial ownership.

(7)

Consists of 22,508 shares of common stock held directly; and 33,600 restricted stock units which are vested or will vest within 60 days following August 30, 2023. Does not include 128 shares of common stock owned by Mr. Clevenger’s spouse for which he disclaims beneficial ownership.

(8)

Consists of 3,720 shares of common stock held directly; and 29,493 restricted stock units, all of which are vested or will vest within 60 days following August 30, 2023

(9)

Consists of 400 shares of common stock held directly; and 29,493 restricted stock units, all of which are vested or will vest within 60 days following August 30, 2023.

(10)

Consists of 320 shares of common stock held directly; and 29,493 restricted stock units, all of which are vested or will vest within 60 days following August 30, 2023.

(11)

Consists of 280 shares of common stock held directly; and 29,493 restricted stock units, all of which are vested or will vest within 60 days following August 30, 2023.

(12)

Consists of 1,400 shares of common stock held directly; and 12,000 shares of common stock that can be acquired under KELTIP units, all of which are vested and can be settled in cash or common stock at the option of the Company.

(13)

Consists of 8,000 restricted stock units, all of which are vested or will vest within 60 days following August 30, 2023.

(14)

Consists of 48,628 shares of common stock held directly; 199,572 shares of restricted stock units that are vested or will vest within 60 days following August 30, 2023; and 162,000 shares of common stock that can be acquired under KELTIP units, all of which are vested and can be settled in cash or common stock at the option of the Company.

17

DESCRIPTION OF CAPITAL STOCK

We currently have 28,000,000 shares of common stock authorized, of which 8,573,252 shares are issued and outstanding, plus 2,240,144 shares issuable upon exercise of outstanding warrants, KELTIP units and restricted stock units.

Dividend Rights

Holders of our common stock will be entitled to receive dividends when, as and if declared by our board, out of funds legally available for their payment, subject to the rights of holders of any preferred stock that we may issue.

Voting Rights

Holders of our common stock are entitled to one vote per share in all matters as to which holders of common stock are entitled to vote. Holders of not less than a majority of all of the shares of the stock entitled to vote at any meeting of stockholders constitute a quorum unless otherwise required by law.

Election of Directors

Our directors are elected by a plurality of the votes cast by the holders of our common stock in a meeting at which a quorum is present. “Plurality” means that the individuals who receive the largest number of votes cast are elected as directors, up to the maximum number of directors to be chosen at the meeting. Our stockholders may vote to remove any director by the affirmative vote of a majority of the voting power of outstanding common stock.

Liquidation

In the event of any liquidation, dissolution or winding up of Golden Minerals, holders of our common stock have the right to receive ratably and equally all of the assets remaining after payment of liabilities and liquidation preferences of any preferred stock then outstanding.

Redemption

Golden Minerals’ common stock is not redeemable or convertible.

Other Provisions

All our outstanding common stock is, and the common stock offered by this prospectus or obtainable upon exercise or conversion of other securities offered hereby, if issued in the manner described in this prospectus, will be, fully paid and non-assessable.

This section is a summary and may not describe every aspect of our common stock that may be important to you. We urge you to read applicable Delaware law, our Amended and Restated Certificate of Incorporation and our Bylaws, because they, and not this description, define your rights as a holder of our common stock. See “Where You Can Find More Information” on page 32 of this prospectus for information on how to obtain copies of these documents.

18

DESCRIPTION OF COMMON WARRANTS

In this offering, we are offering common warrants to purchase up to an aggregate of      shares of our common stock. The following summary of certain terms and provisions of the common warrants that are being offered hereby is not complete and is subject to, and qualified in its entirety by, the provisions of the common warrants. Prospective investors should carefully review the terms and provisions of the form of common warrants for a complete description of the terms and conditions of the common warrants.

Duration and Exercise Price

Each common warrant issued in this offering represents the right to purchase up to one share of common stock at an initial exercise price of $      per share. Each common warrant may be exercised, in cash or, if applicable, by a cashless exercise at the election of the holder, at any time following the date of issuance and from time to time thereafter through and including the five-year anniversary of the initial exercise date.

Exercisability

The common warrants will be exercisable in whole or in part by delivering to the Company a completed instruction form for exercise and complying with the requirements for exercise set forth in the common warrant. Payment of the exercise price may be made in cash or, if applicable, pursuant to a cashless exercise, in which case the holder would receive upon such exercise the net number of shares of common stock determined according to the formula set forth in the common warrants.

Exercise Limitation

In general, a holder will not have the right to exercise any portion of a common warrant if the holder (together with its Attribution Parties (as defined in the common warrant)) would beneficially own in excess of 4.99% or 9.99%, at the election of the holder, of the number of shares of our common stock outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of the warrant. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99% upon notice to us, provided that any increase in this limitation will not be effective until 61 days after such notice from the holder to us and such increase or decrease will apply only to the holder providing such notice.

Failure to Timely Deliver Shares

If we fail to deliver to the holder a certificate representing shares issuable upon exercise of a common warrant or to credit the holder’s balance account with Depository Trust Company for such number of shares of common stock to which the holder is entitled upon the holder’s exercise of the common warrant, in each case, by the delivery date set forth in the common warrant, and if after such date the holder is required by its broker to purchase (in an open market transaction or otherwise) or the holder’s brokerage firm otherwise purchases, shares of common stock to deliver in satisfaction of a sale by the holder of the warrant shares which the holder anticipated receiving upon such exercise, or a “Buy-In”, then we shall (A) pay in cash to the holder the amount, if any, by which (x) the holder’s total purchase price (including brokerage commissions, if any) for the shares of common stock so purchased exceeds (y) the amount obtained by multiplying (1) the number of warrant shares that we were required to deliver to the holder in connection with the exercise at issue, times (2) the price at which the sell order giving rise to such purchase obligation was executed, and (B) at the option of the holder, either reinstate the portion of the applicable warrant and equivalent number of warrant shares for which such exercise was not honored (in which case such exercise shall be deemed rescinded) or deliver to the holder the number of shares of common stock that would have been issued had we timely complied with our exercise and delivery obligations. In addition, if we fail to deliver to the holder any common stock pursuant to a validly-exercised common warrant, we will be required to pay liquidated damages in the amount of $10 per trading day for each $1,000 of the shares of common stock exercised but not delivered (and rising to $20 per trading day beginning the third trading day after the warrant share delivery date) until such time the shares of common stock are delivered or the holder rescinds such exercise.

19

Cashless Exercise

If, at the time a holder exercises its warrants, a registration statement registering the issuance of the shares of common stock underlying the warrants under the Securities Act, is not then effective or available for the issuance of such shares, then in lieu of making the cash payment otherwise contemplated to be made to us upon such exercise in payment of the aggregate exercise price, the holder may elect instead to receive upon such exercise (either in whole or in part) the net number of shares of common stock determined according to a formula set forth in the warrant.

Adjustment for Stock Splits

The exercise price and the number of shares of common stock purchasable upon the exercise of the common warrants are subject to adjustment upon the occurrence of specific events, including sales of additional shares of common stock, stock dividends, stock splits, and combinations of our common stock.

Dividends or Distributions

If we declare or make any dividend or other distribution of its assets (or rights to acquire its assets) to holders of shares of our common stock, by way of return of capital or otherwise (including, without limitation, any distribution of cash, stock or other securities, property, options, evidence of indebtedness or any other assets by way of a dividend, spin off, reclassification, corporate rearrangement, scheme of arrangement or other similar transaction) at any time after the issuance of the common warrants, then, in each such case, the holders of the common warrants shall be entitled to participate in such distribution to the same extent that the holders would have participated therein if the holders had held the number of shares of common stock acquirable upon complete exercise of the common warrants.

Purchase Rights

If we grant, issue or sell any shares of our common stock or securities exercisable for, exchangeable for or convertible into our common stock, or rights to purchase stock, common warrants, securities or other property pro rata to the record holders of any class of shares of our common stock, referred to as Purchase Rights, then each holder of the common warrants will be entitled to acquire, upon the terms applicable to such Purchase Rights, the aggregate Purchase Rights which the holder could have acquired if the holder had held the number of shares of common stock acquirable upon complete exercise of the common warrants immediately before the record date, or, if no such record is taken, the date as of which the record holders of shares of common stock are to be determined, for the grant, issue or sale of such Purchase Rights.

Fundamental Transaction

In the event of a fundamental transaction, as described in the warrants and generally including any reorganization, recapitalization or reclassification of our shares of common stock, the sale, transfer or other disposition of all or substantially all of our properties or assets, our consolidation or merger with or into another person, the acquisition of 50% or more of the voting power represented by our outstanding shares of capital stock, any person or group becoming the beneficial owner of 50% or more of the voting power represented by our outstanding shares of capital stock, any merger with or into another entity or a tender offer or exchange offer approved by 50% or more of the voting power represented by our outstanding shares of capital, then upon any subsequent exercise of a warrant, the holder will have the right to receive as alternative consideration, for each share of our common stock that would have been issuable upon such exercise immediately prior to the occurrence of such fundamental transaction, the number of shares of common stock of the successor or acquiring corporation or of our company, if it is the surviving corporation, and any additional consideration receivable upon or as a result of such transaction by a holder of the number of shares of our common stock for which the warrant is exercisable immediately prior to such event. Notwithstanding the foregoing, in the event of a fundamental transaction, the holders of the warrants have the right to require us or a successor entity to redeem the warrants for cash in the amount of the Black-Scholes Value (as defined in each common warrant) of the unexercised portion of the warrants concurrently with or within 30 days following the consummation of a fundamental transaction.

However, in the event of a fundamental transaction which is not in our control, including a fundamental transaction not approved by our board of directors, the holders of the warrants will only be entitled to receive

20

from us or our successor entity, as of the date of consummation of such fundamental transaction the same type or form of consideration (and in the same proportion), at the Black Scholes Value of the unexercised portion of the warrant that is being offered and paid to the holders of our common stock in connection with the fundamental transaction, whether that consideration is in the form of cash, stock or any combination of cash and stock, or whether the holders of our common stock are given the choice to receive alternative forms of consideration in connection with the fundamental transaction. If holders of our common stock are not offered or paid any consideration in the fundamental transaction, holders of common stock will be deemed to have received common stock of our successor entity.

Transferability

Subject to applicable laws, the common warrants may be offered for sale, sold, transferred or assigned. There is currently no trading market for the common warrants and a trading market is not expected to develop.

No Fractional Shares

No fractional shares or scrip representing fractional shares shall be issued upon the exercise of the common warrants. As to any fraction of a share which the holder would otherwise be entitled to purchase upon such exercise, the number of shares of common stock to be issued shall be rounded up to the nearest whole number.

Trading Market

There is no established public trading market for the common warrants, and we do not expect a market to develop. In addition, we do not intend to apply for listing of the common warrants on any national securities exchange.

Rights as a Stockholder

Except as otherwise provided in the common warrants or by virtue of a holder’s ownership of shares of our common stock, the holders of the common warrants do not have the rights or privileges of holders of our common stock, including any voting rights, unless and until they exercise their warrants.

Amendments

The common warrants may be amended with the written consent of the holder of such common warrant and us.

21

DESCRIPTION OF PRE-FUNDED WARRANTS

In this offering, we are offering     pre-funded warrants. The following summary of certain terms and provisions of the pre-funded warrants that are being offered hereby is not complete and is subject to, and qualified in its entirety by, the provisions of the pre-funded warrants. Prospective investors should carefully review the terms and provisions of the form of pre-funded warrants for a complete description of the terms and conditions of the pre-funded warrants.

The pre-funded warrants will be issued in certificated form only.

Duration and Exercise Price

Each pre-funded warrant offered hereby has an initial exercise price per share equal to $[0.0001] per share. The pre-funded warrants are exercisable at any time following their date of issuance.

Exercisability

The pre-funded warrants will be exercisable, at the option of each holder, in whole or in part, by delivering to us a duly executed exercise notice accompanied by payment in full for the number of shares of our common stock purchased upon such exercise (except in the case of a cashless exercise as discussed below).

Exercise Limitation

A holder (together with its affiliates) may not exercise any portion of such holder’s pre-funded warrant to the extent that the holder would own more than 4.99% (or, at the election of the purchaser, 9.99%) of the outstanding shares of common stock immediately after exercise, provided that upon at least 61 days’ prior notice from the holder to us, the holder may increase this beneficial ownership limit to up to 9.99% of the number of shares of common stock outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of the pre-funded warrants.

Cashless Exercise

In lieu of making the cash payment otherwise contemplated to be made to us upon such exercise in payment of the aggregate exercise price, the holder may elect instead to receive upon such exercise (either in whole or in part) the net number of shares of common stock determined according to a cashless exercise formula set forth in the pre-funded warrants.

Adjustment for Stock Splits

The exercise price and the number of shares of common stock purchasable upon the exercise of the pre-funded warrants are subject to adjustment upon the occurrence of specific events, including sales of additional shares of common stock, stock dividends, stock splits, and combinations of our common stock.

Fundamental Transaction

In the event of any fundamental transaction, as described in the pre-funded warrants and generally including any merger with or into another entity, sale of all or substantially all of our assets, tender offer or exchange offer, or reclassification of our shares of common stock, then upon any subsequent exercise of a pre-funded warrant, the holder will have the right to receive as alternative consideration, for each share of common stock that would have been issuable upon such exercise immediately prior to the occurrence of such fundamental transaction, the number of shares of common stock of the successor or acquiring corporation of our company, if it is the surviving corporation, and any additional consideration receivable upon or as a result of such transaction by a holder of the number of shares of common stock for which the pre-funded warrant is exercisable immediately prior to such event.

Transferability

Subject to applicable laws, a pre-funded warrant may be transferred at the option of the holder upon surrender of the pre-funded warrant to us together with the appropriate instruments of transfer and payment of funds sufficient to pay any transfer taxes (if applicable).

22

No Fractional Shares

No fractional shares of common stock will be issued in connection with the exercise of a pre-funded warrant. In lieu of fractional shares, we will either pay the holder an amount in cash equal to the fractional amount multiplied by the exercise price or round up to the next whole share.

Trading Market

There is no trading market for the pre-funded warrants on any securities exchange or nationally recognized trading system. We do not intend to list the pre-funded warrants on any securities exchange or nationally recognized trading system.

Right as a Stockholder

Except as otherwise provided in the pre-funded warrants or by virtue of such holder’s ownership of shares of our common stock, the holders of the pre-funded warrants do not have the rights or privileges of holders of our common stock, including any voting rights, until they exercise their pre-funded warrants.

23

PLAN OF DISTRIBUTION

We have engaged     (the “placement agent”) to act as our exclusive placement agent to solicit offers to purchase the securities offered by this prospectus on a “reasonable best efforts” basis. The placement agent is not purchasing or selling any shares of common stock offered by this prospectus, nor is it required to arrange the purchase or sale of any specific number or dollar amount of common stock but has agreed to use its best efforts to arrange for the sale of all of the shares of common stock offered hereby. We may not sell the entire amount of our securities offered pursuant to this prospectus.

There is no minimum amount of proceeds that is a condition to closing of this offering. The placement agent does not guarantee that it will be able to raise new capital in this offering. Investors purchasing securities offered hereby will have the option to execute a securities purchase agreement with us. In addition to rights and remedies available to all purchasers in this offering under federal securities and state law, the purchasers which enter into a securities purchase agreement will also be able to bring claims of breach of contract against us. The ability to pursue a claim for breach of contract is material to larger purchasers in this offering as a means to enforce the following covenants uniquely available to them under the securities purchase agreement: (i) a covenant to not enter into variable rate financings for a period of one year following the closing of the offering, subject to an exception; and (ii) a covenant to not enter into any equity financings for [60] days from closing of the offering, subject to certain exceptions. The placement agent may engage one or more sub-placement agents or selected dealers to assist with the offering.

The nature of the representations, warranties and covenants in the securities purchase agreements shall include:

•

standard issuer representations and warranties on matters such as organization, qualification, authorization, no conflict, no governmental filings required, current in SEC filings, no litigation, labor or other compliance issues, environmental, intellectual property and title matters and compliance with various laws such as the Foreign Corrupt Practices Act; and

•

covenants regarding matters such as registration of warrant shares, no integration with other offerings, filing of an 8-K to disclose entering into these securities purchase agreements, no shareholder rights plans, no material nonpublic information, use of proceeds, indemnification of purchasers, reservation and listing of common stock, and no subsequent equity sales for [60] days.

Fees and Expenses

We have agreed to pay the placement agent a placement agent’s fee equal to 6% of the aggregate purchase price of the shares of common stock sold in this offering.

The following table shows the per share and total cash fees we will pay to the placement agent in connection with the sale of the common stock and shares of common stock underlying the pre-funded warrants pursuant to this prospectus.

​	Per Common Share and Common Warrant			Per Pre-funded Warrant and Common Warrant			Total
Offering price	​	$		​	$		​	$
Placement agent fees	​	$		​	$		​	$
Proceeds before expenses to us	​	$		​	$		​	$	​

We estimate the total expenses that will be payable by us, excluding the placement agent’s fees, will be approximately $      , which include legal, accounting and printing costs, various other fees and reimbursement of the placement agent’s expenses, including up to $125,000 in legal fees and expenses and payment of up to $15,950 for the clearing expenses of the placement agent in connection with this offering.

Right of First Refusal

We have granted a right of first refusal to the placement agent pursuant to which it has the right to act as the sole book-running manager, underwriter or placement agent, as applicable, if we decide to raise

24

capital through a public offering (including an at-the-market facility) or private placement or any other capital-raising financing of equity, equity-linked or debt securities pursuant to which we engage an investment bank or broker/dealer at any time following the consummation of the offering and until September 30, 2024 with respect to any financing other than an at-the-market facility, and until February 25, 2025 with respect to an at-the-market facility.

Tail

We have also agreed to pay the placement agent a tail fee equal to the cash and warrant compensation in this offering, if any investor, who was contacted or introduced to us by the placement agent during the term of its engagement, provides us with capital in any public or private offering or other financing or capital raising transaction during the 12-month period following expiration or termination of our engagement of the placement agent.

Lock-Up Agreements

We and each of our officers and directors have agreed with the placement agent to be subject to a lock-up period of [60] days following the date of closing of the offering pursuant to this prospectus. This means that, during the applicable lock-up period, we and such persons may not offer for sale, contract to sell, sell, distribute, grant any option, right or warrant to purchase, pledge, hypothecate or otherwise dispose of, directly or indirectly, any of our shares of common stock or any securities convertible into, or exercisable or exchangeable for, shares of common stock, subject to customary exceptions. The placement agent may waive the terms of these lock-up agreements in its sole discretion and without notice. In addition, we have agreed to not issue any securities that are subject to a price reset based on the trading prices of our common stock or upon a specified or contingent event in the future or enter into any agreement to issue securities at a future determined price for a period of one year following the closing date of this offering, subject to an exception. The placement agent may waive this prohibition in its sole discretion and without notice.

Indemnification

We have agreed to indemnify the placement agent against certain liabilities, including liabilities under the Securities Act and liabilities arising from breaches of representations and warranties contained in our engagement letter with the placement agent. We have also agreed to contribute to payments the placement agent may be required to make in respect of such liabilities.

Other Relationships

The placement agent and its affiliates may provide in the future various advisory, investment and commercial banking and other services to us in the ordinary course of business, for which they have received and may continue to receive customary fees and commissions.

In addition, in the ordinary course of their business activities, the placement agent and its affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) for their own account and for the accounts of their customers. Such investments and securities activities may involve securities and/or instruments of ours or our affiliates. The placement agent and its affiliates may also make investment recommendations and/or publish or express independent research views in respect of such securities or financial instruments and may hold, or recommend to clients that they acquire, long and/or short positions in such securities and instruments.

Regulation M

The placement agent may be deemed to be an underwriter within the meaning of Section 2(a)(11) of the Securities Act, and any commissions received by it and any profit realized on the resale of the common stock sold by it while acting as principal might be deemed to be underwriting discounts or commissions under the Securities Act. As an underwriter, the placement agent would be required to comply with the Securities Act and the Securities Exchange Act of 1934, as amended, or Exchange Act, including without limitation, Rule 10b-5 and Regulation M under the Exchange Act. These rules and regulations may limit the timing

25

of purchases and sales of shares of common stock and warrants by the placement agent acting as principal. Under these rules and regulations, the placement agent:

•

may not engage in any stabilization activity in connection with our securities; and

•

may not bid for or purchase any of our securities or attempt to induce any person to purchase any of our securities other than as permitted under the Exchange Act, until it has completed its participation in the distribution.

Transfer Agent

The transfer agent and registrar for our common stock is Computershare Trust Company, N.A., whose mailing address is 742 Lucent Blvd., Suite 225 Highlands Ranch, Colorado 80129.

Listing

Our common stock is traded on the NYSE American and on the Toronto Stock Exchange under the symbol “AUMN.” We do not intend to apply for listing of the common warrants or pre-funded warrants on any national securities exchange.

Trading Market

There is no established public trading market for the pre-funded warrants or common warrants to be sold in this offering, and we do not expect a market to develop.

Electronic Distribution

This prospectus in electronic format may be made available on websites or through other online services maintained by the underwriter, or by its affiliates. Other than this prospectus in electronic format, the information on the underwriter’s website and any information contained in any other website maintained by the underwriter is not part of this prospectus or the registration statement of which this prospectus forms a part, has not been approved and/or endorsed by us or the underwriter in its capacity as an underwriter, and should not be relied upon by investors.

26

U.S. INCOME TAX CONSIDERATIONS

The following is a general summary of the material U.S. federal income tax considerations of the purchase, ownership, and disposition of our common stock. This summary does not describe all of the potential tax considerations that may be relevant in light of a holder’s particular circumstances. For example, it does not address special classes of holders, such as banks, thrifts, real estate investment trusts, regulated investment companies, controlled foreign corporations, passive foreign investment companies, insurance companies, dealers in securities or currencies, or tax-exempt investors. This summary is limited to holders that acquire our common stock in this offering and hold such common stock as a capital asset within the meaning of Section 1221 of the Internal Revenue Code of 1986, as amended (the “Code”) (generally, property held for investment purposes). Further, it does not include any description of any alternative minimum tax consequences, estate, gift, or generation-skipping tax consequences, or consequences under the tax laws of any state or local jurisdiction or of any foreign jurisdiction that may be applicable to our shares of common stock. This summary is based on the Code, the U.S. Treasury regulations promulgated thereunder, the United States-Canada income tax treaty as in effect on the date of this offering, and administrative and judicial decisions, all as in effect on the date hereof, and all of which are subject to change or differing interpretations, possibly on a retroactive basis. There can be no assurance that the Internal Revenue Service (the “IRS”) will not challenge one or more of the descriptions of the tax consequences described herein, and we have not obtained, nor do we intend to obtain, a ruling from the IRS with respect to the U.S. federal income tax consequences of the purchase, ownership and disposition of our shares of common stock.

As used in this prospectus, the term “U.S. Holder” means:

•

a citizen or resident of the United States for U.S. federal income tax purposes;

•

a corporation, or other entity taxable as a corporation for U.S. federal income tax purposes, created or organized in, or under the laws of, the United States, any state thereof, or the District of Columbia;

•

an estate, the income of which is subject to U.S. federal income taxation regardless of its source; or

•

a trust, if either (i) a court within the United States is able to exercise primary supervision over the administration of the trust and one or more United States persons have the authority to control all substantial decisions of the trust, or (ii) such trust has made a valid election under applicable Treasury regulations to be treated as a United States person.

As used in this prospectus, the term “Non-U.S. Holder” means a beneficial owner of our securities that is not a U.S. Holder.

If an entity or arrangement that is classified as a partnership (or other “pass-through” entity) for U.S. federal income tax purposes holds our common stock, the U.S. federal income tax consequences to such entity and the partners (or other owners) of such entity generally will depend on the activities of the entity and the status of such partners (or owners). This summary does not address the tax consequences to any such partner (or owner). Partners (or other owners) of entities or arrangements that are classified as partnerships or as “pass-through” entities for U.S. federal income tax purposes should consult their own tax advisors regarding the U.S. federal income tax consequences arising from and relating to the purchase, ownership, and disposition of our common stock.

WE URGE ALL PROSPECTIVE HOLDERS TO CONSULT THEIR TAX ADVISORS REGARDING THE U.S. FEDERAL, STATE, LOCAL AND NON-U.S. INCOME, ESTATE AND OTHER TAX CONSIDERATIONS OF ACQUIRING, HOLDING AND DISPOSING OF OUR COMMON STOCK.

General

The purchase price paid for a share of common stock must be allocated between the share of common stock and any associated warrants for the purchase of our common stock that are included in the purchase price based on their respective relative fair market values. We will determine this allocation based upon our determination, which we will complete following the closing of this offering, of the relative values of such warrants and of our common stock. This allocation will be reported to any person to which we transfer such common stock and warrants that acts as a custodian of securities in the ordinary course of its trade or business, or that effects sales of securities by others in the ordinary course of its trade or business and may

27

be reported to the IRS by such persons. This allocation is not binding on purchasers in this offering, the IRS, or the courts. Prospective investors are urged to consult their tax advisors regarding the United States federal income tax consequences of an investment in our common stock (and associated warrants) and the allocation of the purchase price paid in the offering.

Taxation of U.S. Holders

The following is a summary of the material U.S. federal income tax consequences to U.S. Holders of the ownership and disposition of the shares of common stock purchased in this offering.

Dividends and Other Distributions on Shares of Common Stock

Distributions on shares of our common stock will constitute dividends for U.S. federal income tax purposes to the extent paid from our current or accumulated earnings and profits, as determined under U.S. federal income tax principles. If a distribution exceeds our current or accumulated earnings and profits, the excess will be treated first as a tax-free return of capital and will reduce (but not below zero) the U.S. Holder’s adjusted tax basis in such shares of our common stock, and any remaining excess will be treated as capital gain from a sale or exchange of shares of our common stock, subject to the tax treatment described below in “— Sale, Exchange or Other Disposition of Shares of Our Common Stock.”

Dividends received by a corporate U.S. Holder generally will qualify for the dividends received deduction if the requisite holding period is satisfied. With certain exceptions, and provided certain holding period requirements are met, dividends received by a non-corporate U.S. Holder generally will constitute “qualified dividends” that will be subject to tax at the tax rate accorded to long-term capital gains.

Sale, Exchange or Other Disposition of Shares of Our Common Stock

Upon the sale, exchange or other disposition of shares of our common stock, a U.S. Holder will recognize gain or loss in an amount equal to the difference between the amount realized upon such event and the U.S. Holder’s adjusted tax basis in such shares of common stock. Generally, such gain or loss will be capital gain or loss. Any such capital gain or loss will be long-term capital gain or loss if the U.S. Holder’s holding period for the shares exceeds one year and will otherwise be short-term capital gain or loss.

Tax Rates Applicable to Ordinary Income and Capital Gains

Ordinary income and short-term capital gains of non-corporate U.S. Holders are generally taxable at rates of up to 37%. Long-term capital gains of non-corporate U.S. Holders are subject to a maximum rate of 20%. See “— Surtax on Net Investment Income” below, regarding the applicability of a 3.8% surtax to certain investment income.

Taxation of Non-U.S. Holders

The following is a summary of the material U.S. federal income tax consequences to Non-U.S. Holders of the ownership and disposition of the shares of common stock purchased in this offering.

Distributions

Distributions on shares of our common stock will constitute dividends for U.S. federal income tax purposes to the extent paid from our current or accumulated earnings and profits, as determined under U.S. federal income tax principles. If a distribution exceeds our current and accumulated earnings and profits, the excess will be treated first as a tax-free return of capital and will reduce (but not below zero) the Non-U.S. Holder’s adjusted tax basis in such shares of our common stock, and any remaining excess will be treated as gain realized from the sale or exchange of the shares of our common stock, the treatment of which is described below under the section entitled “— Sale, Exchange or Other Disposition of Shares of Our Common Stock.”

Subject to the discussion below under “Foreign Accounts,” dividends paid to a Non-U.S. Holder generally will be subject to withholding of U.S. federal income tax at the rate of 30%, or such lower rate as may be specified by an applicable income tax treaty. U.S. withholding tax on dividends paid to an individual Non-U.S. Holder who is resident of Canada for purposes of the United States- Canada income tax treaty

28

is generally reduced to 15% pursuant to the United States-Canada income tax treaty. If a dividend is effectively connected with the Non-U.S. Holder’s conduct of a trade or business in the United States (and, if an applicable tax treaty requires, is also attributable to a U.S. permanent establishment maintained by such Non-U.S. Holder), the dividend will not be subject to any withholding tax, provided certain certification requirements are satisfied (as described below), and subject to the discussion below under “Foreign Accounts.” Instead, such dividends will be subject to U.S. federal income tax imposed on net income on the same basis that applies to U.S. persons generally. A corporate Non-U.S. Holder under certain circumstances also may be subject to an additional branch profits tax equal to 30%, or such lower rate as may be specified by an applicable income tax treaty, on a portion of its effectively connected earnings and profits for the taxable year.

To claim the benefit of a tax treaty or to claim exemption from withholding on the ground that income is effectively connected with the conduct of a trade or business in the United States, a Non-U.S. Holder must provide a properly executed form, generally on IRS Form W-8BEN for treaty benefits or Form W-8ECI for effectively connected income, or such successor forms as the IRS designates, prior to the payment of dividends.

These forms must be periodically updated. Non-U.S. Holders generally may obtain a refund of any excess amounts withheld by timely filing an appropriate claim for refund with the IRS.

Non-U.S. Holders should consult their own tax advisors regarding the potential applicability of any income tax treaty in their particular circumstances.

Sale, Exchange or Other Disposition of Shares of Common Stock

A Non-U.S. Holder generally will not be subject to U.S. federal income tax and, in certain cases, withholding tax on the sale, exchange or other disposition of shares of our common stock purchased in this offering unless:

•

the gain is effectively connected with a U.S. trade or business of the Non-U.S. Holder (and, if an applicable tax treaty requires, is also attributable to a U.S. permanent establishment maintained by such Non-U.S. Holder),

•

in the case of a Non-U.S. Holder who is an individual, such holder is present in the United States for a period or periods aggregating 183 or more days (as calculated for U.S. federal income tax purposes) during the taxable year of the disposition, and certain other conditions are satisfied, or

•

we are or have been a “United States real property holding corporation,” or “USRPHC,” as defined for U.S. federal income tax purposes.

Gain described in the first bullet point above will be subject to tax at generally applicable U.S. federal income tax rates in the same manner as gain is taxable to U.S. Holders. Any gain described in the first bullet point above of a Non-U.S. Holder that is a foreign corporation may also be subject to an additional “branch profits tax” at a 30% rate or such lower rate as may be specified by an applicable income tax treaty.

An individual Non-U.S. Holder described in the second bullet point above generally will be subject to U.S. federal income tax at a flat rate of 30% (or at a reduced rate under an applicable income tax treaty) on any gain recognized on the sale, exchange or other disposition of our common stock, which may be offset by certain U.S.-source capital losses (even though such individual is not considered a resident of the United States).

With respect to the third bullet point above, a U.S. corporation is generally a USRPHC if the fair market value of its “United States real property interests” equals or exceeds 50% of the fair market value of its real property and trade or business assets. We believe that we currently are not, and have not been, a USRPHC, although there can be no assurance that we will not become a USRPHC in future years. Even if we are or become a USRPHC, so long as our common stock is regularly traded on an established securities market, under applicable U.S. Treasury regulations, a Non-U.S. Holder generally will not be subject to U.S. federal income tax on any gain realized on the sale, exchange or other disposition of shares of our common stock, unless the Non-U.S. Holder has owned, directly or by attribution, more than 5% of our common stock during the shorter of the five-year period preceding the disposition or the Non-U.S. Holder’s holding period for the shares of our common stock (a “greater than 5% stockholder”).

29

Information Reporting and Backup Withholding Tax

Information reporting and backup withholding at a rate of 24% may apply to dividends paid with respect to our common stock and to proceeds from the sale, exchange or other disposition of our common stock. U.S. Holders will not be subject to backup withholding if they furnish a correct taxpayer identification number and certify under penalties of perjury that they are not subject to backup withholding on Form W-9, or such successor form as the IRS designates, Non-U.S. Holders will not be subject to backup withholding if they certify under penalties of perjury as to their status as Non-U.S. Holders or otherwise establish an exemption and certain other requirements are met. Holders of our common stock should consult their own tax advisors regarding the application of the information reporting and backup withholding rules to them.

Backup withholding is not an additional tax. Amounts withheld under the backup withholding rules from a payment to a holder of our common stock generally may be refunded or credited against the holder’s U.S. federal income tax liability, if any, provided that certain required information is timely furnished to the IRS.

Surtax on Net Investment Income

Individuals, estates and trusts will be required to pay a 3.8% Medicare surtax on “net investment income” ​(in the case of an individual) or “undistributed net investment income” ​(in the case of a trust or estate) in excess of a certain threshold amount. Net investment income includes, among other things, dividends and net gain from disposition of property (other than property held in certain trades or businesses). Net investment income is reduced by deductions that are properly allocable to such income. U.S. Holders should consult their own tax advisors regarding the application, if any, of this tax on their ownership and disposition of our common stock.

Foreign Accounts

Legislation enacted in 2010, commonly known as “FATCA,” generally imposes a 30% withholding tax on dividends on shares of common stock paid to (i) a foreign financial institutions (as defined in section 1471 of the Code) unless it enters into an agreement to collect and disclose to the IRS information regarding direct and indirect U.S. account holders, and (ii) certain other foreign entities unless they certify certain information regarding their direct and indirect U.S. owners. If the payee is a foreign financial institution, it must enter into an agreement with the U.S. Department of the Treasury requiring, among other things, that it undertake to identify accounts held by certain U.S. persons or U.S.-owned foreign entities, annually report certain information about such accounts, and withhold 30% on payments to account holders whose actions prevent it from complying with these reporting and other requirements. In certain circumstances, an account holder may be eligible for refunds or credits of such taxes. We will not pay any additional amounts in respect to any amounts withheld. An intergovernmental agreement between the United States and an applicable foreign country, or future Treasury regulations, may modify these requirements.

While the withholding obligations described above would also apply to gross proceeds from the sale of assets that could produce U.S.-source dividends and interest, recently proposed Treasury regulations, which state that taxpayers may rely on the proposed regulations until final regulations are issued, eliminate this requirement. The FATCA withholding tax will apply to all withholdable payments without regard to whether the beneficial owner of the payment would otherwise be entitled to an exemption from imposition of withholding tax pursuant to an applicable tax treaty with the United States or U.S. domestic law.

THE UNITED STATES FEDERAL INCOME TAX DISCUSSION SET FORTH ABOVE IS INCLUDED FOR GENERAL INFORMATION ONLY AND MAY NOT BE APPLICABLE DEPENDING UPON A HOLDER’S PARTICULAR SITUATION. HOLDERS SHOULD CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO ALL TAX CONSEQUENCES TO THEM OF THE ACQUISITION OF UNITS AND THE OWNERSHIP AND DISPOSITION OF OUR COMMON STOCK, INCLUDING THE TAX CONSEQUENCES UNDER STATE, LOCAL, FOREIGN AND OTHER TAX LAWS, AND THE POSSIBLE EFFECTS OF ANY CHANGES THEREIN.

30

RESTRICTIONS ON RESALE FOR RESIDENTS OF CANADA

The Company is a “reporting issuer” ​(within the meaning of applicable Canadian securities laws) in each of the provinces of Canada. However, as the offering of shares of common stock under this prospectus is being made solely outside of Canada, the Company is exempt from or otherwise not subject to the requirement under Canadian securities laws to prepare and file a prospectus with the securities regulatory authorities in each of the provinces of Canada to qualify the distribution of such shares of common stock. Accordingly, each purchaser of the shares of common stock distributed under this prospectus acknowledges that such shares of common stock are subject to “hold period” resale restrictions under applicable Canadian securities laws and that such shares of common stock must not be traded or resold in or to a resident of Canada until four months and a day after the date of the purchase and sale of such shares, and each purchaser of shares of common stock distributed under this prospectus agrees and is deemed to agree to comply with such restrictions. Accordingly, this prospectus serves as notice to each purchaser of shares of common stock distributed under this prospectus of the transfer and resale restrictions applicable to such shares of common stock under Canadian securities laws described in the following legend:

“UNDER CANADIAN SECURITIES LAWS, UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY IN CANADA BEFORE THE DATE THAT IS 4 MONTHS AND A DAY AFTER THE ORIGINAL DISTRIBUTION DATE OF THE SHARES OF COMMON STOCK.”

INTEREST OF NAMED EXPERTS AND COUNSEL

No expert or counsel named in this prospectus as having prepared or certified any part of this prospectus or having given an opinion upon the validity of the securities being registered or upon other legal matters in connection with the registration or offering of the Common Stock was employed on a contingency basis, or had, or is to receive, in connection with the offering, a substantial interest, direct or indirect, in the registrant. Nor was any such person connected with the registrant as a promoter, managing or principal underwriter, voting trustee, director, officer of employee.

LEGAL MATTERS

The validity of the issuance of the securities offered hereby will be passed upon for us by Davis Graham & Stubbs LLP.

EXPERTS

The consolidated financial statements of the Company as of December 31, 2022 and 2021 are incorporated in this prospectus by reference to our Annual Report on Form 10-K for the year ended December 31, 2022. The consolidated financial statements of the Company as of December 31, 2022 have been so incorporated in reliance on the report of Armanino, LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting. The consolidated financial statements of the Company as of December 31, 2021 have been so incorporated in reliance on the report of Plante & Moran, PLLC, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

The estimates of our mineral resources with respect to the Velardeña Properties and Rodeo properties incorporated by reference in this prospectus have been included in reliance upon the technical report summary prepared by Tetra Tech, Inc. The estimate of our mineral resources with respect to the Yoquivo Property incorporated by reference in this prospectus have been included in reliance on a technical report summary prepared by Aaron Amoroso and Matthew Booth.

31

WHERE YOU CAN FIND MORE INFORMATION

We are subject to the informational requirements of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and the rules and regulations thereunder, and in accordance therewith, we file periodic reports and proxy statements with the Securities and Exchange Commission, referred to in this prospectus as the SEC. All reports, proxy statements and the other information that we file with the SEC are available to the public from the SEC’s website at www.sec.gov and our website at www.goldenminerals.com. Information on our website is not part of this prospectus and is not incorporated by reference in this prospectus.

We also maintain an Internet website at www.goldenminerals.com, which provides additional information about our company and through which you can also access our SEC filings. Our website and the information contained in and connected to it are not a part of or incorporated by reference into this prospectus.

We also file reports, statements or other information with the Alberta, British Columbia, Saskatchewan, Manitoba, Quebec, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Ontario Securities Commissions. Copies of these documents that are filed through the System for Electronic Document Analysis and Retrieval, or “SEDAR,” of the Canadian Securities Administrators are available on its web site at www.sedar.com.

DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES

Insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers, and persons controlling us pursuant to the provisions described in Item 14 of the registration statement of which this prospectus is a part or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable. In the event that a claim for indemnification against such liabilities (other than our payment of expenses incurred or paid by our directors, officers, or controlling persons in the successful defense of any action, suit, or proceeding) is asserted by our directors, officers, or controlling persons in connection with the common stock being registered, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by us is against public policy as expressed in the Securities Act and will be governed by the final adjudication of the issue.

INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

This prospectus incorporates by reference information we have filed with the SEC, which means that we can disclose important information to you be referring you to those documents. The information incorporated by reference is considered to be part of this prospectus, and later information that we file with the SEC will automatically update and supersede this information. We incorporate by reference the documents listed below and all documents that we file with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this prospectus and prior to the termination of this offering (other than information in documents that is deemed not to be filed):

•

Our Annual Report on Form 10-K for the fiscal year ended December 31, 2022;

•

Our Definitive Proxy Statement on Schedule 14A filed with the SEC on April 6, 2023;

•

Our Quarterly Reports on Form 10-Q for the fiscal quarter ended March 31, 2023 and June 30, 2023;

•

Our Current Reports on Form 8-K dated February 17, 2023, March 1, 2023, April 4, 2023, April 7, 2023, May 19, 2023, May 30, 2023, June 7, 2023, August 15, 2023, and August 24, 2023, to the extent “filed” and not “furnished” pursuant to Section 13(a) of the Exchange Act; and

•

The description of our common stock contained in our registration statement on Form 8-A filed February 5, 2010 with the SEC under 12(b) of the Exchange Act (File No. 001-13627), including any subsequent amendment or report filed for the purpose of updating such description.

32

We also incorporate by reference any future filings (other than current reports furnished under Item 2.02 or Item 7.01 of Form 8-K and exhibits filed on such form that are related to such items unless such Form 8-K expressly provides to the contrary) made with the SEC pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, including those made after the date of the initial filing of the registration statement of which this prospectus is a part and prior to effectiveness of such registration statement, until we file a post-effective amendment that indicates the termination of the offering of the securities made by this prospectus and such future filings will become a part of this prospectus from the respective dates that such documents are filed with the SEC. Any statement contained herein or in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes hereof to the extent that a statement contained herein or in any other subsequently filed document which is also incorporated or deemed to be incorporated herein modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this prospectus.

Documents incorporated by reference are available from us, without charge. You may obtain documents incorporated by reference in this prospectus by requesting them in writing or by telephone at the following address:

Golden Minerals Company
350 Indiana Street, Suite 650
Golden, Colorado 80401
Attention: Secretary
Telephone: (303) 839-5060

Except as provided above, no other information, including information on our internet site, is incorporated by reference in this prospectus.

This prospectus is part of a registration statement we filed with the SEC. We have incorporated exhibits into the registration statement of which this prospectus is a part. You should read the exhibits carefully for provisions that may be important to you.

We have not authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you. We take no responsibility for and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the shares offered hereby, but only under the circumstances and in the jurisdictions where it is lawful to do so. The information contained in this prospectus or in any applicable free writing prospectus is current only as of its date, regardless of its time of delivery or any sale of shares of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. We are not, and the selling stockholder is not, making an offer of these securities in any jurisdiction where such offer is not permitted.

33

Up to         Shares of Common Stock

Up to         Common Warrants to Purchase Up to         Shares of Common Stock

Pre-Funded Warrants to Purchase up to         Shares of Common Stock

Up to         Shares of Common Stock Underlying the Common Warrants and Pre-Funded Warrants

PROSPECTUS

           , 2023

PART II
INFORMATION NOT REQUIRED IN PROSPECTUS

Item 13.   Other Expenses of Issuance and Distribution

The following table sets forth the costs and expenses, other than underwriting discounts and commissions, payable by Golden Minerals Company, or the Registrant, in connection with the sale and distribution of the securities being registered. All amounts are estimated except the SEC registration fee.

Item	Amount
SEC registration fee	​	$	385.70
Legal fees and expenses	​	​	​
Accounting fees and expenses	​	​	​
Printing, transfer agent fees and miscellaneous expenses	​	​	​
Total	​	$

Item 14.   Indemnification of Directors and Officers

Golden Minerals Company is incorporated in Delaware. Section 102 of the Delaware General Corporation Law (“DGCL”) allows a corporation to eliminate the personal liability of directors of a corporation to the corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, except where the director breached the duty of loyalty, failed to act in good faith, engaged in intentional misconduct or knowingly violated a law, authorized the payment of a dividend or approved a stock repurchase in violation of the DGCL or obtained an improper personal benefit.

Section 145 of the DGCL provides, among other things, that we may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding — other than an action by or in our right — by reason of the fact that the person is or was our director, officer, agent or employee, or is or was serving at our request as a director, officer, agent or employee of another corporation, partnership, joint venture, trust or other enterprise against expenses, including attorneys’ fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with such action, suit or proceeding. The power to indemnify applies (a) if such person is successful on the merits or otherwise in defense of any action, suit or proceeding, or (b) if such person acting in good faith and in a manner he or she reasonably believed to be in the best interest, or not opposed to the best interest, of us, and with respect to any criminal action or proceeding had no reasonable cause to believe his or her conduct was unlawful. The power to indemnify applies to actions brought by or in our right as well but only to the extent of defense expenses, including attorneys’ fees but excluding amounts paid in settlement, actually and reasonably incurred and not to any satisfaction of judgment or settlement of the claim itself, and with the further limitation that in such actions no indemnification shall be made in the event of any adjudication of liability to us, unless the court believes that in light of all the circumstances indemnification should apply.

Section 174 of the DGCL provides, among other things, that a director who willfully or negligently approves of an unlawful payment of dividends or an unlawful stock repurchase or redemption may be held liable for such actions. A director who was either absent when the unlawful actions were approved or dissented at the time, may avoid liability by causing his or her dissent to such actions to be entered in the books containing minutes of the meetings of the board of directors at the time such action occurred or immediately after such absent director receives notice of the unlawful acts.

Our Amended and Restated Certificate of Incorporation, as amended, and Amended and Restated bylaws, respectively, provide that we shall indemnify our directors, officers, employees and other agents to the fullest extent not prohibited by the DGCL or any other applicable law. In addition, we have entered into agreements to indemnify our directors and officers and expect to continue to enter into agreements to indemnify all of our directors and officers. These agreements require us, among other things, to indemnify our directors and officers against certain liabilities which may arise by reason of their status or service as directors or officers to the fullest extent not prohibited by law. These indemnification provisions and the

II-1

indemnification agreements may be sufficiently broad to permit indemnification of our officers and directors for liabilities, including reimbursement of expenses incurred, arising under the Securities Act.

We maintain insurance policies under which our directors and executive officers are insured, within the limits and subject to the limitations of those policies, against certain expenses in connection with the defense of, and certain liabilities that might be imposed as a result of, actions, suits or proceedings to which they are parties by reason of being or having been directors or officers. The coverage provided by these policies may apply whether or not we would have the power to indemnify such person against such liability under the provisions of the General Corporation Law of the State of Delaware.

Item 15.   Recent Sales of Unregistered Securities.

During the preceding three years, the Registrant has issued the following securities that were not registered under the Securities Act:

•

On June 26, 2023, the Registrant entered into a Purchase Agreement with Armistice Capital Master Fund Ltd., or Armistice, pursuant to which, and upon the terms and subject to the conditions and limitations set forth in the agreement, the Registrant agreed to issue warrants to purchase up to 1,427,587 shares of the Company’s common stock to Armistice at an exercise price of $1.90. Each warrant is exercisable six months from the date of issuance and has a term expiring five years after such initial exercise date.

•

On April 20, 2020, the Registrant issued an aggregate of 11,250,000 warrants ultimately consisting of (i) 7,500,000 Series A warrants to purchase 7,500,000 shares of the Company’s common stock and (ii) 3,750,000 Series B warrants to purchase 3,750,000 shares of the Company’s common stock, at an exercise price of $0.30 per share. Each warrant is exercisable six months from the date of issuance and has a term expiring five years after such initial exercise date.

The offers, sales and issuances of the securities described in each of the paragraphs above were offered and sold without registration under the Securities Act in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. Each of the recipients of securities in these transactions had adequate access, through business or other relationships to information about the Registrant.

Item 16.   Exhibits and Financial Statement Schedules.

EXHIBITS

Exhibit No	Description
3.1	Amended and Restated Certificate of Incorporation of Golden Minerals Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on March 30, 2009).
3.2	First Amendment to the Amended and Restated Certificate of Incorporation of Golden Minerals Company dated September 2, 2011 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on September 9, 2011).
3.3	Second Amendment to the Amended and Restated Certificate of Incorporation of Golden Minerals Company dated May 19, 2016 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 20, 2016).
3.4	Third Amendment to the Amended and Restated Certificate of Incorporation of Golden Minerals Company dated June 11, 2020 (incorporated by reference to Appendix A of the Company’s Proxy Statement on Schedule 14A filed on March 25, 2021).
3.5	Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Golden Minerals Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 30, 2023).

II-2

Exhibit No	Description
3.6	Amended and Restated Bylaws of Golden Minerals Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on March 1, 2023).
4.1	Form of Series A Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on July 19, 2019).
4.2	Form of Series B Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on July 19, 2019).
4.3	Form of Series A Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on April 23, 2020).
4.4	Form of Series B Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on April 23, 2020).
4.5	Form of Common Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on June 29, 2023).
4.6	Form of Pre-Funded Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on June 29, 2023).
5.1	Opinion of Davis Graham & Stubbs LLP.**
10.1	Golden Minerals Company 2023 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K filed on May 30, 2023).
10.2	Securities Purchase Agreement between Golden Minerals Company and certain institutional investors, dated as of June 26, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 29, 2023).
10.3	Form of Restricted Stock Unit Award Agreement Pursuant to the 2023 Equity Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed on August 9, 2023).
16.1	Letter from Armanino, LLP, dated as of July 7, 2023 (incorporated by reference to Exhibit 16.1 to the Company’s Current Report on Form 8-K filed on July 7, 2023).
21.1	Subsidiaries of the Company (incorporated by reference to Exhibit 21.1 to the Company’s Annual Report on Form 10-K filed on May 30, 2023).
23.1	Consent of Davis Graham & Stubbs LLP (included in Exhibit 5.1).
23.2	Consent of Armanino, LLP.*
23.3	Consent of Tetra Tech, Inc.*
23.4	Consent of Aaron Amoroso.*
23.5	Consent of Plante & Moran, PLLC.*
24.1	Power of Attorney (included on signature page of this Registration Statement).
96.1	Technical Report Summary for the Velardeña Project dated June 1, 2023.*
107	Filing Fee Table.*

*

Filed herewith.

**

To be filed by amendment.

II-3

Item 17.   Undertakings

(a)

The undersigned registrant hereby undertakes:

(1)

To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i)

To include any prospectus required by Section 10(a)(3) of the Securities Act;

(ii)

To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the SEC pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

(iii)

To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;

Provided, however, that paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) above do not apply if the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Securities and Exchange Commission by the registrant pursuant to Section 13 or Section 15(d) of the Exchange Act that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement.

(2)

That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3)

To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(4)

That, for the purpose of determining liability under the Securities Act to any purchaser:

(i)

Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and

(ii)

Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5) or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the purpose of providing the information required by Section 10(a) of the Securities Act shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to

II-4

such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date.

(5)

The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(6)

Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.

II-5

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: September 07, 2023 GOLDEN MINERALS COMPANY
Registrant

By:

/s/ WARREN M. REHN

Warren M. Rehn
President and Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Warren M. Rehn and Julie Z. Weedman, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments, including post-effective amendments, to this Registration Statement, and any registration statement relating to the offering covered by this Registration Statement and filed pursuant to Rule 462(b) under the Securities Act of 1933, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that each of said attorneys in fact and agents or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Signature	Title	Date
/s/ WARREN M. REHN Warren M. Rehn	President and Chief Executive Officer (Principal Executive Officer)	September 07, 2023
/s/ JULIE Z. WEEDMAN Julie Z. Weedman	Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)	September 07, 2023
/s/ JEFFREY G. CLEVENGER Jeffrey G. Clevenger	Chairman of the Board of Directors	September 07, 2023
/s/ DEBORAH J. FRIEDMAN Deborah J. Friedman	Director	September 07, 2023
/s/ KEVIN R. MORANO Kevin R. Morano	Director	September 07, 2023
/s/ TERRY M. PALMER Terry M. Palmer	Director	September 07, 2023

II-6

Signature	Title	Date
/s/ DAVID H. WATKINS David H. Watkins	Director	September 07, 2023

II-7

EX-23.2

Exhibit 23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in this Registration Statement on Form S-1 of Golden Minerals Company and subsidiaries of our report dated March 22, 2023, relating to the consolidated financial statements, which appears in Golden Minerals Company's Annual Report on Form 10-K for the year ended December 31, 2022. We also consent to the reference to our firm under the heading "Experts" in such Registration Statement.

	ArmaninoLLP
	Dallas, Texas
September 7, 2023

EX-23.3

Exhibit 23.3

CONSENT OF TETRA TECH

We hereby consent to the references to our name and to the incorporation by reference of any mineral resource and other analyses performed by us in our capacity as an independent consultant to Golden Minerals Company (the “Company”) (including the Rodeo Project Technical Report Summary and the Velardena Project Technical Report Summary), which are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, in this Registration Statement on Form S-1 (the “Registration Statement”) or in any amendment to the foregoing, or to any prospectuses or amendments or supplements thereto.

Date: September 7, 2023

/s/ Tetra Tech

Tetra Tech

EX-23.4

Exhibit 23.4

CONSENT OF AARON AMOROSO

I hereby consent to the references to my name as a “qualified person” and to the incorporation by reference of any mineral resource and other analyses performed by me on behalf of Golden Minerals Company (the “Company”), which are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, in this Registration Statement on Form S-1 (the “Registration Statement”) or in any amendment to the foregoing, or to any prospectuses or amendments or supplements thereto.

Date: September 7, 2023

/s/ Aaron J. Amoroso

Aaron J. Amoroso

EX-23.5

Exhibit 23.5

Consent of Independent Registered Public Accounting Firm

We hereby consent to the incorporation by reference in this Registration Statement on Form S-1 of Golden Minerals Company and its subsidiaries of our report dated March 23, 2022, relating to the consolidated financial statements, which appears in Golden Minerals Company’s Annual Report on Form 10-K for the year ended December 31, 2021. We also consent to the reference to us under the heading “Experts” in such Registration Statement.

Denver, Colorado
September 7, 2023

EX-96.1

Exhibit 96.1

Velardeña Project Technical Report Summary Durango State, Mexico August 2023 Project No. 117-8133007

Velardeña Project Technical Report Summary 117-8133007 August 2023 PRESENTED TO PRESENTED BY Golden Minerals Company 350 Indiana St., Ste. 650 Golden, CO 80401 USA Tetra Tech 390 Union Blvd., Ste. 400 Lakewood, CO 80228 USA P +1-303-217-5700 tetratech.com

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 i TABLE OF CONTENTS 1. EXECUTIVE SUMMARY......................................................................................................................... 1 1.1 Property Description and Ownership ................................................................................................... 1 1.2 Geology and Mineralization.................................................................................................................. 2 1.3 Property Status..................................................................................................................................... 2 1.4 Mineral Resource Estimates ................................................................................................................. 2 1.5 Mineral Reserve Estimates ................................................................................................................... 5 1.6 Capital and Operating Costs ................................................................................................................. 5 1.7 Economic Analysis................................................................................................................................. 5 1.8 Permitting Requirements...................................................................................................................... 5 1.9 Conclusions........................................................................................................................................... 5 1.9.1 Geology and Resources....................................................................................................................5 1.9.2 Mining..............................................................................................................................................5 1.9.3 Metallurgy and Process....................................................................................................................6 1.9.4 Significant Risk Factors.....................................................................................................................6 1.10 Recommendations................................................................................................................................ 6 1.10.1 Geology and Resources....................................................................................................................6 1.10.2 Mining..............................................................................................................................................7 1.10.3 Metallurgy and Process....................................................................................................................7 1.10.4 Economic Analysis............................................................................................................................7 2. INTRODUCTION................................................................................................................................... 8 2.1 Sources of Information ......................................................................................................................... 8 2.2 Site Inspection....................................................................................................................................... 8 3. PROPERTY DESCRIPTION...................................................................................................................... 9 3.1 Mineral Tenure ................................................................................................................................... 10 3.2 Surface Rights ..................................................................................................................................... 11 3.3 Permitting ........................................................................................................................................... 11 3.4 Encumbrances..................................................................................................................................... 11 3.5 Other Significant Factors and Risks..................................................................................................... 12 4. ACCESSIBILTY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE, AND PHYSIOGRAPHY .........................13 4.1 Topography, Elevation, and Vegetation ............................................................................................. 13 4.2 Access.................................................................................................................................................. 13 4.3 Climate................................................................................................................................................ 13 4.4 Infrastructure...................................................................................................................................... 13 5. HISTORY.............................................................................................................................................14 5.1 Early History........................................................................................................................................ 14 5.2 Mining and Exploration....................................................................................................................... 14 6. GEOLOGICAL SETTING, MINERALIZATION, AND DEPOSIT......................................................................15 6.1 Regional Geology ................................................................................................................................ 15 6.2 Property Geology ................................................................................................................................ 17

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 ii 6.2.1 Velardeña Property....................................................................................................................... 17 6.2.2 Chicago Property........................................................................................................................... 18 6.3 Mineralization..................................................................................................................................... 19 6.4 Deposit Types...................................................................................................................................... 22 7. EXPLORATION ....................................................................................................................................23 7.1 Channel Samples................................................................................................................................. 23 7.2 Drilling................................................................................................................................................. 24 7.3 Data Adequacy.................................................................................................................................... 26 8. SAMPLE PREPARATION, ANALYSES, AND SECURITY .............................................................................27 8.1 Sample Preparation and Analysis ....................................................................................................... 28 8.1.1 Diamond Drill Core Samples.......................................................................................................... 28 8.1.2 Underground Chip Samples.......................................................................................................... 28 8.2 Security, Storage, and Transport ........................................................................................................ 28 8.3 Quality Control.................................................................................................................................... 28 8.3.1 Standards...................................................................................................................................... 28 8.3.2 Duplicates..................................................................................................................................... 29 8.3.3 Blanks............................................................................................................................................ 29 8.4 Adequacy of Data................................................................................................................................ 29 9. DATA VERIFICATION ...........................................................................................................................30 9.1 Geologic Data Inputs........................................................................................................................... 30 9.2 Mine Planning Data Inputs.................................................................................................................. 30 9.3 Mineral Processing Data Inputs.......................................................................................................... 30 9.4 Economic Data Inputs......................................................................................................................... 30 9.5 Environmental Information ................................................................................................................ 31 9.6 Data Adequacy.................................................................................................................................... 31 10. MINERAL PROCESSING AND METALLURGICAL TESTING........................................................................32 10.1 Data Adequacy.................................................................................................................................... 33 11. MINERAL RESOURCE ESTIMATES.........................................................................................................34 12. MINERAL RESERVE ESTIMATES............................................................................................................39 13. MINING METHODS .............................................................................................................................40 13.1 Geotechnical Analysis......................................................................................................................... 40 13.2 Dewatering.......................................................................................................................................... 40 13.3 Mine Layout Parameters and Production Plans ................................................................................. 40 13.4 Other Mining Requirements............................................................................................................... 42 13.4.1 Mining Equipment and Personnel................................................................................................. 42 13.4.2 Ventilation .................................................................................................................................... 45 13.4.3 Access and Development.............................................................................................................. 45 13.4.4 Power............................................................................................................................................ 45 14. PROCESSING AND RECOVERY METHODS .............................................................................................46 14.1 Plant 1 46

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 iii 14.2 Plant 2 51 14.3 Proposed BIOX® Plant......................................................................................................................... 51 15. INFRASTRUCTURE...............................................................................................................................52 15.1 Access Roads....................................................................................................................................... 53 15.2 Waste Rock ......................................................................................................................................... 53 15.3 Tailings 53 15.4 Power 53 15.5 Water Wells ........................................................................................................................................ 53 16. MARKET STUDIES AND CONTRACTS ....................................................................................................54 16.1 Concentrates....................................................................................................................................... 54 16.1.1 Pb Concentrate ............................................................................................................................. 54 16.1.2 Zn Concentrate ............................................................................................................................. 55 16.1.3 Pyrite Concentrate........................................................................................................................ 55 16.2 Contract Mining .................................................................................................................................. 55 17. ENVIRONMENTAL STUDIES, PERMITTING, AND PLANS, NEGOTIATIONS, OR AGREEMENTS WITH LOCAL INDIVIDUALS OR GROUPS...................................................................................................................56 17.1 Environmental Baseline Studies ......................................................................................................... 56 17.2 Requirements and Plans for Waste and Tailings Disposal.................................................................. 56 17.3 Permitting Requirements and Status.................................................................................................. 56 17.4 Plans, Negotiations, or Agreements with Local Individuals or Groups............................................... 58 17.5 Mine Closure Plans and Costs............................................................................................................. 59 17.6 Qualified Person’s Opinion on Adequacy of Current Plans ................................................................ 59 18. CAPITAL AND OPERATING COSTS ........................................................................................................60 18.1 Capital Costs........................................................................................................................................ 60 18.2 Operating Costs................................................................................................................................... 61 19. ECONOMIC ANALYSIS .........................................................................................................................63 19.1 Economic Model Results – MII Plan.................................................................................................... 66 19.2 Economic Model Results – MI Plan..................................................................................................... 72 20. ADJACENT PROPERTIES.......................................................................................................................79 21. OTHER RELEVANT DATA AND INFORMATION ......................................................................................80 22. INTERPRETATIONS AND CONCLUSIONS ...............................................................................................81 22.1 Geology & Resources.......................................................................................................................... 81 22.2 Mining 81 22.3 Metallurgy & Process.......................................................................................................................... 81 22.4 Economic Analysis............................................................................................................................... 81 22.5 Significant Risk Factors........................................................................................................................ 81 23. RECOMMENDATIONS .........................................................................................................................83 23.1 Geology & Resources.......................................................................................................................... 83 23.2 Mining 83

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 iv 23.3 Metallurgy & Process.......................................................................................................................... 83 23.4 Economic Analysis............................................................................................................................... 84 24. REFERENCES .......................................................................................................................................85 25. RELIANCE ON INFORMATION PROVIDED BY THE REGISTRANT..............................................................86

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 v LIST OF TABLES Table 1-1: Velardeña Project Sulfide Mineral Resources....................................................................................... 3 Table 1-2: Velardeña Project Oxide Mineral Resources......................................................................................... 3 Table 1-3: Velardeña Project Mineral Resources................................................................................................... 4 Table 3-1: Project Mineral Concessions............................................................................................................... 10 Table 6-1: Physical Characteristics of Select Veins and Vein Sets at Velardeña .................................................. 20 Table 7-1: Channel Sample Data Statistics........................................................................................................... 23 Table 7-2: Summary of Historic Drilling on the Velardeña Properties (1995-2008) ............................................ 24 Table 7-3: Summary of ECU’s Drilling Programs (2009-2011).............................................................................. 24 Table 7-4: Summary of Golden Minerals Drilling (2012-2014) ............................................................................ 24 Table 8-1: Analytical Laboratory Listing ............................................................................................................... 27 Table 8-2: Laboratory Accreditation and Independence ..................................................................................... 27 Table 10-1: Accumulated Metallurgical Balance – Test Processing through May 11, 2023 ................................ 32 Table 10-2: Long-term Metallurgical Recovery Assumptions.............................................................................. 32 Table 11-1: Pass Parameters and Classification................................................................................................... 34 Table 11-2: Velardeña Project Sulfide Mineral Resources................................................................................... 35 Table 11-3: Velardeña Project Oxide Mineral Resources..................................................................................... 35 Table 11-4: Velardeña Project Mineral Resources............................................................................................... 36 Table 11-5: Cutoff Price Assumptions.................................................................................................................. 37 Table 11-6: NSR Gross Payable Sulfide Recovery Assumptions........................................................................... 37 Table 13-1: Summary of ROM Material Included in Each Production Scenario .................................................. 40 Table 13-2: Annual Mine Production - Scenario 1 ............................................................................................... 41 Table 13-3: Annual Mine Production - Scenario 2 ............................................................................................... 41 Table 13-4: Velardeña Equipment List................................................................................................................. 43 Table 14-1: Major Process Plant Equipment for Plant 1 ...................................................................................... 49 Table 14-2: Process Materials for Plant 1 ............................................................................................................ 49 Table 16-1: Commodity Price Assumptions - Long-term Consensus Pricing ....................................................... 54 Table 17-1: Permitting Requirements.................................................................................................................. 58 Table 18-1: Capital Cost Estimates - MII Plan....................................................................................................... 60 Table 18-2: Capital Cost Estimates - MI Plan........................................................................................................ 60 Table 18-3: Operating Cost Estimates - MII Plan.................................................................................................. 61 Table 18-4: Operating Cost Estimates - MI Plan................................................................................................... 62 Table 19-1: Economic Model Input Parameters .................................................................................................. 63 Table 19-2: ROM Production – MII Plan............................................................................................................... 64 Table 19-3: ROM Production - MI Plan ................................................................................................................ 64 Table 19-4: Process Summary - MII Plan.............................................................................................................. 65 Table 19-5: Process Summary - MI Plan............................................................................................................... 65

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 vi Table 19-6: Assumed Arsenic Recoveries in Concentrate.................................................................................... 66 Table 19-7: Economic Model Results – MII Plan.................................................................................................. 66 Table 19-8: LOM Cash Flow - MII Plan.................................................................................................................. 68 Table 19-9: Velardeña Project Sensitivity Results – MII Scenario ......................................................................... 70 Table 19-10: Economic Model Results – MI Plan................................................................................................. 72 Table 19-11: LOM Cash Flow - MI Plan................................................................................................................. 74 Table 19-12: Velardeña Project Sensitivity Results – MI Plan.............................................................................. 77

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 vii LIST OF FIGURES Figure 1-1: Velardeña Project location................................................................................................................... 1 Figure 3-1: Velardeña property location................................................................................................................ 9 Figure 6-1: Velardeña regional geology ............................................................................................................... 16 Figure 6-2: Velardeña property geology map ...................................................................................................... 18 Figure 6-3: Chicago property geology map.......................................................................................................... 19 Figure 6-4: Velardeña section looking northwest................................................................................................ 21 Figure 7-1: Drill hole locations for the Velardeña Project.................................................................................... 25 Figure 13-1: View of the Santa Juana area, CC vein, showing conceptual stopes, existing development, and blocks above NSR $195 (see legend)..................................................................................................................... 42 Figure 14-1: Process plant flow sheet for Plant 1 ................................................................................................ 47 Figure 14-2: Site layout for Plant 1....................................................................................................................... 48 Figure 15-1: Surface infrastructure ...................................................................................................................... 52 Figure 19-1: Velardeña Project sensitivity to discount rate................................................................................. 71 Figure 19-2: After-tax sensitivity results of the most influential factors............................................................. 71 Figure 19-3: Velardeña Project sensitivity to discount rate................................................................................. 78 Figure 19-4: After-tax sensitivity results of the most influential factors............................................................. 78

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 viii ACRONYMS & ABBREVIATIONS 3D Three dimensional Ag Silver Ar Argon As Arsenic ASARCO American Smelting and Refining Company Au Gold BAT Batch amenability tests BIOX Bio-oxidation CAPEX Capital expenditures CCD Counter current decantation cm Centimeter Cu Copper cu ft Cubic feet DMT Dry metric tonne Fe Iron ft Feet g/t Grams/tonne HP Horsepower IDW Inverse distanced weighted IMMSA Industrial Minera de México S.A in Inch IRR Internal rate of return k Thousand kg Kilogram km Kilometer kt Thousand tonnes lb Pound LOM Life of mine m Meter M Million MI Measured and Indicated MII Measured, Indicated, and Inferred mm Millimeters m/s Meters per second Mt Million tonnes MXN Mexican Pesos mya Million years ago NPV Net present value NSR Net smelter return OPEX Operating expenditure oz Troy ounce Pb Lead

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 ix PEA Preliminary Economic Assessment PLS Pregnant leach solution QA/QC Quality assurance/quality control QP Qualified Person ROM Run of mine SEMARNAT Secretaria del Medio Ambiente y Recursos Naturales t Tonnes tpd Tonnes per day tpy Tonnes per year TRS Technical Report Summary TSF Tailings storage facility USD United States dollars yd Yard yr year Zn Zinc

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 1 1. EXECUTIVE SUMMARY This Technical Report Summary (TRS) is prepared for Golden Minerals Company (Golden Minerals) to report Mineral Resources for the Velardeña Project (the Project) in Velardeña, Durango, Mexico. The purpose of this report is to summarize the results of an Initial Assessment for the property as defined under the U.S. Securities and Exchange Commission’s Regulation S-K 1300. 1.1 Property Description and Ownership The Project is held by Minera William S.A. de R.L. de C.V. (Minera William), a wholly owned subsidiary of Golden Minerals, and is comprised of two properties:  The Velardeña property is centered on UTM grid coordinates 2,774,300 N and 632,200 E (WGS 84 datum, zone 13). This property contains the Santa Juana mine which has been the focus of mining efforts since 1995, as well as the historical Terneras, San Juanes, and San Mateo mines.  The Chicago property is located approximately 2 km south of the Velardeña property and is centered at UTM grid coordinates 2,772,480 N and 631,867 E (WGS 84 datum, zone 13). This property contains the historical Los Muertos-Chicago mine. The Project’s location relative to the major cities of Torreón and Durango is shown in Figure 1-1. Figure 1-1: Velardeña Project location

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 2 The Project also has two processing plants. Plant 1 treats sulfide material by conventional crush, grind, and differential flotation technologies to produce Pb, Zn, and pyrite concentrates. The Project consists of 28 claims covering the Velardeña and Chicago properties controlled by Golden Minerals through its Mexican subsidiary Minera William, with a total area of 315.5264 hectares. Surface rights pertaining to the Project are held by Golden Minerals as well as two local ejidos (rural cooperative communities). Golden Minerals has entered into agreements with the ejidos to obtain rights for surface access and to perform work. 1.2 Geology and Mineralization The Project is located at the easternmost limit of the Sierra Madre Occidental, near its boundary with the Sierra Madre Oriental (Mesa Central sub-province). The deposits of the Sierra de Santa María and Sierra San Lorenzo, like many other polymetallic, hydrothermal deposits in northern Mexico, are situated along this fundamental boundary which separates thick Tertiary volcanic sequences with Mesozoic basement rocks to the west from Mesozoic carbonates with Paleozoic and older basement to the east. Regional Geology is characterized by a thick sequence of limestone and minor, calcareous clastic sediments of Cretaceous age, intruded by Tertiary plutons of mostly felsic to intermediate composition. During the Laramide geologic event, sediments were subject to an initial stage of compression which resulted in formation of large amplitude, upright to overturned folds generating the distinctive strike ridges of limestone, which dominate local topography. Fold axes trend northerly in the northern part of the region but are warped or deflected to west northwest azimuths in the south. The northeast trending hinge line or deflection, which controls this fundamental change in strike, passes through the Velardeña district. Mineralization consists primarily of calcite-quartz veins with minor calc-silicate hosted (skarn) and massive sulfide replacement bodies. All mineralization is essentially polymetallic, Ag, Au, Pb, Zn plus or minus Cu. Individual veins are usually thin (0.2 m to 0.5 m) but remarkably consistent along strike and down dip. Coxcomb and rhythmically banded textures are common in some vein exposures. Historical production in the district has been primarily from the oxide portions of the veins that can extend to depths of several hundred meters. 1.3 Property Status The mines at the Project are in advanced development stage. Production stopped in 2015 and the mines are currently in care and maintenance. The Project has been extensively explored from the surface using geologic mapping, vein mapping, and vein sampling. Underground exploration consisted of diamond drilling, geologic level mapping, vein level mapping, vein sampling, and drift and stope development. Underground development includes 10,122 meters of drift and ramp development and 2,278 meters of raise development. Plant 1 is under care and maintenance after operation ceased in 2015, but has been restarted in 2023 to begin test processing in advance of a planned production restart at Velardeña. Historical operational results support the existing process flow sheet for potential future production at the plant. Previous studies on the Project have included recovery from a BIOX® plant to be constructed near Plant 2. Due to the results from recent metallurgical and economic analyses performed by Golden Minerals, along with favorable terms for the sale of pyrite concentrate, the results presented in this study exclude this process. 1.4 Mineral Resource Estimates Estimated Mineral Resources with an effective date of June 1, 2023, for the Velardeña Project are shown in Error! Reference source not found. The Resource is reported by mineral type and Resource class for all veins. Resources were calculated as diluted to a minimum of 0.7 meters and are reported at a $195 NSR cutoff. For the oxide mineralized material, Zn and Pb were previously reported as Resources. It has since been determined they do not have a reasonable expectation of economic extraction at this time and have not been included in this update.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 3 Table 1-1: Velardeña Project Sulfide Mineral Resources Classification Mineral Type NSR Cutoff Tonnes Grade Ag g/t Grade Au g/t Grade Pb% Grade Zn% Ag oz Au oz Pb lb Zn lb Measured Sulfide 195 203,200 402 6.02 1.71 2.08 2,625,900 39,300 7,680,000 9,306,300 Indicated Sulfide 195 462,700 402 5.32 1.68 2.08 5,983,000 79,200 17,090,700 21,173,100 Measured + Indicated Sulfide 195 665,900 402 5.54 1.69 2.08 8,608,900 118,500 24,770,700 30,479,400 Inferred Sulfide 195 1,059,900 413 5.10 1.81 2.26 14,067,200 173,700 42,294,600 52,697,800 Notes: 1. Resources are reported as diluted tonnes and grade to 0.7 m fixed width 2. Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn 3. Columns may not total due to rounding Table 1-2: Velardeña Project Oxide Mineral Resources Classification Mineral Type NSR Cutoff Tonnes Grade Ag g/t Grade Au g/t Ag oz Au oz Measured Oxide 195 95,200 318 6.62 973,000 20,300 Indicated Oxide 195 194,000 323 6.01 2,016,800 37,500 Measured + Indicated Oxide 195 289,200 321 6.21 2,989,800 57,800 Inferred Oxide 195 269,400 500 5.56 4,326,400 48,200 Notes: 1. Resources are reported as diluted tonnes and grade to 0.7 m fixed width 2. Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn 3. Pb and Zn are not considered to be recoverable at this time and have not been included in this Resource estimate 4. Columns may not total due to rounding

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 4 Table 1-3: Velardeña Project Mineral Resources Classification Mineral Type NSR Cutoff Tonnes Grade Ag g/t Grade Au g/t Grade Pb% Grade Zn% Ag oz Au oz Pb lb Zn lb Measured All 195 298,400 375 6.21 1.71 2.08 3,598,900 59,600 7,680,000 9,306,300 Indicated All 195 656,700 379 5.53 1.68 2.08 7,999,800 116,700 17,090,700 21,173,100 Measured + Indicated All 195 955,100 378 5.74 1.69 2.08 11,598,700 176,300 24,770,700 30,479,400 Inferred All 195 1,329,300 430 5.19 1.81 2.26 18,393,700 221,900 42,294,600 52,697,800 Notes: 1. Resources are reported as diluted tonnes and grade to 0.7 m fixed width 2. Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn 3. Columns may not total due to rounding

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 5 1.5 Mineral Reserve Estimates Mineral Reserves have not been estimated for the Velardeña Project. 1.6 Capital and Operating Costs Two capital and operating cost estimates were generated for the Project to support two economic analysis cases. One case considers Measured, Indicated, and Inferred (MII) Mineral Resources and the other considers only Measured and Indicated Mineral (MI) Resources. Capital and operating costs are based on Golden Minerals internal forecasts, which Tetra Tech has reviewed and found to be consistent with a mine of this type. Both capital and operating costs have a 15% contingency applied. Tetra Tech considers these cost estimates to be within 50%. Capital costs total $7.2M for the case considering the MII material, and $4.6M for the MI case. Operating costs for the MII and MI cases total $273.4M and $112.6M, respectively. Variations in the capital costs are attributable to sustaining capital requirements over the longer life-of-mine in the MII case, as well as a $0.3M allocation for tailings storage facility expansion in the MII case that is not required in the MI scenario. Similarly, the operating cost variance is due to the increased mine life in the MII plan. Both plans have a unit cost per tonne processed of $224.82/t. 1.7 Economic Analysis Two economic models were prepared for the Project: one includes Inferred Mineral Resources in the analysis (MII case), and the second excludes the Inferred material (MI case). The economic model results are based on Mineral Resources that, unlike Mineral Reserves, do not have demonstrated economic viability. The MII case has a mine life of 10.5 years and an after-tax NPV of $87.6M with an IRR of 860.7%. The MI case has a mine life of 4.5 years and reports an after-tax NPV of $52.3M with an IRR of 1266.8%. Both cases were discounted at 8%. 1.8 Permitting Requirements Areas with permitting requirements at the Project include the Velardeña mine and Plant 1. Golden Minerals personnel report the Project holds and has retained the necessary permits to operate the mines and plants at Velardeña, and that there are no unresolved issues with the environmental regulatory agencies. They do not anticipate any limitations on the operations due to future inspections or evaluations by the environmental authorities. Details of the required permits and their status are contained in Section 3.3. 1.9 Conclusions 1.9.1 Geology and Resources Drill hole and channel samples have been collected and analyzed using industry standard methods and practices and are sufficient to support the characterization of grade and thickness and to further support the estimation of Measured, Indicated, and Inferred Mineral Resources. 1.9.2 Mining Results of the study indicate mining is potentially economically viable. However, due to the thin-veined nature of the mineralization and the scale of the operations, extensive Resource drilling of the deposit is not planned at this time. Conceptual stope outlines have been used for the purposes of this study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 6 The Project is sensitive to mining dilution, which could increase the costs of saleable products, but also provides opportunity as any potential reductions in dilution from the mine plan would greatly benefit the Project. Test mining was completed in 2018, 2021, and 2022 and has confirmed a minimum selective mining width of 0.7 m is achievable, which can contribute to reducing dilution. 1.9.3 Metallurgy and Process There are no geological, lithological, or mineralogical changes in the process plant feed anticipated for the envisaged potential future production as compared to previous operations. Existing legacy operational data supports the existing process flow sheet for future production at Plant 1. The use of existing and refurbished equipment within the pre-existing facilities, and the production of marketable concentrates, is Golden Minerals’ preferred method of treating potential future production. 1.9.4 Significant Risk Factors Factors that could affect the potential economic viability of the Project could include underestimations of operating and capital costs and declines in any or all metal prices. Changes to the contract sales terms could significantly impact the Project’s economic viability. Estimation of Resources could be affected by changes in metal prices and the actual mineralized shoot shapes and orientations. Successful implementation of the proposed mine plan is subject to the successful conversion of Inferred Resources to Indicated or Measured classification as well as conversion of Measured and Indicated Mineral Resources to Mineral Reserves, the prediction of stope layout and shape, which is controlled by the actual shape of mineralized shoots and their orientations, and the ability of the mining operations to control waste dilution. The results of the report summarized in this study are not based on a full feasibility study, and there is no assurance the company will be successful in realizing the economics described in this TRS. There is increased uncertainty and risk in restarting the mine without a feasibility level study. An ongoing dispute between Unifin and Minera William could materially impact the restart of Velardeña, as Minera William holds the mine and processing plant. A preliminary hearing was initially scheduled to take place in April 2023 but was rescheduled to June 2023. In June 2023 Minera William and Unifin agreed to settle the matter and the Court agreed to suspend trial to allow Minera William and Unifin to negotiate a settlement agreement. As of June 30, 2023, the terms and timing of the settlement are uncertain. 1.10 Recommendations 1.10.1 Geology and Resources  Continue to collect specific gravity measurements and refine current estimations of specific gravity; additional measurement should ideally be made with a paraffin wax or epoxy coating.  Implement procedures of duplicate channel sampling of drifts by secondary sampling teams prior to stope development to ensure grade and thickness characteristics, and to serve as field duplication of channel samples.  Perform a detailed model reconciliation on a completed stope early in the proposed mine life and alter the estimation methods if the result of the reconciliation suggest refinements should be made.  Continue to advance exploration drilling down dip of current Inferred Resources as new levels are established; preferentially target the Terneras, San Mateo, Roca Negra, and A4 veins.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 7 1.10.2 Mining It is recommended that Golden Minerals implements cut and fill mining where waste and vein material are blasted separately to reduce ore dilution. This practice would consider more total tonnes blasted in each section. Vein tonnes would be reduced, but the resulting grade would be higher. Recent tests on selective mining widths of 0.7 m have proven to be achievable. Because this practice requires efficient operations control, Tetra Tech recommends having detailed control in drilling and blasting. The mine plan developed for the study should be optimized and undertaken at a more detailed level, which will enable a greater understanding of mining constraints, costs, and resulting mill feed. Additionally, the oxide Resource should be evaluated for inclusion into future mine plans. 1.10.3 Metallurgy and Process Antimony and arsenic are penalty elements in the Pb and Zn concentrates and could be added to the database and spatially modeled. Additional metallurgical test work is recommended to investigate the depression of antimony and arsenic from the final Pb and Zn concentrates, and Zn from the pyrite concentrate. 1.10.4 Economic Analysis Currently, it is anticipated that the salvage sale of equipment will cover the reclamation costs (estimated at $1.5M). However, the salvage value of the mine and plant equipment at the end of the LOM has not been estimated. It is recommended that an estimate of the salvage value of the Project’s assets be determined and incorporated into the economic analysis alongside the closure cost estimates to increase the resolution of the Project’s economics.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 8 2. INTRODUCTION This Technical Report Summary (TRS) is prepared for Golden Minerals Company (Golden Minerals) to report Mineral Resources for the Velardeña Project (the Project) in Velardeña, Durango, Mexico. The Project is held by Minera William S.A. de R.L. de C.V. (Minera William), a wholly owned subsidiary of Golden Minerals. The purpose of this report is to summarize the results of an Initial Assessment level study for the property as defined under the U.S. Securities and Exchange Commission’s Regulation S-K 1300. All references to dollars in this report are to US dollars (USD) unless otherwise noted. Distances, areas, volumes, and masses are expressed using metric units unless indicated otherwise. All tonnages are in tonnes (1,000 kilograms), precious metal grade values are reported in grams per tonne (g/t), and precious metal quantities are presented as troy ounces (oz). 2.1 Sources of Information This TRS summarizes the information contained in the Canadian National Instrument 43-101 compliant Preliminary Economic Assessment report entitled Preliminary Economic Assessment Update Technical Report of the Velardeña Project, Durango State, Mexico prepared by Tetra Tech, with an effective date of June 1, 2023. Additional sources of information include materials and comments provided to Tetra Tech by Golden Minerals personnel, as described in Section 25. 2.2 Site Inspection Tetra Tech Qualified Persons (QPs) Dr. Guillermo Dante Ramírez Rodríguez and Ms. Kira Johnson visited the site on May 23, 2023. The visit included observations of geologic interpretations, mining, exploration drilling, channel sample locations, survey locations, underground mine accesses, the Santa Juana vein (San Mateo ramp), the Chicago veins (Chicago ramp), drifts and stopes, stockpiled material, processing Plant 1, Golden Minerals’ laboratory, and surface infrastructure. Tetra Tech’s QPs had discussions with Golden Minerals personnel regarding estimation methods, database structure, and vein interpretations. Mr. Randolph P. Schneider visited the plant on December 10, 2019.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 9 3. PROPERTY DESCRIPTION The Project includes 28 mining concessions covering the Velardeña and Chicago mines controlled by Golden Minerals through its Mexican subsidiary Minera William and located within the Velardeña mining district. Processing Plants 1 and 2 are located within land owned by Golden Minerals. Surrounding ejido-owned land contains some of the associated installations and infrastructure. The Project is comprised of two properties:  The Velardeña property is centered on UTM grid coordinates 2,774,300 N and 632,200 E (WGS 84 datum, zone 13). This property contains the Santa Juana mine, which has been the focus of mining efforts since 1995, as well as the historical Terneras, San Juanes, and San Mateo mines.  The Chicago property is located approximately 2 km south of the Velardeña property and is centered at UTM grid coordinates 2,772,480 N and 631,867 E (WGS 84 datum, zone 13). This property contains the historical Los Muertos-Chicago mine. The Project’s location relative to the major cities of Torreón and Durango is shown in Figure 3-1. Figure 3-1: Velardeña property location

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 10 3.1 Mineral Tenure The Project consists of 28 claims covering the Velardeña and Chicago properties controlled by Golden Minerals through its Mexican subsidiary Minera William. Golden Minerals holds 315.5264 hectares within all the concessions. Details of the concessions are shown in Table 3-1. Table 3-1: Project Mineral Concessions Location Claim Name Claim Owner Concession Number Issue Date Expiration Date Concessions Area (ha) Velardeña Ampl. del Águila Mexicana Minera William 85580 10/13/1936 10/12/2061 19.8593 Velardeña Águila Mexicana Minera William 168290 4/2/1981 4/1/2031 18.9372 Velardeña La Cubana Minera William 168291 4/2/1981 4/1/2031 2.5520 Velardeña Tornasol Minera William 168292 4/2/1981 4/1/2031 3.9968 Velardeña San Mateo Nuevo Minera William 171981 9/21/1983 9/20/2033 8.0000 Velardeña San Mateo Minera William 171982 9/21/1983 9/20/2033 4.6134 Velardeña Recuerdo Minera William 171983 9/21/1983 9/20/2033 8.2265 Velardeña San Luis Minera William 171984 9/21/1983 9/20/2033 2.4000 Velardeña La Nueva Esperanza Minera William 171985 9/21/1983 9/20/2033 9.9260 Velardeña La Pequeña Minera William 171988 9/21/1983 9/20/2033 1.0000 Velardeña Buen Retiro Minera William 172014 9/21/1983 9/21/2033 6.0899 Velardeña Unificación San Juan Evangelista Minera William 172737 6/28/1984 6/27/2034 13.9445 Velardeña Unificación Viborillas Minera William 185900 12/14/1989 12/13/2039 46.4333 Velardeña Buenaventura No. 3 Minera William 188507 11/29/1990 11/28/2040 6.0139 Velardeña El Pájaro Azul Minera William 188508 11/29/1990 11/28/2040 15.0000 Velardeña Buenaventura 2 Minera William 191305 12/20/1991 12/19/2041 5.3745 Velardeña Buenaventura Minera William 192126 12/19/1991 12/18/2041 30.0000 Velardeña Los Dos Amigos Minera William 193481 12/19/1991 12/18/2041 25.3325 Velardeña Viborillas No. 2 Minera William 211544 5/31/2000 5/30/2050 1.6020 Velardeña Kelly Minera William 218681 12/3/2002 12/2/2052 3.9104 Chicago Santa Teresa Minera William 171326 9/20/1982 9/19/2032 22.3366

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 11 Location Claim Name Claim Owner Concession Number Issue Date Expiration Date Concessions Area (ha) Chicago San Juan Minera William 171332 9/20/1982 9/19/2032 8.1731 Chicago Los Muertos Minera William 171986 9/21/1983 9/20/2033 3.5320 Chicago El Gambusino Minera William 171987 9/21/1983 9/20/2033 6.6565 Chicago Ampliación San Juan Minera William 183883 11/23/1988 11/22/2038 10.7989 Chicago Muñequita Minera William 196313 7/16/1993 7/15/2043 15.4518 Chicago San Agustín Minera William 210764 11/26/1999 11/25/2049 7.4563 Chicago La Cruz Minera William 189474 12/6/1990 12/5/2040 7.909 3.2 Surface Rights Surface rights pertaining to the Project are held by Golden Minerals and two local ejidos (rural cooperative communities). Ejido Velardeña holds surface rights at the Project’s Velardeña property. Golden Minerals reports it has an agreement with the ejido for surface access and to perform work related to exploration and mining on the property. The agreement requires quarterly payments of $4,000 to be paid to the ejido and is valid through 2032. Ejido Vista Hermosa holds surface rights for the Project’s Chicago property. Golden Minerals reports it has an agreement with the ejido allowing access to the property to perform work related to mineral exploration and mining. The agreement was formalized before a notary and is valid until 2038. As part of the agreement, Golden Minerals makes a payment of $400,000 MXN plus applicable taxes by the 24th of March each year. Golden Minerals owns the surface of the land underlying the oxide mill and owns the land in the areas of surface installations at the entrance of the Velardeña mine (San Mateo ramp), the sulfide plant (Plant 1), the concentrate warehouse, and a well that provides water to the mill. 3.3 Permitting Areas with permitting requirements at the Project include the Velardeña mine and Plant 1. Golden Minerals personnel report that the Project holds and has retained the necessary permits to operate the mines and plants at Velardeña, and further there are no unresolved issues with the environmental regulatory agencies. They do not anticipate any limitations on the operations due to future inspections or evaluations by the environmental authorities. Details of the permits required, and the status of the permits, are provided in Section 17.3. 3.4 Encumbrances There is a lien reported in favor of IIG bank on some concession titles within the Velardeña property regarding a loan made to BLM Minera Mexicana S.A. de C.V., an entity owned by ECU (now a part of Golden Minerals). Golden Minerals reports this loan was repaid in 2001; however, the lien notation on the concession titles was never cleared following the repayment and still shows as an active lien in the Mexican Mining Registry. Golden Minerals states it is 100% confident all debts with IIG have been settled and the company filed the documents required to cancel the mortgage with the Public Registry of Mining in November 2022.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 12 3.5 Other Significant Factors and Risks The author is unaware of any other significant risk factors that may affect access, title, or right or ability to perform work on the property.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 13 4. ACCESSIBILTY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE, AND PHYSIOGRAPHY 4.1 Topography, Elevation, and Vegetation The Project is located on the northwestern edge of the Mesa Central physiographical province on the eastern flank of the Sierra Madre Occidental Mountain range and is characterized by a mixed topography. The two properties that are the subject of this report are located within the Sierra San Lorenzo range at an elevation of approximately 1,680 to 2,000 meters above sea level. According to INEGI’s classification, the type of vegetation where the Project is located corresponds to a vegetation type known as Desert Shrubland rosetophilous (rosette-forming vegetation) and sub montane scrub. 4.2 Access The Project is in the State of Durango, approximately 65 km southwest of the city of Torreón, Coahuila, and 150 km northeast of the city of Durango. A four-lane toll highway connecting the cities of Torreón and Durango passes approximately 500 m east of the village of Velardeña. The village is connected to the mine site via a 7 km gravel road maintained in good condition for year-round use. The major cities of Durango and Torreón have airports which are served by major regional and international carriers. 4.3 Climate Climate at the Project is characterized as semi-arid, with a mean annual temperature of 21.1°C and an average annual rainfall of 243.7 mm/yr. Temperatures can drop below freezing in the winter and can reach the high 30s (°C) from July through September. The climate allows for a year-round operating season. 4.4 Infrastructure The Project is located within an area with a long and active history of mineral exploration and mining. The nearby cities of Torreón, Gómez Palacio, and Lerdo de Tejada have an extensive history of manufacturing equipment for mining and metallurgical processing projects. Supplies and equipment are directly available from the cities of Monterrey, Chihuahua, and Durango, as well as from specialized suppliers elsewhere in Mexico, Canada, and the United States of America. Fresh water for the Project is sourced from six wells which tap local aquifers. These wells are fully permitted and controlled by Golden Minerals. Golden Minerals owns a processing plant capable of processing mineralized material from the Velardeña mines. Plant 1 is a 300 tpd flotation mill which produces concentrates of Pb, Zn, and pyrite. The plant is located near the town of Velardeña and was upgraded in 2014. The mines and processing plants are connected to the national electric grid via substations located near Plant 1 and the Peñoles Velardeña mine. An experienced labor force is available in the town of Velardeña and in nearby cities and communities.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 14 5. HISTORY 5.1 Early History The earliest significant mining operation in the Velardeña District occurred in 1888 with the formation of the Velardeña Mining and Smelting Company. In 1902, the American Smelting and Refining Company (ASARCO) took over the operations and installed a new smelter processing 2,500 tpd from various mines in the area, with the most significant operations occurring in the Terneras and Santa Juana veins. ASARCO and various small independent operators worked the area until 1926. In the 1960s, ASARCO became a minority shareholder in Industrial Minera de México S.A. (IMMSA), and exploration and development work recommenced in the Santa María and Reina del Cobre mines in 1968. In 1969 IMMSA abandoned several mining concessions, including those underlying the Terneras and San Diego mines, which were acquired by the Gaitán Group. Small-scale operations worked the concessions until 1992. 5.2 Mining and Exploration William Resources acquired the concessions owned by the Gaitán Group via their Mexican affiliate BLM Minera in 1994. William Resources carried out surface mapping and sampling work on the concessions, with a focus on the Santa Juana vein system. William Resources also performed development work on the Terneras and Santa Juana mines and processed 600 tpd of dump material and development muck. Operations ceased in 1997. In 1997 ECU Gold purchased 93.48% of BLM Minera and 100% of Minera William from William Resources, and in 2011 Golden Minerals merged with ECU. ECU resumed operations at the Project in 1998 and production continued through 2015 (as Golden Minerals after the merger), with a brief shutdown from July 2013 through June 2014. During the 2009-2011 period, ECU drove 8,030 m of drifts and ramps as well as 3,608 m of raises at the Project. Development work during the 2012-2014 period included a new ramp to access deeper levels of the Terneras and San Mateo veins, as well as the Roca Negra vein. William Resources and ECU completed 10,714 m of surface and 6,278 m of underground exploration drilling during the period of 1995-2008. Exploration work during the period of 2009-2011 consisted of underground drilling and sampling. This included 1,235 m of NQ drilling and 1,212 m of EX drilling. No surface drilling was conducted during this period. The NQ drill program yielded 483 samples and the EX drill program yielded 214 samples.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 15 6. GEOLOGICAL SETTING, MINERALIZATION, AND DEPOSIT The Project is located at the easternmost limit of the Sierra Madre Occidental, near its boundary with the Sierra Madre Oriental (Mesa Central sub-province). The deposits of the Sierra de Santa María and Sierra San Lorenzo, like many other polymetallic, hydrothermal deposits in northern Mexico, are situated along this fundamental boundary which separates thick Tertiary volcanic sequences with Mesozoic basement rocks to the west from Mesozoic carbonates with Paleozoic and older basement to the east. 6.1 Regional Geology Regional geology is characterized by a thick sequence of limestone and minor, calcareous clastic sediment of Cretaceous age, intruded by Tertiary plutons mostly of felsic to intermediate composition. During the Laramide event, sediments were subject to an initial stage of compression which resulted in formation of large amplitude, upright to overturned folds generating the distinctive strike ridges of limestone which dominate topography. Fold axes trend northerly in the northern part of the region but are warped or deflected to west northwest azimuths in the south. The northeast trending hinge line or deflection which controls this fundamental change in strike passes through the Velardeña district. Figure 6-1 illustrates the location of the Velardeña mining district with respect to regional lithologic and structural features.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 16 Figure 6-1: Velardeña regional geology

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 17 Tertiary volcanic and semi-consolidated alluvial sediments survive as erosional remnants on earlier basement rocks. The volcanic rocks may have been derived from an eruptive center located west of the pueblo of Velardeña where andesites have yielded age dates of 45 mya. Tertiary stocks intruded the Cretaceous sediments in the Velardeña area along an axis subparallel to the hinge line described above, resulting in formation of a series of complex limestone domes cored by the younger intrusive rocks (i.e., the Sierra de Santa María, Sierra de San Lorenzo, and San Diego Dome). The Santa María quartz latite porphyry intrusion, west of the village of Velardeña, has yielded a potassium-argon (K-Ar) date of 33.1 mya. Intrusions range in composition from mafic diorite to felsic alaskite and rhyolite. Thermal metamorphism of sediments at and near intrusive contacts is widespread, generating calc-silicates, hornfels, and bleached/marbleized limestone. Higher temperature, calc-silicate rocks are characterized by the prograde assemblage garnet - wollastonite and by the absence of pyroxene. The various mineral deposits of the Velardeña District occur near intrusive centers, contact aureoles, and accompanying alteration zones. Mineralization has been dated at approximately 31 mya, suggesting a genetic as well as spatial association with the intrusions. Multiple, high angle, northwest trending faults have been mapped throughout the district; these are sub-parallel to the terrain boundary described above and are therefore likely candidates for deep, basement-penetrating structures which may have served as magma conduits. Reactivation of the northwest structures and formation of northeast trending faults resulted in a grid of younger, calcite-filled structures which off-set mineralized veins. This is well demonstrated at the Terneras mine where the northeast trending Tres Águilas fault offsets the mineralized northwest trending Santa Juana veins. 6.2 Property Geology 6.2.1 Velardeña Property Medium to thick-bedded limestone of the Cretaceous Aurora Formation comprises basement rocks in the project area. Limestone was first folded then intruded by the multiphase diorite/monzo-diorite Terneras stock and related dikes of Tertiary age that outcrop over a strike length of approximately 2.5 km. In detail, intrusive contacts range from sharp to broad zones characterized by the presence of numerous large, partially metamorphosed blocks of limestone. Alteration of host carbonates consists of a broad front of bleaching and marble formation, with more localized calc-silicate and hornfels. Although intrusive rocks appear fresh in general, alteration and local endoskarn development occurs near contacts. The diorite stock and the contact zone between limestone and intrusive rock primarily host the veins of the Santa Juana, Terneras, San Juanes, and San Mateo deposits. Veins extend into relatively unaltered limestone especially in the northwestern portion of the Santa Juana veins and eastern portion of the San Juanes vein. The Velardeña property is transected by a series of northeast to northwest striking, west dipping, post-mineral normal faults. From east to west these are the Tres Águilas, Los Bancos, Buenaventura, and Ordenanza faults which are generally characterized by meters-thick banded calcite vein filling. These normal faults demonstrate west-side-down displacements with the result that veins in the western blocks are exposed in higher portions of the hydrothermal system, have a higher calcite content, and generally lower precious metal contents.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 18 Two main vein systems are present on the Velardeña property. The first is the northwest striking system found in the Santa Juana deposit, while the second is the east-west trending vein array which includes the Terneras, San Juanes, Roca Negra, and San Mateo deposits. In Figure 6-2 vein traces are projected to surface and do not cut alluvium. Figure 6-2: Velardeña property geology map 6.2.2 Chicago Property The geologic setting of the Chicago property is similar to the geology at Velardeña. The oldest rocks outcropping at Chicago are folded limestone of the Aurora Formation, which were intruded by Tertiary diorite stocks and dikes. Intrusive rocks occupy the western portion of the property with a northeast orientation. The limestone-diorite contact exhibits widespread recrystallization and marble formation overprinted by a distinctive green calc-silicate alteration dominated by grossular garnet and lesser wollastonite. As at Velardeña, a system of post-mineralization faults striking northwest-southeast cuts and locally displaces mineralized structures. These faults are normally filled with calcite and can have widths up to 10 m near the surface.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 19 In the Chicago mine, rhyolitic volcanic rocks and calcareous conglomerate of the Ahuichila Formation unconformably overlie the mineralized sequence across the eastern half of the area. Mineralization is similar to that encountered at the Santa Juana mine in terms of mineralogy, host rocks, geometry of the structures and vein continuity. The difference between the two is orientation: northwest strike, dipping to the northeast for the Santa Juana system; instead of northeast strike, dipping to the southeast for the Chicago system. Figure 6-3 shows the geology of the Chicago area with vein traces projected to their assumed surface intersection. Veins are not hosted in alluvial material. Figure 6-3: Chicago property geology map 6.3 Mineralization Mineralization consists primarily of calcite-quartz veins with minor calc-silicate hosted skarn and massive sulfide replacement bodies. All mineralization is essentially polymetallic, Ag, Au, Pb, and Zn plus or minus Cu. Individual veins are usually thin (0.2 m to 0.5 m), but remarkably consistent along strike and down dip. Coxcomb and rhythmically banded textures are common in some vein exposures. Historical production in the district has been primarily from the oxide portions of the veins that can extend to depths of several hundred meters. Physical characteristics of the main vein sets at Velardeña are summarized in Table 6-1.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 20 Table 6-1: Physical Characteristics of Select Veins and Vein Sets at Velardeña Vein Orientation Width Minimum Dimensions Strike m x Vertical m Host Rocks Santa Juana NW Subset 1 (Santa Juana, A 5-7) NW curvilinear 0.2 - 1.0 350 x 400 limestone, intrusive, skarn Santa Juana NW Subset 2 (CO, CC, C1, G1, A 1- 4, B’s, D1, DD, E) NW linear 0.2 - 1.0 Variable by vein, up to 600 x 1200 (CC) limestone, intrusive, skarn Trans Set EW/steep S 0.2 - 1.0 100 x 600 limestone, intrusive k Terneras EW/70-85N 0.3 - 2 1500 x 650 Intrusive>limestone San Juanes EW/85N 0.05 - 1.9 950 x 600 limestone, intrusive, k San Mateo EW/75N 0.4 - 0.5 700 x 500 intrusive, k l Roca Negra EW/75N 0.15 - 1.15 500 x 600 intrusive, skarn Mineralization at the Chicago property is similar to the Santa Juana mine in terms of mineralogy, host rocks, geometry of the structures, and continuity. The oxide portions of the veins are composed of oxides, halides, carbonates, and remnants of sulfide minerals. Within the sulfide zone, mineralization consists primarily of galena and sphalerite with lesser amounts of chalcopyrite, tetrahedrite, freibergite, and sulfosalts. Accessory sulfides including arsenopyrite, stibnite, pyrite, and pyrrhotite are locally abundant. Disseminated and stringer pyrite is common in all rock types below 500 m depth and persists to much shallower levels within intrusive and calc-silicate host rocks. Veins in the district are localized in intrusive rocks and near contacts between intrusions and thermally metamorphosed country rocks but extend up to one kilometer away from these contacts. In detail, however, veins do not conform to these contacts, but in many cases cross at high angles to limestone, skarn/marble, and intrusive hosts. Observations summarized above suggest that, on average, veins within intrusive rocks are narrower, more regular in form, and higher grade than those in limestone. Skarn is typically a poor vein host with widths and grades less than in diorite or limestone hosts. Although data are sparse, it seems likely that at least some of the deeper, massive sulfide mineralization intersected in past drilling will possess more obvious control by stratigraphy, particularly skarn assemblages, than is typical at shallower levels. Observations underground confirm at least some veins show an intimate relationship with brittle faulting. In the Santa Juana deposit, two main fracture sets are observed. The most economically significant is a steeply dipping, northwest-trending set which has created dilatant zones that acted as a major control for vein emplacement. A second more spatially extensive fracture swarm trends 110° and, although less obvious, appears to control the orientation of the Trans veins. These veins dip steeply south and, where they intersect the northwest-trending vein set, produce broader stockwork or breccia zones which can be up to seven meters in width. The east-west fracture set also controlled the localization of the parallel Terneras, San Juanes, San Mateo, and Roca Negra veins. Cross-cutting relationships between the two vein systems are ambiguous, indicating that the two vein sets probably formed contemporaneously as part of a conjugate fault system. A similar structural setting is reported to occur in the Santa María mine. Figure 6-4 shows a cross-section of the Velardeña mineralization.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 21 Figure 6-4: Velardeña section looking northwest

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 22 6.4 Deposit Types Although detailed petrologic studies of veins in the Velardeña property have not been completed, individual deposits within the nearby Santa María dome have been studied in some detail and found to correspond to both shallow epithermal and deeper-seated mesothermal styles of mineralization. Epithermal veins, often displaying banded and open-space-filling quartz, describe the higher-level veins at Velardeña. Many veins, especially at deeper levels in the Santa Juana and Terneras mines, are dominated by high modal percentages of coarse and fine grained, polymetallic sulfides with little silicate gangue. The veins occupy a position within and proximal to intrusions and their thermally metamorphosed aureoles. True epithermal veins occur at Velardeña, but at depth most veins, breccias, and massive sulfide replacements are mesothermal in character. The veins commonly contain arsenopyrite, which may be related to a deeper intrusive source.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 23 7. EXPLORATION The Project has been extensively explored from the surface using geologic mapping, vein mapping, and vein sampling. Underground exploration consisted of diamond drilling, geologic level mapping, vein level mapping, vein sampling, and drift and stope development. Underground development includes 10,122 meters of drift and ramp development and 2,278 meters of raise development. Channel samples are collected from drift faces, crosscuts, and stope walls and/or backs. 7.1 Channel Samples Channel samples are collected using the following guidelines:  During level mapping, geologists paint sample locations on the back or development face to guide samplers.  Samples are collected by chiseling out the painted area, ideally cutting a 5-7 cm wide sample. Often this is not achievable due to rock hardness.  The sample widths range from 0.2 m to 2.5 m.  The sample’s weight is usually between two kg and five kg. The sample contains a minimum of ten rock pieces (<20 cm in size) as well as fine material.  Sampling is carried out as perpendicular to the vein strike as possible and the true width is measured by sighting the vein dip and tilting the measuring tape accordingly.  Stope and face samples are collected at 3 m intervals across strike. Wall rock and vein material are sampled separately. When dictated by geological features, samples are taken at closer intervals.  Sampling along cross cuts is carried out continuously. The channel database contains 32,006 sample intervals, of which 14,534 intervals have been interpreted as intersecting a named vein. Table 7-1 shows grade statistics for channel intervals within the database and those identified as on-vein. Table 7-1: Channel Sample Data Statistics Dataset Selection Count Mean Ag g/t Mean Au g/t Mean Pb% Mean Zn% Mean Apparent Thickness Channel All 32,006 281 5.1 1.6 1.6 0.66 Channel On Vein 14,534 518 9.2 2.8 2.7 0.47 Channel sampling is subject to numerous sources of error, particularly relating to the differential hardness of material being sampled, and the tendency to include a disproportionate volume of softer rock. Diligent and systematic collection of channel samples generates a large data set which in most cases is statistically representative, but never completely free of errors or potential bias. The collection of several channel samples was observed for previous studies in the Chicago mine and it was noted the procedures used conformed to those outlined above and follow accepted engineering practices for channel sampling. Due to the mine being in a state of care and maintenance, the author has not observed the collection of channels at the Project, but has spot checked sample locations throughout the mine and thoroughly discussed procedure with the mine staff. The author concludes channel sampling procedures used at the Project result in samples which are reasonably representative of the mineralization and meet industry best practice guidelines for this type of sampling. The resulting data is sufficient to support the estimation of Resources.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 24 7.2 Drilling Historic exploration drilling statistics for the period 1995-2008 are summarized in Table 7-2. These results have been summarized by Micon (2009) and have not been independently verified by the author. Table 7-2: Summary of Historic Drilling on the Velardeña Properties (1995-2008) Company Drill Program Number of Drill Holes Total Length (m) William Resources Underground 94 6,438 William Resources Surface 6 973 William Resources Surface 3 282 William Resources Surface 6 750 Total 109 8,443 ECU Surface 14 8,709 ECU Underground BQ 11 5,533 ECU Underground EX 59 2,750 Total 84 16,992 Data taken and modified from Micon 2009 report. The objectives of the 2009-2011 program conducted by ECU were to confirm the continuity of the known veins, to discover new veins, and to test for deep projections of massive sulfide veins in the Santa Juana area. The completed holes are summarized in Table 7-3. Based on a review of drill cores and data on-site, these objectives were at least partially achieved, notably with the discovery of deep, massive sulfide mineralization down dip of the A4 vein structure. Table 7-3: Summary of ECU’s Drilling Programs (2009-2011) Description Number of Drill Holes Total Meters Underground (NQ) 3 1,235 Underground (EX) 35 1,212 Total 38 2,447 Golden Minerals conducted drilling in 2013-2014 and drilled from underground targeting the San Mateo, Terneras, and Roca Negra veins. Three holes were drilled from underground in the Santa Juana area targeting primarily the A4 vein. Table 7-4 shows the summary of the drilling from 2013-2014 completed by Golden Minerals. Figure 7-1 shows the location of the drill holes at the site. Table 7-4: Summary of Golden Minerals Drilling (2012-2014) Year Description Number of Drill Holes Length (m) 2013 Chicago 3 1,233 2014 San Mateo, Terneras, Santa Juana 40 8,191 Total 43 9,424

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 25 Figure 7-1: Drill hole locations for the Velardeña Project Diamond drill core samples are taken according to the following criteria:  Drill core is split using a manual rock splitting device or using a core saw.  Samples are taken from core sections with visible evidence of mineralization and from 1.5 to 2.0 m of surrounding wall rock.  Wall rock between two veins is sampled when the distance is less than 6 m.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 26  The information recorded in the drill logs for each sample includes depth, length, core angle and rock/ore type. Mineralized sample intervals for either the HQ, NQ, or BQ size core have a minimum core length of 20 cm and a maximum length of 1 m. For areas sampled outside of the mineralization the maximum sample length for the NQ core is 1.20 m and for BQ core the maximum sample length is 1.50 m. In general, the maximum sample length is 1.50 m except for those areas in which two veins can be joined together in which case the maximum sample length is 2 m. Sampling was conducted on core not only with visible evidence of mineralization, such as veins and stringers, but also on barren core to preserve the sampling continuity in between mineralized zones and to test for broad zones of lower grade material as well. The sampling of the wall rock next to the zone of mineralization also assists in understanding the grade of the external dilution associated with mining some of the mineralized zones on the Velardeña properties. Manual splitting of the core can be subject to several sampling biases based usually on the hardness of the material being split. In the case of very hard core, the core may twist in the splitter which may result in uneven core fragments and in a slightly greater split than 50% being sent to the assay laboratory or left in the box as a representative sample. In the case of soft core, the core may crumble when being split or may split along natural fracture lines which again results in uneven core representation. Also, to prevent contamination, the splitter and pans used to collect the samples must be cleaned after each sample. Despite the potential to introduce a bias into the sampling procedure as a result of uneven sample sizes, the splitting of drill core continues to remain a common practice in the exploration and mining industries. Bazooka drilling is undertaken from the development headings in order to identify the width of a zone where the hanging wall is not visible or where a secondary mineralized system is suspected as in the case of the sheeted veins. Cores obtained from these programs are not split and are sampled completely. In the case of large diameter core (HQ, NX, BX), recoveries were reported to average around 60% in oxide mineralization and 90% - 97% in the sulfides. For the smaller Bazooka (EX) drill cores, overall recoveries ranged from 30% - 40%. Recovery for Bazooka cores are poor and may result in underestimation of mineralized widths and grades. In the case of bazooka drilling, drifting is usually conducted afterward to identify the true nature of the mineralization, especially if a secondary zone or vein is suspected. 7.3 Data Adequacy These drill core sampling procedures are consistent with commonly practiced procedures used throughout the mineral industry. Along with in-house standards, blanks, and duplicates included in the sample stream, routine check assays are conducted on the samples by a certified, independent laboratory as well. Drill core sampling practices are consistent with industry standards adequate for use in preparing a Mineral Resource estimate for a project at this level.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 27 8. SAMPLE PREPARATION, ANALYSES, AND SECURITY Sample preparation, analyses, and security procedures followed by Minera William meet industry common practice standards and are adequate to support the estimation of Resources. The quality control (QC) sampling results throughout the campaigns and laboratories are typical of an operation given the amount of throughput and data handling. Current drill hole analyses are completed by ALS Chemex in Vancouver, Canada (ALS Chemex) and mine channel and mill samples are tested at the on-site Labri laboratory facility (Labri), constructed in 2013. A review of QC samples analyzed from 2012-2017 suggested the on-site laboratory could benefit from further improvements and increased real-time review of performance. In 2017 a lab audit and review were conducted by both internal and external resources. Frequent annual and quarterly ongoing reviews, including and not limited to analytical and mechanical instruments, processes, and an enhanced rigorous QA/QC protocol for all Velardeña samples are performed. Based on recent (2017-2022) QC sample review, the analytical results determined by the on-site laboratory are within tolerance to those determined by ALS Chemex. Previous quality control procedures and results have been reviewed by previous authors and those reviews have resulted in improved protocols and performance, but ultimately previous authors concluded the data is sufficient to support estimation of Resources. The drill hole and channel analytical databases are extensive and include results from several campaigns and laboratories. Table 8-1 details when each laboratory has been used, and the accompanying umpire laboratory. Table 8-2 details the accreditation and the relationship to Golden Minerals of each laboratory used. Data within both databases, regardless of testing laboratory, is considered current and equivalent. Table 8-1: Analytical Laboratory Listing Time Period Laboratory Used Umpire Laboratory Used Pre-2009 Labri (on-site), Ensayes y Representaciones, S.A. (ERSA) Servicio Geológico Mexicano (SGM), ALS Chemex 2009 to 2013 Labri (on-site), Ensayes y Representaciones, S.A. (ERSA), SGS SGS 2013 to Present Labri (on-site), ALS Chemex Pulp Duplicate Resubmittal to ALS Chemex Table 8-2: Laboratory Accreditation and Independence Laboratory Accreditation Relationship Labri Not Accredited Not independent, operated by Golden Minerals SGM Not Accredited Independent of Golden Minerals ERSA Not Accredited Independent of Golden Minerals SGS ISO 17025 Independent of Golden Minerals ALS Chemex ISO 17025 Independent of Golden Minerals Current drill hole analyses are completed by ALS Chemex and channel samples are tested on-site at the Labri laboratory. ALS Chemex is independent of the issuer and is ISO 17025 accredited: the accreditation of ALS Vancouver encompasses preparation processes completed at ALS Chihuahua. The on-site laboratory is not independent of the issuer and is not accredited. Tetra Tech inspected the on-site laboratory in January 2022 and found the facility and the procedures followed to be of adequate standard for the purpose of this study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 28 8.1 Sample Preparation and Analysis 8.1.1 Diamond Drill Core Samples Drill hole samples are prepared by splitting the core with a manual rock splitting device or core saw using personnel who have been hired by Minera William for this purpose. The Minera William personnel who conduct the core splitting and sampling are supervised by Minera William’s geological staff to ensure the integrity of the core splitting and sampling procedures. Half of the core remains in the core box with its identifying ticket while the other half is bagged with a matching ticket. The samples are delivered by mine staff to ALS Chemex’s preparation laboratory in Chihuahua or Zacatecas where they are shipped to ALS Chemex in Vancouver for analysis. Drill hole samples are analyzed by ALS Chemex initially for Au using fire assay with atomic absorption spectroscopy finish (AA24) with re-run for values exceeding 10 g/t Au using fire assay with gravimetric finish (GRA22). Samples are initially analyzed for Ag, Pb, Zn, Cu, and 32 additional elements using aqua regia inductively coupled plasma - atomic emission spectroscopy (ICP41) with re-run for values exceeding 100 g/t Ag, and 1% Pb, Zn, or Cu using aqua regia digestion and inductively coupled plasma - atomic emission spectroscopy (OG46). 8.1.2 Underground Chip Samples Development chip samples are collected by sampling support staff who are instructed to chip away sample transects painted by the geologist. Sampling is observed by geologic staff. Samples are bagged and transported to the on-site laboratory for preparation and analysis. Channel samples are prepared and then analyzed by the on-site facility for Au, Ag, Pb, Zn, Cu, and As. Gravimetric fire assay is used to determine Au and Ag grade. Pb, Zn, Cu, and As are analyzed by atomic absorption spectroscopy with hydrochloric and nitric acid digestion. 8.2 Security, Storage, and Transport The core is stored at the Santa Juana mine site in either a closed building, a shed, or on a prepared uncovered area (in which case durable plastic covering is provided) behind a fence. In each case the core remains in a securely locked area. Pulps and rejects are stored in closed areas and are individually packed in plastic bags to avoid contamination. The mine facility is guarded by security personnel 24 hours a day. The chip sampling pulps and rejects are obtained from the assay laboratory and are stored in a secured area at the Santa Juana mine site in either a closed building or a shed. The chip sample rejects and pulps remain in a securely locked area. 8.3 Quality Control For the current drill hole and channel sampling programs, Golden Minerals inserts standards, blanks, and duplicates in the sample stream. Quality control samples are inserted in a repeating order depending on the last digit of the sample identification (ID). The effective QC submittal for the drill core and channel campaign is approximately one control sample for ten collected samples. The control samples include standards, duplicates, and blanks, which is in line with industry best practices. 8.3.1 Standards A total of four standards are utilized for QA/QC. The high- and low-grade standards for 2014 were custom made and tested by SGS. The standard results were reviewed and demonstrate adequate performance. The few errors observed are likely attributed to sample ID mislabeling and should be addressed prior to performance analysis.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 29 Two of the standards used in the drill hole stream are used in the channel sample stream as well, which provides a check of both labs. The standard results were reviewed and demonstrate reasonable performance. Sampling and QA/QC protocols were updated in 2017 using verified blank material and standards to better reflect the vein grades (low-, medium-, and high-grade) and deposit type. Additional sample analysis verification for blank and standard material is conducted on a routine basis to ensure the results are as expected. This review work led Golden Minerals to identify better performing standards, along with having more confidence in the QA/QC program. 8.3.2 Duplicates Pulp duplicates are analyzed within the drill hole sample stream. Review of the duplicates indicate good reproducibility. Noted issues in the standards and duplicates are infrequent and do not suggest invalidation of the results from the on-site laboratory. 8.3.3 Blanks Blanks are inserted into the sample stream. Previous work indicated a contamination of low-grade Ag in the blank material. The material being used for blanks was replaced and was sourced from Abrasivos de Laguna SA de CV. Golden Minerals submitted five samples of the new blank material to both the Velardeña Lab and to ALS Chemex for analysis for Au and Ag to ensure that the material contained minimal Au and Ag. The results were within tolerance for blank material and both labs had similar results. As part of the updated QA/QC procedures, the QA/QC data is reviewed continually to check for problems with the analytical data including reviewing the standard, blank, and duplicate samples. Scheduled analytical maintenance occurs regularly, with additional lab checks reviewed by lab management over short and long-term schedules. To check potential contamination during sample preparation, a batch of high-grade samples from the Rodeo mine was submitted with a blank sample being inserted into the sample stream after each high-grade sample. 8.4 Adequacy of Data The procedures followed by Minera William are within Industry Best Practices and the data is adequate for the use in this level of study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 30 9. DATA VERIFICATION The data collected by the mine staff is in support of operations planning and many of the data inputs provided by Golden Minerals are supported by historic production actuals and, through this activity, have been verified. Additional verification procedures are described below. 9.1 Geologic Data Inputs To verify geologic data inputs the qualified person reviewed provided digital data in context with other data provided along with physical observations while on site. For example: the level mapping was reviewed alongside selected vein samples, geologic mapping was reviewed in conjunction with drill hole geologic interval logging, on-vein development was compared to sample locations, mine stopes were compared to development and channel sampling. Traditional drill hole database validation checks were run on the drill hole and channel database and errors were provided to Minera William staff for correction. Each provided on-vein interval for every modeled vein was reviewed in three-dimensional (3D) view, level plan, and in section during model construction and was checked for consistency of location and grade in context of nearby samples. After the 2015 PEA, Minera William examined the database intervals that intercept the vein. Each interval was examined alongside the mine level maps, as well as existing wireframes. If it was deemed that the vein code was not correct, the database was corrected. Special attention was also given to intervals and whether they contain dilution or not in the sampling. This recoding of intervals was used for the Resource update in this study. 9.2 Mine Planning Data Inputs Tetra Tech conducted a site visit to the Velardeña mine to verify parameters used in mine planning are adequate for use in this study. This included visiting underground workings, as well as test mining areas. This site visit allowed for verification of mining parameters used in the study, confirming the parameters are adequate. 9.3 Mineral Processing Data Inputs Technical and cost data were obtained during the Project site visit and in subsequent communications with Golden Minerals personnel. The data provided by Golden Minerals conforms to industry standards and is within the accuracy of this study and verified for use in this study. At no time was there any limitation to, or failure to provide, the requested technical and cost data for the processing plants or infrastructure to Tetra Tech’s metallurgical or infrastructure personnel during or after the Project site visit. The technical and cost data for the processing plants and infrastructure collected during the site visit to Velardeña and subsequent communications with Golden Minerals are adequate for the assemblage and production of this study. 9.4 Economic Data Inputs A technical economic model was developed using data obtained in communications with Golden Minerals. The data provided by Golden Minerals conforms to industry standards and is within the accuracy of this study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 31 9.5 Environmental Information A list of current permits was obtained from Golden Minerals. The information provided by Golden Minerals conforms to the requirements of Mexican environmental regulations; however, no information regarding an environmental monitoring program or adherence thereto was reviewed and the waste rock area permits will need to be updated before mining recommences. 9.6 Data Adequacy At no time was there any limitation to, or failure to provide, the requested technical and cost data for the Velardeña Property during or after the site visit. Data provided was adequate for the assemblage and production of this study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 32 10. MINERAL PROCESSING AND METALLURGICAL TESTING Golden Minerals owns two processing plants in the vicinity of the Project. Plant 1 is designed to treat sulfide material by conventional crush, grind, and differential flotation to produce Pb, Zn, and pyrite concentrates. For the purposes of the study, all mineralized material produced by the Velardeña mine will be processed through the sulfide flotation circuit at Plant 1. Operation of Plant 1 was discontinued in late 2015 due to a combination of low metal prices, dilution, and metallurgical challenges. Restart of Plant 1 is proposed to treat sulfide mineralized material from the Velardeña mine. Liberation characteristics of the sulfide material and subsequent response to differential flotation are within typical design criteria and known by the operations personnel from historical production data. There are no geological, lithological, or mineralogical changes in the process plant feed anticipated for the envisaged future production as compared to previous operations. Historical operational results support the existing process flowsheet for potential future production at Plant 1. Further, the use of existing and refurbished equipment within the pre-existing facilities is Golden Minerals’ preferred method of future treatment. Recent test mining and processing of mineralized material from the Velardeña veins have demonstrated favorable results from the flotation circuit, as shown in Table 10-1. Table 10-1: Accumulated Metallurgical Balance – Test Processing through May 11, 2023 Product Dry Tonnes Assays Recoveries g/ton % % Au Ag Pb Zn Fe Au Ag Pb Zn Fe Feed 2,933.08 5.07 240 1.06 1.53 6.85 100 100 100 100 100 Conc. Pb 87.3 12.62 5,950 21.92 6.45 4.72 7.40 73.70 61.28 12.58 2.05 Conc. Zn 47.2 3.55 707.76 2.45 41.98 4.39 1.12 4.74 3.70 44.24 1.03 Conc. Fe 681.4 17.87 143.61 0.56 2.11 21.47 81.81 13.89 12.26 32.12 72.80 Tails 2,117.3 0.68 25.52 0.34 0.23 2.29 9.66 7.67 22.77 11.05 24.12 Based on the metallurgical results shown above, the recovery assumptions shown in Table 10-2 have been used for the production plan and economic analysis included in this study. Table 10-2: Long-term Metallurgical Recovery Assumptions Recovery Item (%) NSR Calculations Pb Concentrate Concentrate Grade – Ag (g/t) 6,250 Au Rec 7.45 Ag Rec 75.83 Pb Rec 63.01 Zn Rec 12.35 As Rec 3.11

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 33 Recovery Item (%) NSR Calculations Zn Concentrate Concentrate Grade - Zn (%) 50.26 Au Rec 0.80 Ag Rec 3.03 Pb Rec 1.99 Zn Rec 53.12 As Rec 0.65 Pyrite Concentrate Concentrate Grade - Au (g/t) 19.66 Au Rec 80.76 Ag Rec 13.43 Pb Rec 12.24 Zn Rec 22.66 As Rec 81.41 In 2007 the potential to increase Au recovery from Plant 1 and improve project economics by installing a bio-oxidation circuit to treat pyrite concentrate on-site and recover Au and Ag to doré was explored by sending samples to SGS in South Africa for test work. Since then, in 2019 and 2020, two additional sets of representative Au-bearing iron pyrite concentrate samples were sent to Outotec in South Africa to confirm uniformity of the BIOX® processing results and to further define the bio-oxidation residence time required for subsequent Au recovery by cyanide leaching. The test work indicated Velardeña pyrite concentrate could be successfully oxidized with the BIOX® process prior to cyanidation; however, results to date do not support the capital investment for a bio-oxidation circuit at this time, and therefore the BIOX® process is not considered in this study. SGS and Outotec are independent of Golden Minerals. 10.1 Data Adequacy The data provided by Golden Minerals conforms to industry standards and is within the accuracy of this study and verified for use in this study. Historic production from multiple veins at the mine demonstrates the capability of the plant to process the mineralized material and produce concentrates.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 34 11. MINERAL RESOURCE ESTIMATES Initial vein intervals were provided by Golden Minerals as an attribute in the project database along with indicative vein surface models. The provided vein intervals and surface models were reviewed in 3D in context of the vein mapping and underground development mapping. Intervals were evaluated and coded by vein, which were used to create wireframe vein models. Resources have been estimated independently for 60 vein surfaces representing main veins, fault offsets, and splits of 39 known veins. The primary veins include CC, C1, A4, F1, G1, San Mateo, Roca Negra, Hiletas, Terneras, Chicago, and Escondida. Point models were used to estimate the Resource models for each vein. Attributes have been estimated using inverse distance to a power of 2.5 (IDW 2.5). Block attributes were estimated in three passes from small to large. Estimation was completed using anisotropic inverse distance weighting for each block in the model in Micromine software. Table 11-1 details the search ellipse sizes, orientations along with sample selection criteria, and classification. Resource classification was assessed by pass (maximum search), number of samples and the nearest composite and average distance. Measured or Indicated classification was only permitted in pass one, 75 m maximum search, and was primarily, but not exclusively, defined within blocks haloing the existing drifts and stopes. Table 11-1: Pass Parameters and Classification Pass Method Max Search Ratio 1st:2nd:3rd Sectors Max Per Sector Comp Min Comp Max Classification First IDW 2.5 75 See vein parameter table 4 2 1 8 Inferred, Indicated if; comps >=3 and nearest comp <= 50m, Measured if; comps >=4 and nearest comp <= 16m and average comp distance <= 25 Second IDW 2.5 150 1:0.25:0.5 1 2 1 2 Not classified, Inferred if; nearest comp <= 125m Third IDW 2.5 200 1:0.5:0.5 1 2 1 2 Not Classified Estimated Mineral Resources with an effective date of June 1, 2023 for the Velardeña Project are shown in Error! Reference source not found.. The Resource is reported by mineral type and Resource class for all veins. Resources were calculated as diluted to a minimum of 0.7 meters and are reported at a $195 NSR cutoff. For the oxide mineralized material, Zn and Pb were previously reported as Resources. It has since been determined they do not have a reasonable expectation of economic extraction at this time and have not been included in this update.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 35 Table 11-2: Velardeña Project Sulfide Mineral Resources Classification Mineral Type NSR Cutoff Tonnes Grade Ag g/t Grade Au g/t Grade Pb% Grade Zn% Ag oz Au oz Pb lb Zn lb Measured Sulfide 195 203,200 402 6.02 1.71 2.08 2,625,900 39,300 7,680,000 9,306,300 Indicated Sulfide 195 462,700 402 5.32 1.68 2.08 5,983,000 79,200 17,090,700 21,173,100 Measured + Indicated Sulfide 195 665,900 402 5.54 1.69 2.08 8,608,900 118,500 24,770,700 30,479,400 Inferred Sulfide 195 1,059,900 413 5.10 1.81 2.26 14,067,200 173,700 42,294,600 52,697,800 Notes: 1. Resources are reported as diluted tonnes and grade to 0.7 m fixed width 2. Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn 3. Columns may not total due to rounding Table 11-3: Velardeña Project Oxide Mineral Resources Classification Mineral Type NSR Cutoff Tonnes Grade Ag g/t Grade Au g/t Ag oz Au oz Measured Oxide 195 95,200 318 6.62 973,000 20,300 Indicated Oxide 195 194,000 323 6.01 2,016,800 37,500 Measured + Indicated Oxide 195 289,200 321 6.21 2,989,800 57,800 Inferred Oxide 195 269,400 500 5.56 4,326,400 48,200 Notes: 1. Resources are reported as diluted tonnes and grade to 0.7 m fixed width 2. Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn 3. Pb and Zn are not considered to be recoverable at this time and have not been included in this Resource estimate 4. Columns may not total due to rounding

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 36 Table 11-4: Velardeña Project Mineral Resources Classification Mineral Type NSR Cutoff Tonnes Grade Ag g/t Grade Au g/t Grade Pb% Grade Zn% Ag oz Au oz Pb lb Zn lb Measured All 195 298,400 375 6.21 1.71 2.08 3,598,900 59,600 7,680,000 9,306,300 Indicated All 195 656,700 379 5.53 1.68 2.08 7,999,800 116,700 17,090,700 21,173,100 Measured + Indicated All 195 955,100 378 5.74 1.69 2.08 11,598,700 176,300 24,770,700 30,479,400 Inferred All 195 1,329,300 430 5.19 1.81 2.26 18,393,700 221,900 42,294,600 52,697,800 Notes: 1. Resources are reported as diluted tonnes and grade to 0.7 m fixed width 2. Metal prices for NSR cutoff are: $22.71/oz-Ag, $1,826/oz-Au, $1.02/lb-Pb, and $1.31/lb-Zn 3. Columns may not total due to rounding

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 37 Mineral Resources have been tabulated using a US$195/t NSR cutoff grade based on the price assumptions shown in Table 11-5. The Resource tabulation is presented based on the long-term average consensus prices from 22 banks. The prices used are US$22.71/troy ounce Ag, US$1,826/troy ounce Au, US$1.02/lb Pb, and US$1.31/lb Zn. The NSR cutoff for the Resource is defined by the sum of the mining cost, processing cost, and G&A per tonne. Table 11-5: Cutoff Price Assumptions Assumption Value Ag Price $/oz 22.71 Au Price $/oz 1,826 Pb Price $/lb. 1.02 Zn Price $/lb. 1.31 NSR has been calculated with concentrate characteristics and marketing terms supplied by Golden Minerals. Metal contributions are dependent on the concentrate and mineral type, and the gross payable recoveries are shown in Table 11-6. The formula used was: NSR/t block value = (28.20*Au)+(0.54*Ag)+(10.54*Pb)+(9.00*Zn) Where the block value (NSR/t) is calculated using the diluted block grades, metal prices, gross payable recoveries, and treatment and refining charges. Table 11-6: NSR Gross Payable Sulfide Recovery Assumptions Metal Sulfide Recovery % Au 64 Ag 81 Pb 51 Zn 42 For the oxide and mixed NSR equations the payable terms were combined as single factors with the recoveries and were provided by Golden Minerals. Oxide and mixed mineral types are not the subject of the subsequent sections of this report that assess preliminary economics. The sulfide NSR equation has been updated for proposed mining areas that are the subject of this report and is based on metallurgical testing from that area. The qualified person considers the information provided for this Resource estimate to be at a level of detail to be used for an Initial Assessment. If subsequently converted to Reserves and mined, the inability to precisely predict the true shape and orientation of mineralized shoots could materially affect the Mineral Resources. The geologic controls dictating the extents of the mineralized shoots are not currently known in much of the Inferred Resource areas. Interpolation and extrapolation of channel and drill hole samples represent an unbiased approximation of mineralized shoot shape but will generally not predict the exact shape. NSR calculations are based on reasonable price and contract assumptions. The inability to market concentrates or changes in prices

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 38 or contract terms could materially affect the quantified Resources in relation to the NSR cutoff. The estimation of in-situ tonnage and grade attributes estimated would not be affected. There are no additional environmental, permitting, legal, title, taxation, socio-economic, marketing, political, or other relevant factors that the author of this report is aware of that could materially affect the Mineral Resource estimate. The property has been in operation and many of the above factors have been studied in detail and addressed in the initial permitting process and have not affected the Resource estimates to date. It is possible complications with any or all the above-mentioned factors could arise in the future, but currently no material complications are known.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 39 12. MINERAL RESERVE ESTIMATES Mineral Reserves have not been estimated for the Velardeña Project.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 40 13. MINING METHODS The Project is planned to be operated as an exclusively underground operation. The current mine plan includes only the sulfide material from the principal veins, which include veins CC, C1, A4, F1, G1, San Mateo, Roca Negra, Hiletas, Terneras, Chicago, and Escondida. The plan targets an annual maximum of 118,625 tonnes. 13.1 Geotechnical Analysis A geotechnical analysis for the Project has not been conducted or reviewed by Tetra Tech. The mine has historically operated without significant underground support. Several areas of the underground workings were inspected during the site visit, and it was observed that the rock mass is competent and self-supporting. No areas of concern were noted. It is recommended that, for mining at depth greater than the current, the services of rock engineering firms are engaged to provide expertise on stope layout and future potential rock mass stability concerns that may arise due to increased stress and/or depth. 13.2 Dewatering Neither a water balance nor dewatering investigations were performed for this study. The water handing system currently in place relies on a chain of submersible dirty water pumps to evacuate the inflow from the mine. No significant water infiltration was noted at the underground mine site during the site visit. Seepage and dewatering are not expected to be of concern, and it is not anticipated that excessive dewatering costs will be incurred during the life of mine, but further studies are recommended to confirm this. 13.3 Mine Layout Parameters and Production Plans Tetra Tech has conceptually planned stopes for two scenarios to determine potentially mineable Resources, targeting a mill feed of 118,625 tonnes per year. Scenario 1 includes Measured, Indicated, and Inferred Resources, and Scenario 2, excluding the Inferred material. Scenario 1 contains a potentially Minable Resource totaling 1,216 kt for mining over 10.5 years, and Scenario 2 contains a potentially Mineable Resource of 501 kt for mining for 4.5 years. A summary of the two production scenarios is shown in Table 13-1, and annual production for each case is shown in Table 13-2 and Table 13-3. Table 13-1: Summary of ROM Material Included in Each Production Scenario Category Scenario 1 Total/Avg Scenario 2 Total/Avg. Tonnes (kt) 1,216 501 Ag (g/t) 359 396 Ag (koz) 14,046 6,383 Au (g/t) 5.44 5.64 Au (koz) 213 91 Pb (%) 2.21 2.32 Pb (klb) 59,278 25,587 Zn (%) 1.88 2.20 Zn (klb) 50,308 24,337 Mine Life 10.5 4.5

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 41 Table 13-2: Annual Mine Production - Scenario 1 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Year 11 Total Tonnes (kt) 88 119 119 119 119 119 119 119 119 119 60 1,216 Au (g/t) 4.98 6.81 6.75 6.16 5.93 5.18 5.70 4.88 3.54 3.68 6.80 5.44 Ag (g/t) 277 278 312 325 338 386 408 351 376 509 382 359 Pb (%) 3.88 3.11 2.61 2.20 1.22 1.42 1.84 1.54 2.04 2.21 3.12 2.21 Zn (%) 2.33 1.98 1.63 1.59 1.31 1.40 1.85 2.23 1.62 2.29 3.16 1.88 Table 13-3: Annual Mine Production - Scenario 2 Year 1 Year 2 Year 3 Year 4 Year 5 Total Tonnes (kt) 88 119 119 119 57 501 Au (g/t) 6.43 7.05 5.25 4.40 4.89 5.64 Ag (g/t) 367 445 380 357 456 396 Pb (%) 2.29 1.98 2.52 2.22 2.84 2.32 Zn (%) 1.14 1.99 2.68 2.11 3.51 2.20 An underground site visit was conducted on May 23, 2023. The past extraction methods observed during the visit were mechanized cut and fill stoping, mechanized resuing cut and fill stoping, and shrinkage stoping. These methods are considered for the conceptual plan and are suitable for the steeply dipping veins found at the Project. Resue mining methods considered a minimum width of 0.7 meters, which was demonstrated in recent test mining at the site. Main access ramps will be 4 meters high by 4 meters wide. Crosscuts and footwall development were considered in the plan. The loss of Resources available to mining through mining extraction losses has been considered. The considerations include stoping with both shrinkage and resue mining which require the leaving of rib, sill, and crown pillars. For the conceptual plan rib, sill, and crown pillars have been included as 3 m in width. Potentially minable resources were determined by developing 3D stope shapes using Micromine software around blocks with a diluted NSR value above $195/t. Stope dimensions have a minimum length along strike of 10 m and a maximum vertical extent of 30 m. Existing development will be rehabilitated for use in accessing the veins. An example of the conceptual stope layout is shown in Figure 13-1.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 42 Figure 13-1: View of the Santa Juana area, CC vein, showing conceptual stopes, existing development, and blocks above NSR $195 (see legend) Stope tonnages have been planned using the weighted average vein width of 0.7 m. An additional dilution factor of 10% has been applied to the recoverable tonnes to align with current reconciliation data from the test mining operations at the Project. Overall stope extraction has been estimated at 93%, including a mining loss of 5% which accounts for blasted material left in-situ in stopes, above pillars and in stope drifts after stope completion. 13.4 Other Mining Requirements 13.4.1 Mining Equipment and Personnel Table 13-4 shows the list of equipment available at the Project as provided by Golden Minerals. The key pieces of equipment required for mining are scoop-trams, underground trucks, and drilling jumbos. The current equipment fleet is expected to be adequate to achieve the 338 tpd of mill feed for processing and, as such, no additional equipment is expected to be purchased. Not listed here, but owned by Golden Minerals, are jacklegs required for stoping and underground development (narrow drifts), and ventilation equipment for use underground. Golden Minerals plans to use a mining contractor, who will lease a subset of the equipment from Minera William and provide operators for the equipment.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 43 Table 13-4: Velardeña Equipment List List of Available Equipment # Tag # Model Manufacturer Series Motor Scoop Trams 1 ST-1 MTI-270 MTI 3215 Deutz F5L912W 2 ST-04 EJC 100A Emco Jarvis Clark 9171808 Deutz F6L413FW 3 ST-8 LT-125 MTI 509 Deutz F4L912W 4 ST-13 LT-270 MTI 9171808 Deutz F5L912W 5 ST-10 EJC-100 Sandvik O8861795 Deutz F6L914 6 ST-11 ST-2D Wagner RBO42009 1RBO42009 7 ST-17 ST 1030 Atlas Copco AVO 11X265/8997 3178 00 Cummins QSL 8 ST-18 LT-250 JCI 67695 Deutz F6L914 9 ST-19 LH-203 Sandvik L203D767 Deutz BF6L914 10 ST-20 LH-203 Sandvik L103D778 Deutz BF6L914 11 ST-23 LT-210 MTI 4314 Deutz F4L912W 12 ST-24 LT-210 MTI 4313 Deutz F4L912W 13 ST-25 ST 1030 Atlas Copco AVO 07X430/8997 149900 Cummins QSL 14 ST-26 LH-203 Sandvik L003D685 Deutz BF6L914 15 ST-27 LH-203 Sandvik L103D787 Deutz BF6L914 16 ST-28 LH-203 Sandvik L007D303 Deutz BF6L914 17 ST-29 LH 307 Sandvik L007D303 MB OM906LA 18 ST-30 LH-203 Sandvik L203D790 Deutz BF6L914 19 ST-31 50M JCI 87388 Drilling Jumbos 1 JB-01 Boomer S1D Atlas Copco AVO 11A239/8991894700 2 JB-03 Boomer S1D Atlas Copco AVO 08A640/8991 7 74400 Deutz D914L04 3 JB-02 Boomer T1D Atlas Copco AVO11A362/8991895700 Motor Grader 1 MOTO-01 CAT 140M Caterpillar CAT0140MLB9D02937 Personnel Transport (Underground) 1 KU-01 RTV 900 Kubota A5KB1FDACBG0C4080 2 KU-02 RTV 900 Kubota A5KB1FDACBG0C4078 3 KU-03 RTV 900 Kubota A5KB1FDAHBG0C6068 4 KU-04 RTV 900 Kubota A5KB1FDAKBG0C7535 5 KU-06 RTV 900 Kubota A5KB1FDAPCG0D4307 6 KU-07 RTV 900 Kubota A5KB1FDAACG0D1107 Kubota D902-ET03 7 KU-08 RTV 900 Kubota A5KB1FDACG0D3167 8 KU-08 RTV 900 Kubota A5KB1FDACG0D3167 9 KU-10 RTV 1140 Kubota A5KB1FDAHCG0D6374 Underground Trucks 1 CBP-01 JCI 704 MTI Deutz F6L914 2 CBP-02 JCI 704 MTI Deutz F6L914 3 CBP-05 JCI 704 MTI RB-148-0812 Deutz F6L914 4 CBP-06 JCI 704 MTI RB-149-0812 Deutz F6L914 5 CBP-07 MT 431B (264) Atlas Copco AVO 12X463/8997 4225 00 Detroit S-60 6 CBP-08 MT 431B (265) Atlas Copco AVO12X513 Detroit S-60 7 CBP-09 TH-320 Sandvik 4565 Mercedes-Benz 8 CBP-10 TH-320 Sandvik 4649 Mercedes-Benz Front End Loader 1 916 Caterpillar 2XB01887 2 930G Caterpillar CAT0930GETWR02020 3 930G Caterpillar CAT0930GHTWR01237 Telehandler 1 TH-01 TH 580 B Caterpillar CATTH580JSLH01098 TLB (Tractor, Loader, Backhoe) 1 420E Caterpillar CAT0420ELKMW01116

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 44 List of Available Equipment # Tag # Model Manufacturer Series Motor 2 416E Caterpillar CAT0420ELKMW1116 3 416D Caterpillar CAT0416DAB2D00688 Bobcat 1 236B Caterpillar Compressors and Generators 1 COM TS-20-250-60 Sullair 9963 2 COM SSR-EPE300 Ingersoll Rand E1241U94053 3 COM EAU99P Gardner Denver S290593 4 COM SSR-XF100 Ingersoll Rand F8769U94104 5 COM 267913U66327 Ingersoll Rand 185WJD-196-D 6 COM P375WCU Ingersoll Rand 309961UCK413 7 COM 9185WJD Ingersoll Rand 347689UG0221 8 COM P185WJD Ingersoll Rand 267913UGG327 9 COM ZR-4 Atlas Copco 10 GEN 432R5L2014A- UH3509556 Tractors 1 TR-01 2635 Massey Ferguson FX729539 TSJ436E 05190 / MF 2635 4WD STD2 2 TR-02 2635 Massey Ferguson FX729535 MF 2635 4WD STD2 3 TR-03 2635 Massey Ferguson FX752999 MF2635 /MF 2635 4WD STD2 4 TR-04 2635 Massey Ferguson FX777239 MF2635 /MF 2635 4WD STD2 Vehicles for Transporting Personnel and Cargo 14 EX65140 International Chasis Cabina Tandem 740 15 EX01679 International Chasis C 7400-300 Camión 18 EX01622 International Chasis C 4400-250 Camión 33 EX05301 International Chasis Coraza 3300 210 CE 34 EX01616 International Chasis Cabina 7400 310 35 EX01625 International Chasis Cabina 7400 310 4 EX05302 International Autobus 4700 22 FE

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 45 13.4.2 Ventilation The current underground workings at the Project are naturally ventilated, with the main ramp used as an intake airway and the old Santa Juana mining areas and shafts for exhausting air. However, Golden Minerals is planning to install a booster fan which will force air from the San Mateo and Terneras areas down the main adit and ultimately out of the old Santa Juana mining areas. Access to the old shafts within the Santa Juana Mine is still possible and provides access for inspections to ensure that the old excavations remain open to provide exhaust. Ventilation circuits are created in stoping areas through forced ventilation via fans and ducting of various sizes. Stopes are set up to have a minimum of two entrances, which when connected provide adequate ventilation. No further ventilation studies have been performed but it is expected that the main booster fan, once installed, will be adequate for mine ventilation. 13.4.3 Access and Development Existing underground development includes 10,122 meters of drift and ramp development and 2,278 meters of raise development. Development requirements to restart mining are minimal. The main access ramps are 4 meters high by 4 meters wide. The ramps are driven at slopes no greater than 15%. The ramps are equipped with HDPE lines carrying compressed air, drill water, and mine water drainage. The Velardeña planned advance rate for ramps is 4.4 meters per day. Single boom hydraulic jumbos will be used to drill and 6 cubic yard capacity LHD units will be used to muck. Cross cuts and footwall development are required to access each stope. Stope size will vary by vein width. 13.4.4 Power Underground power is available from a primary substation located at the portal. The power taken into the mine is stepped down at the substation to 4,160 volts. The 4,160 is stepped down to a typical working voltage of 440 volts using mobile mine load centers or pad mount transformers set on concrete. The power is stepped down to 120/240 single phase in many locations at the load centers. The mine power system was modernized in 2011.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 46 14. PROCESSING AND RECOVERY METHODS Golden Minerals owns two plants at the Velardeña Project. Plant 1 is designed to treat sulfide material to produce Pb, Zn, and pyrite concentrate and is located near the village of Velardeña, approximately eight kilometers from the mining operations. It has an operating capacity of 338 tpd with net capacity of 325 tpd, equal to 118,625 tpy on a 351-day schedule. Operations were suspended at both plants in June 2013. In July 2014, Golden Minerals restarted mining operations to feed Plant 1, which started production on November 3, 2014. During the shutdown, Golden Minerals completed several capital projects at Plant 1 prior to restart including overhauling the electrical system, installing new concentrate filters, and refurbishing the flotation cells. Operation of Plant 1 was discontinued in late 2015 due to a combination of low metal prices, dilution, and metallurgical challenges, but was restarted in 2023 to begin test processing in advance of a planned production restart at Velardeña. 14.1 Plant 1 Plant 1 is designed to process sulfide material in a conventional flow sheet of crushing, grinding, and differential flotation to produce three separate concentrates: Pb-Ag, Zn, and pyrite. Figure 14-1 shows the processing flow sheet for Plant 1, and Figure 14-2 shows a layout of Plant 1 and the tailings dams. Table 14-1 and Table 14-2 list the major equipment and process materials in use at Plant 1. Reagents used in Plant 1 include lime, collectors, depressants, and frothers.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 47 Figure 14-1: Process plant flow sheet for Plant 1

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 48 Figure 14-2: Site layout for Plant 1

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 49 Table 14-1: Major Process Plant Equipment for Plant 1 Description Quantity Function Coarse Ore Bin; 120 t Capacity 1 ROM Feed Ore Bin Jaw Crusher; 10 in. by 30 in.; 100 HP 1 Primary Crusher Cone Crusher; Sandvik Model H3800; 200 HP 1 Secondary Crusher Vibrating Screen; FIMSA 4 ft by 6 ft; 10 HP 1 Size Classification Fine Ore Bin; 350 t Capacity 1 Surge Capacity Ball Mill #1; FIMSA; 7 ft by 10 ft; 200 HP 1 Ore Grinding Ball Mill #2: MERCY; 5 ft by 8 ft; 125 HP 1 Ore Grinding Cyclones; D6 3 Size Classification Lead Conditioning Tank; 6 ft by 6 ft; 10 HP 1 Conditioning Lead Rougher Flotation Cells; FIMSA; 100 cu ft; 60 HP 4 Lead Rougher Flotation Lead Scavenger Flotation Cells; FIMSA; 100 cu ft; 20/30 HP 4 Lead Scavenger Flotation Lead Cleaner Flotation Cells; FIMSA; 3 stages; 24 cu ft; 7.5/10 HP 6 Lead Cleaner Flotation Lead Concentrate Thickener; 25 ft diameter; 2 HP 1 Thicken Final Lead Concentrate Lead Concentrate Filter; SEW; 6 ft diameter; 3 Discs; 2 HP 1 Filter Lead Concentrate Zinc Conditioning Tank; 6 ft by 6 ft; 10 HP 1 Conditioning Zinc Rougher Flotation Cells; Denver; 100 cu ft; 15 HP 6 Zinc Rougher Flotation Zinc Primary Scavenger Flotation Cells; Denver; 50 cu ft; 15 HP 6 Zinc Scavenger Flotation Zinc Secondary Scavenger Flotation Cells; Denver; 50 cu ft; 15 HP 4 Zinc Scavenger Flotation Zinc Cleaner Flotation Cells; Denver; 3 stages; 24 cu ft; 7.5 HP 6 Zinc Cleaner Flotation Zinc Concentrate Thickener; 25 ft diameter; 2 HP 1 Thicken Final Zinc Concentrate Zinc Concentrate Filter; Filter Press; 0.25 HP 1 Filter Zinc Concentrate Pyrite Conditioning Tank; 6 ft by 6 ft; 10 HP 1 Conditioning Pyrite Rougher Flotation Cells; MINPRO; 100 cu ft; 30 HP 4 Pyrite Rougher Flotation Pyrite Scavenger Flotation Cells; Denver; 50 cu ft; 25/30 HP 5 Pyrite Scavenger Flotation Pyrite Cleaner Flotation Cells; Denver; 2 stages; 25 cu ft; 7.5 HP 8 Pyrite Cleaner Flotation Pyrite Concentrate Thickener; 25 ft diameter; 2 HP 1 Thicken Final Pyrite Concentrate Pyrite Concentrate Filter; 0.25 HP 1 Filter Pyrite Concentrate Table 14-2: Process Materials for Plant 1 Process Materials Consumption Rate (kg/t processed) Grinding Balls - 2.5 in. diameter 0.83 Grinding Balls - 2 in. diameter 0.72 Grinding Balls - 1.5 in. diameter 0.17 Lime 1.16 Sodium Cyanide 0.07 Sulfate 0.88 Xanthate 350 0.8505 Aeropromoter 211 0.02 Aeropromoter 3416 0.0675

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 50 Process Materials Consumption Rate (kg/t processed) Aerofloat 31 0.054 Frother 1065 0.0945 Aerofloat 70 0.01 P404 0.03 P242 0.04 Copper Sulfate 0.92 Run of Mine (ROM) material is received from the underground mines by truck and unloaded onto a small area near the Plant 1 crushing circuit. The ROM material is reclaimed by a front-end loader and fed to a jaw crusher for primary crushing. The primary crushed material is sized by a vibrating screen operating in closed-circuit with a secondary cone crusher. The crushed fine material is conveyed to a 350-t fine ore bin ahead of the grinding circuit. The fine material is ground in two ball mills operating in parallel. The ball mill discharge is classified by cyclones, with the cyclone underflow (oversize material) returned to the ball mills and the cyclone overflow (product), at 80% minus 200 mesh, advances to a conditioning tank ahead of Pb flotation. After conditioning, the slurry is fed to the Pb flotation circuit comprised of rougher, scavenger, and three stages of cleaner cells. The Pb concentrate from the cleaner cells represents the final Pb concentrate, which is then thickened and filtered to a moisture content of 10-12%, by weight, for shipment. The final Pb concentrate has a low projected grade of 35-40% Pb, which is rich in Au and Ag byproducts. The Pb and Ag recoveries to the Pb concentrate are projected to be over 65% and about 70% respectively. The tailings from the Pb flotation circuit are fed to a conditioning tank ahead of the Zn flotation circuit. The conditioned slurry is fed to the Zn flotation circuit comprised of rougher, scavenger, and three stages of cleaner cells. The Zn concentrate from the cleaner cells represents the final Zn concentrate, which is then thickened and filtered to a moisture of 10-12%, by weight, for shipment. The final Zn concentrate is projected to contain over 40% Zn. The Zn recovery to the Zn concentrate is projected to be over 70%. Both the Pb and Zn concentrates contain levels of As and Sb impurities. Tailings from the Zn flotation circuit are fed to a conditioning tank ahead of the pyrite flotation circuit. The conditioned slurry advances to the pyrite flotation circuit comprised of roughers, scavengers, and two stages of cleaner cells. The concentrate from the cleaners represents the final pyrite concentrate, containing high Au and Ag values. The tailings from pyrite flotation represent the final flotation plant tailings that are pumped to Tailings Dam #3 located adjacent to Plant 2. Tailings Dam 3 has sufficient capacity to hold 3.9 years of tailings from Plant 1. Any additional capacity in Tailings Dam 3 would need to be permitted. Plant 1 obtains power from the national Comisión Federal de Electricidad (CFE) power grid. The nominal electrical consumption for Plant 1 is approximately 33 kWh/t of material processed. Fresh water for Plant 1 is obtained from existing water wells located near Plant 1 and Plant 2 at an average consumption rate of 184 cubic meters per day. Historically, some fresh water has been trucked from Plant 2 to Plant 1 during periods of insufficient water flow. Golden Minerals plans to construct a 4-in diameter water line from Plant 2 to Plant 1, approximately five kilometers. Nine personnel are required for day shift operations along with eight mechanics, and night shifts require seven operators.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 51 14.2 Plant 2 Due to recent metallurgical testing and economic modeling by Golden Minerals, along with favorable terms for the sale of the pyrite concentrate, material from the Velardeña mine is not planned for processing at Plant 2, and therefore Plant 2 has been excluded from this study. 14.3 Proposed BIOX® Plant Previous studies on the Project have included recovery from a BIOX® plant constructed near Plant 2. Due to the results from recent metallurgical and economic analyses performed by Golden Minerals along with favorable terms for the sale of pyrite concentrate, the results presented in this study exclude this process.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 52 15. INFRASTRUCTURE Infrastructure for the project currently includes access roads, power, ancillary buildings, and water wells. No additional infrastructure is required for the site to resume production. Figure 15-1 showsthe site infrastructure. Figure 15-1: Surface infrastructure

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 53 15.1 Access Roads The Project is located in the Mexican state of Durango, approximately 65 kilometers southwest of the city of Torreón and 150 kilometers northeast of the city of Durango. A major 4-lane highway, Highway 40, connects these cities. Plant 1 is located adjacent to the village of Velardeña, which is approximately 500 meters west of the highway. The Velardeña mines are located about eight kilometers from Plant 1 via a gravel road. 15.2 Waste Rock Waste rock from the underground mine consists of tonnage from the ramp, lateral development, and stopes. Since the mining methods include cut and fill, the waste from the stopes would either be stored underground in mined out stopes, hauled to the surface, or transported to the mill with the diluted mined material. Limited cut and fill mining is planned and, as such, most of the waste rock is planned for surface storage. The waste rock not stored underground will be deposited along the valley between the San Mateo adit and the Santa Juana adit. 15.3 Tailings The dry tailings located near Plant 1 are suitable for spreading on the fill of each cut to eliminate the dilution and losses associated with blasting process grade material on course placed fill. Tailings will be hauled from Plant 1 to the active mine and dumped at a centralized area. Trucks will then haul the tailings underground to a stope area where an LHD will spread the material on top of the recently placed course fill, a cover of approximately 15 cm. The planning and calculated production rates used in this estimate contain time for placing the tailings cover. 15.4 Power Underground power is available from a primary substation located at the portal. The power taken into the mine is stepped down at the substation to 4,160 volts. The 4,160 is stepped down to a typical working voltage of 440 volts using mobile mine load centers or pad mount transformers set on concrete. The power is stepped down to 120/240 single phase in many locations at the load centers. The mine power system was modernized in 2011. 15.5 Water Wells There are six existing water wells (three associated with Plant 1 and three associated with Plant 2) for extracting water from local aquifers. These wells are authorized, regulated, and permitted by CONAGUA, the Mexican Comisión Nacional del Agua. Prior to start-up, Golden Minerals will install a 5 km, 4-inch diameter water line from Plant 2 to Plant 1 to provide an adequate water supply.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 54 16. MARKET STUDIES AND CONTRACTS Detailed market studies have not been performed for the Velardeña Project. Markets for the Pb, Zn, and pyrite concentrates include metal brokers and direct sales to smelters. The concentrates produced are typical within the Mexican mining industry and the concentrate and markets within Mexico and worldwide are liquid. For purposes of this study, it is assumed that Golden Minerals will be successful in securing buyers for its concentrates. Metal prices are based on long-term average consensus prices from 22 banks from April 2023 and are shown in Table 16-1. Table 16-1: Commodity Price Assumptions - Long-term Consensus Pricing Commodity Value Units Gold (Au) $1,826.00 /oz Silver (Ag) $22.71 /oz Lead (Pb) $1.02 /lb Zinc (Zn) $1.31 /lb 16.1 Concentrates The sulfide plant at the Velardeña operations contains a typical flotation circuit that produces Pb, Zn, and pyrite concentrate products for sale to customers. Pb and Zn concentrates comprise approximately 15% and 7% of total concentrate production from the sulfide plant, respectively. Pyrite concentrate comprises approximately 78% of total concentrate production from the sulfide plant. All concentrate products will be sold under annual contracts, which are generally re-negotiated each calendar year. The concentrate products are generally shipped in covered trucks and the company generally incurs the cost of freight to the customer. Golden Minerals has shipped concentrate products to refining customers under the general terms described below. 16.1.1 Pb Concentrate The Pb concentrate has an assay range is 19-25% Pb, 5,000-7,000 g/t Ag, and 15-22 g/t Au. After metal deductions, the company is generally paid for 95% of the contained Pb, Ag, and Au. Concentrate treatment charges would be negotiated annually and generally reflect market terms for the industry for similar products. The following treatment charges have been assumed for purposes of the study:  Pb concentrate treatment charge: $60 per dry metric tonne of Pb concentrate  Pb concentrate treatment charge escalator: $0.1 for each dollar above $2,100/tonne of realized lead price  Au refining charge of $20.00 per payable ounce  Ag refining charge of $0.45 per payable ounce  Penalties: o Arsenic: Penalty of $1.50/t of Pb concentrate for every 0.1% As greater than 0.8%.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 55 16.1.2 Zn Concentrate The Zn concentrate has an assay range of 40-45% Zn, 500-600 g/t Ag, and 4-5 g/t Au. After metal deductions, the Company is generally paid for approximately 85% of contained Zn and 70% of Ag. Concentrate treatment charges would be negotiated annually and generally reflect market terms for the industry for similar products. The following treatment charges have been assumed for purposes of the study:  Zn concentrate treatment charge: $375 per dry metric tonne of Zn concentrate  Penalties: o Arsenic: $1.50/t of Zn concentrate for every 0.1% As greater than 0.5% but less than 0.6%, increasing to $3.00/t of concentrate for As values over 0.6%. 16.1.3 Pyrite Concentrate The pyrite concentrate has an assay range of 100-200 g/t Ag, and 14-19 g/t Au. After metal deductions, the Company is generally paid for approximately 75% of contained Au and 85% of Ag. Concentrate treatment charges would be negotiated annually and generally reflect market terms for the industry for similar products. The following treatment charges have been assumed for purposes of the study:  Pyrite concentrate treatment charge: $150 per dry metric tonne of Zn concentrate  Penalties: o Arsenic: Penalty of $1.00/t of Pyrite concentrate for every 0.1% As greater than 0.5%. 16.2 Contract Mining Golden Minerals has selected a mining contractor with skilled miners who are familiar with the cut and fill and resue mining methods intended to be used at the Project. The contractor will work under a fixed price per unit contract structure, and support positions will be invoiced daily. The contract is undergoing the final round of negotiations as of the effective date of this study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 56 17. ENVIRONMENTAL STUDIES, PERMITTING, AND PLANS, NEGOTIATIONS, OR AGREEMENTS WITH LOCAL INDIVIDUALS OR GROUPS 17.1 Environmental Baseline Studies A variety of studies have been completed to characterize the natural environment of the Project area. The most recent Environmental Impact Statement for the Project was completed in April 2013. According to INEGI-INE classification, the type of vegetation in the Project area corresponds to Desert Shrubland (rosette-forming vegetation) and sub-montane scrub, however; there is no demarcation that determines the separation between the ecosystems, so it is possible to find species from both. The vegetation in the vicinity of the Project is diverse and abundant but has deteriorated in areas with significant traffic. The arid ecosystem provides for a predominately shrub vegetation cover which contributes to soil stability. An indication of the stability maintained in this environment is shown by the abundance of various cacti species. Of the 24 species of flora recorded for the Project area, only one species is reported within a risk category: Mammillaria candida (snowball cactus), which falls under the category of endangered according to SEMARNAT. Mammal species identified in the Project area include two species considered threatened, Vulpes macortis, (kit fox) and Peromyscus boylii (brush mouse); and one species considered endangered, Erethizon dorsatum (North American porcupine). Of the bird species identified at the Project, four are under special protection (red-tailed hawk, peregrine falcon, pine siskin, and Townsend’s solitaire); one is considered endangered (Falco mexicanus or prairie falcon); and one is considered threatened (black-capped vireo). Of the amphibian and reptile fauna in the Project area, two are considered threatened (black racer and coachwhip snake) and two are identified under special protection (New Mexico whiptail and rock rattlesnake). 17.2 Requirements and Plans for Waste and Tailings Disposal As part of the Environmental Impact Statement for the Project and in compliance with environmental regulations, Minera William has established an Environmental Monitoring Program that identifies potential impacts during each of the phases of the project along with actions to prevent, mitigate, and compensate the effects. The program requires internal control and periodic reporting to verify compliance with the program. Golden Minerals has retained an independent consultant to evaluate compliance with current environmental reporting and requirements. The waste rock not stored underground will be contained along the valley between the San Mateo adit and the Santa Juana adit. The dry tailings from Plant 1 are suitable for spreading on the fill of each cut to eliminate or reduce the dilution and losses associated with blasting and mucking process grade material on coarse placed fill. 17.3 Permitting Requirements and Status Permitting requirements and status are shown in

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 57 Table 17-1 below. There is no reclamation bond required for this operation.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 58 Table 17-1: Permitting Requirements Authorization, Procedure, or Project Number Authorization Date Comment Plant 1 Permitting Environmental Risk Study NA Aug. 27, 2008 Valid Accident Prevention Program DGGIMAR.710/004071 May 21, 2021 Valid Single Environmental License SG/130.2.1/001312 Jul 4, 2008 Valid Special Conditions for Ducts and DGGCARETC/0418/2011 Aug 19, 2011 Valid as long as the conditions of the La Discordia Well B00-L-0459-21-09-15 Dec 4, 2015 Valid through December 5, 2025 El Rancho Well B00.909.01.02/1508 Jul 7, 2018 Valid through July 8, 2028 La Noria Well BOO.E.231.1/0478 Sep 29, 2014 Valid Plant 2 and Velardeña Mine Sites Permitting Environmental Impact Study for SG/130.2.1.1/002387/13 Aug 29, 2013 Valid Environmental Impact Study for SG/130.2.1.1/001783/12 Jul 16, 2012 Valid for operations through June Environmental Risk Assessment NA Oct 30, 2015 Valid but must be modified if the Accident Prevention Program DGGIMAR.710/006062 Jul 27, 2016 Valid but must be modified if the Single Environmental License SG/130.2.1/002086 Nov 3, 2009 Valid Single Environmental License SG/130.2.1/001398/17 May 24, 2017 Valid Special Conditions for Ducts and DGGCARETC/774/2017 Dec 19, 2017 Valid Mine Waste Management Plan DGGIMAR.710/0006148 Jul 31, 2018 Valid through July 31, 2048 Hazardous Waste Management DGGIMAR.710/0004490 Jun 13, 2018 Valid Water Well #1 B00.E.23.1.1/0481002930 Sep 17, 2014 Valid Water Well #2 B00.E.23.1.1/0479002928 Sep 17, 2014 Valid Water Well #2 B00.3.23.1.1/0480002929 Sep 17, 2014 Valid Environmental Impact SG/130.2.1.1/002292/11 Dec 7, 2011 Valid for operations through July 2031 Preventive Report of the Tailings SG/130.2.1.1/2126/16 Nov 28, 2016 Valid through September 2024, Technical Justification Study for SG/130.2.2/000098/16 Jan 12, 2017 Currently valid; a request was Extension Authorization SG/130.2.2/0053/2020 Jan 13, 2020 Valid Explosives Permit 4596-Dgo Oct 15, 2021 Valid; renewable each year 17.4 Plans, Negotiations, or Agreements with Local Individuals or Groups Surface rights to some of the Project’s concession areas are held by local ejidos (rural co-operative communities). Ejido Velardeña holds surface rights at the Project’s Velardeña property. Golden Minerals reports that it has an agreement with the ejido for surface access and to perform work related to exploration and mining on the property. As part of this agreement, Golden Minerals Golden Minerals has negotiated an agreement, which

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 59 requires quarterly payments of $4,000 and is valid through 2032. Golden Minerals remains in good standing with the community and is finalizing renegotiation of the agreement. Ejido Vista Hermosa holds surface rights for the Project’s Chicago property. Golden Minerals reports that it has an agreement with the ejido allowing access to the property to perform work related to mineral exploration and mining. The agreement was formalized before a notary and is valid until 2038. As part of the agreement, Golden Minerals makes a payment of $400,000 MXN plus applicable taxes by the 24th of March each year. 17.5 Mine Closure Plans and Costs Golden Minerals has developed closure plans for the mines and processing plants presented in this TRS in conjunction with an independent consulting firm. Closure and reclamation costs for the Plant 1 area are estimated to total $1.5M. 17.6 Qualified Person’s Opinion on Adequacy of Current Plans The information provided by Golden Minerals contains legal documentation related to environmental compliance, and SEMARNAT, the governmental office in charge of the environmental aspects. Golden Minerals also has provided documents that support operations from the permitting side, which are official files for mine operations, haulage, waste, and water aspects. There are also documents related to agreements with the communities for other related activities that are described next. The data provided is in good standing to the knowledge and understanding of the QPs of this report.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 60 18. CAPITAL AND OPERATING COSTS Two capital and operating cost estimates were generated for the Project to support two economic analysis cases. One case considers Measured, Indicated, and Inferred (MII) Mineral Resources and the other considers only Measured and Indicated Mineral (MI) Resources. Capital and operating costs are based on Golden Minerals internal forecasts, which Tetra Tech has reviewed and found to be consistent with a mine of this type. Both capital and operating costs have a 15% contingency applied. Tetra Tech considers these cost estimates to be within 50%. 18.1 Capital Costs Capital costs for the two cases are summarized in Table 18-1 and Table 18-2. The capital cost estimate for the plan including Inferred Mineral Resources contains a tailings expansion provision of $0.3M that is not required for the plan based on Measured and Indicated Resources only. Table 18-1: Capital Cost Estimates - MII Plan Capital Costs Pre-Production LOM Full LOM Mine Equipment $763 $0 $763 Process Plant $115 $0 $115 Sustaining Capital $0 $3,630 $3,630 Surface Infrastructure and Other Capex $0 $275 $275 Closure and Reclamation $1,500 Contingency (15%) $132 $586 $942 Total(1) $1,010 $4,491 $7,225 1Column values may not total due to rounding Table 18-2: Capital Cost Estimates - MI Plan Capital Costs Pre-Production LOM Full LOM Mine Equipment $763 $0 $763 Process Plant $115 $0 $115 Sustaining Capital $0 $1,650 $1,650 Surface Infrastructure and Other Capex $0 $0 $0 Closure and Reclamation $1,500 Contingency (15%) $132 $473 $604 Total(1) $1,010 $3,623 $4,632 1Column values may not total due to rounding Capital costs common to both scenarios include preproduction costs of $763k for rehabilitation of the LHD fleet, installation of air compressors, installation of underground air doors, installation of the mine dewatering system, and other equipment purchases, and $115k for capital improvements to Plant 1 prior to restart.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 61 Planned expenditures over the life of mine include $100k per year as sustaining capital for the Project, and an additional sustaining capital amount of $230k per year for the tailings system. 18.2 Operating Costs Operating costs for the two cases are summarized in Table 18-3 and Item Total ($000s) Unit Cost ($/t) Mining Costs $154,407 $126.99 Processing Costs $33,921 $27.90 G&A and Overhead $49,375 $40.61 Contingency $35,655 $29.32 Total1 $273,358 $224.82 Mexico Precious Metals Royalty $2,679 $2.20 1Columns may not total due to rounding Table 18-4. Costs for underground development are included in the mining cost as the Project does not have declared Mineral Reserves. Unit operating costs were provided by Golden Minerals based on expected mining contract terms and actual and forecasted costs for processing and G&A. Table 18-3: Operating Cost Estimates - MII Plan Item Total ($000s) Unit Cost ($/t) Mining Costs $154,407 $126.99 Processing Costs $33,921 $27.90 G&A and Overhead $49,375 $40.61 Contingency $35,655 $29.32 Total1 $273,358 $224.82 Mexico Precious Metals Royalty $2,679 $2.20 1Columns may not total due to rounding

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 62 Table 18-4: Operating Cost Estimates - MI Plan Item Total ($000s) Unit Cost ($/t) Mining Costs $63,606 $126.99 Processing Costs $13,973 $27.90 G&A and Overhead $20,339 $40.61 Contingency $14,688 $29.32 Total1 $112,607 $224.82 Mexico Precious Metals Royalty $1,181 $2.36 1Columns may not total due to rounding

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 63 19. ECONOMIC ANALYSIS Two economic models were prepared for the Project: one includes Inferred Mineral Resources (MII Plan) in the analysis, and the second excludes the Inferred material (MI Plan). The economic model results are based on Mineral Resources that, by definition, are not Mineral Reserves, and do not have demonstrated economic viability. The economic assumptions shared between both models are summarized in Table 19-1. Commodity prices were obtained in April 2023 from long-term consensus price forecasts from 22 banks. For both economic analyses, reclamation costs are assumed to be canceled by salvage value and are therefore not included. Table 19-1: Economic Model Input Parameters Description Value Units Market Prices: Gold (Au) $1,826.00 /oz Silver (Ag) $22.71 /oz Lead (Pb) $1.02 /lb Zinc (Zn) $1.31 /lb Taxes: Federal Precious Metal Royalty 0.50 % Financial: Discount Rate 8 % Mexico Special Mining Tax 7.5 % Income Tax 30 % Mine and process plant summaries over the LOM are shown in Table 19-2 through Table 19-5 below.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 64 Table 19-2: ROM Production – MII Plan Description Value Units Material Mined 1,216 kt ROM Grades Au 5.44 g/t Ag 359 g/t Pb 2.21 % Zn 1.88 % Metal Contained in ROM Au 213 koz Ag 14,046 koz Pb 59,278 klb Zn 50,308 klb Table 19-3: ROM Production - MI Plan Description Value Units Material Mined 501 kt ROM Grades Au 5.64 g/t Ag 396 g/t Pb 2.32 % Zn 2.20 % Metal Contained in ROM Au 91 koz Ag 6,383 koz Pb 25,587 klb Zn 24,337 klb

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 65 Table 19-4: Process Summary - MII Plan Description Unit Total Conc. (t) Pb Conc. (t) Zn Conc. (t) Pyrite Conc. (kt) Products 348,940 53,007 24,118 271,816 Metal Recoveries Au % 88.2% 7.5% 0% 80.8% Ag % 92.3% 75.8% 3.0% 13.4% Pb % 63.0% 63.0% 0% 0% Zn % 53.1% 0% 53.1% 0% Contained Metals Au koz 187.7 15.8 0 171.8 Ag koz 12,963 10,651 426 1,886 Pb klb 37,351 37,351 0 0 Zn klb 26,724 0 26,724 0 Table 19-5: Process Summary - MI Plan Description Unit Total Conc. (t) Pb Conc. (t) Zn Conc. (t) Pyrite Conc. (kt) Products 151,859 24,088 11,667 116,105 Metal Recoveries Au % 88.2% 7.5% 0% 80.8% Ag % 92.3% 75.8% 3.0% 13.4% Pb % 63.0% 63.0% 0% 0% Zn % 53.1% 0% 53.1% 0% Contained Metals Au koz 80.2 6.8 0 73.4 Ag koz 5,891 4,840 193 857 Pb klb 16,122 16,122 0 0 Zn klb 12,928 0 12,928 0

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 66 Economic penalties for As are included in the smelter contracts according to the terms described in Section 0. Assays for As content have not been incorporated into the geological block model and therefore As contents in the concentrate streams are assumed based on metallurgical test performance and smelter assays. Assumed As recoveries into each concentrate product are shown in Table 19-6. An average run-of-mine grade of 0.49% As has been assumed based on recent test mining and test processing results. Table 19-6: Assumed Arsenic Recoveries in Concentrate Concentrate Value Units Pb 3.11 % Zn 0.65 % Fe 81.41 % 19.1 Economic Model Results – MII Plan Economic model results for the MII Plan are summarized in Table 19-7 and presented on an annual basis in Table 19-8. Over the 10.5-year LOM, the Project is projected to return an after-tax NPV8% of $87.6M with an IRR of 860.7%. Due to the minimal capital investment required for the Project, the payback period is less than one year. Table 19-7: Economic Model Results – MII Plan Production Summary Total - LOM Financial Summary Total ($M) Material Mined and Processed (kt) 1,216 Gross Payable 601.7 Grade Au (g/t) 5.44 TCs, RCs and Freight (84.8) Grade Ag (g/t) 359 Penalties (3.5) Grade Pb (%) 2.21 NSR 513.4 Grade Zn (%) 1.88 Operating Costs Lead Concentrate Mining (154.4) Au Recovered (koz) 15.85 Processing (33.9) Ag Recovered (koz) 10,651 G&A (49.4) Pb Recovered (klbs) 37,351 Contingency (35.7) Au Grade in Concentrate (g/t) 9.30 Total Operating Cost (273.4) Ag Grade in Concentrate (g/t) 6,250 Federal Mining Royalty (2.7) Pb Grade in Concentrate (%) 31.96 EBITDA 237.4 Zinc Concentrate Capital Costs Zn Recovered (klbs) 26,724 Mine Equipment (0.8) Ag Recovered (koz) 426 Processing Plant (0.1) Zn Grade in Concentrate (%) 50.26 Sustaining Capital (3.6) Ag Grade in Concentrate (g/t) 548.88 Surface Infrastructure and Other (0.3) Closure and Reclamation (1.5)

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 67 Production Summary Total - LOM Financial Summary Total ($M) Pyrite Concentrate Contingency (0.9) Au Recovered (koz) 171.81 Total Capital Costs (7.2) Ag Recovered (koz) 1,886 Change in Working Capital (1.4) Salvage 1.7 Au Grade in Concentrate (g/t) 19.66 Pre-tax Cash Flow 230.4 Ag Grade in Concentrate (g/t) 216 NPV8% 136.7 IRR 1,320.2% Smelter Payable Mexico SMT (17.8) Payable Au (koz) 143.91 Income Tax (64.6) Payable Ag (koz) 12,020 After-tax Cash Flow 148.0 Payable Pb (klbs) 35,484 NPV8% 87.6 Payable Zn (klbs) 22,715 IRR 860.7%

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 68 Table 19-8: LOM Cash Flow - MII Plan Total Year -1 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Year 11 Cash Flow Summary Gold Price US$/oz - 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 Zinc Price US$/lb - 1.31 1.31 1.31 1.31 1.31 1.31 1.31 1.31 1.31 1.31 1.31 Lead Price US$/lb - 1.02 1.02 1.02 1.02 1.02 1.02 1.02 1.02 1.02 1.02 1.02 Silver Price US$/oz - 22.71 22.71 22.71 22.71 22.71 22.71 22.71 22.71 22.71 22.71 22.71 Gross Revenue US$ M 601.7 - 39.9 60.7 61.6 59.1 56.9 57.5 62.9 54.9 50.3 62.1 35.7 TC/RC and Freight US$ M (84.8) - (5.7) (9.6) (9.4) (8.8) (8.4) (7.8) (8.7) (7.8) (6.1) (7.1) (5.4) Penalties US$ M (3.5) - (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.4) (0.4) (0.4) (0.2) Net Smelter Revenue US$ M 513.4 - 33.9 50.8 51.9 50.0 48.2 49.3 53.8 46.7 43.9 54.7 30.1 Operating Costs US$ M (273.4) (19.8) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (13.6) Federal Precious Metal Royalty US$ M (2.7) (0.2) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.2) (0.2) (0.3) (0.2) EBITDA US$ M 237.4 14.0 23.9 24.9 23.1 21.3 22.4 26.9 19.8 17.0 27.8 16.4 Change in Working Capital US$ M (1.4) 0.1 (2.2) (0.8) 0.0 (0.0) 0.0 1.5 Capital Costs US$ M (7.2) (1.0) (0.4) (0.4) (0.4) (0.4) (0.7) (0.4) (0.4) (0.4) (0.4) (0.4) (0.4) Salvage US$ M 1.7 1.7 Pre-tax Net Cash Flow US$ M 230.4 (0.9) 11.3 22.8 24.6 22.7 20.6 22.0 26.5 19.4 16.6 27.4 17.5 Mexico SMT US$ M (17.8) (1.0) (1.8) (1.9) (1.7) (1.6) (1.7) (2.0) (1.5) (1.3) (2.1) (1.2) Income Tax US$ M (64.6) (3.2) (6.4) (6.9) (6.3) (5.8) (6.1) (7.4) (5.4) (4.6) (7.6) (4.9) After-tax Net Cash Flow US$ M 148.0 (0.9) 7.1 14.6 15.8 14.6 13.1 14.2 17.1 12.5 10.7 17.7 11.4 Pre-tax NPV8% (US$ M) 136.7 Pre-tax IRR 1320% Pre-tax Payback Period (yrs) 0.1 After-tax NPV8% (US$ M) 87.6 After-tax IRR 861% After-tax Payback Period (yrs) 0.1 Production Summary Material Mined and Processed kt 1,216 - 88 119 119 119 119 119 119 119 119 119 60 Grade Au g/t 5.44 - 4.98 6.81 6.75 6.16 5.93 5.18 5.70 4.88 3.54 3.68 6.80 Grade Ag g/t 359 - 277 278 312 325 338 386 408 351 376 509 382 Grade Pb % 2.21 - 3.88 3.11 2.61 2.20 1.22 1.42 1.84 1.54 2.04 2.21 3.12 Grade Zn % 1.88 - 2.33 1.98 1.63 1.59 1.31 1.40 1.85 2.23 1.62 2.29 3.16 Lead Concentrate Au Recovered koz 15.85 - 1.05 1.94 1.92 1.75 1.68 1.47 1.62 1.39 1.01 1.04 0.98 Ag Recovered koz 10,651 - 594 804 901 941 977 1,118 1,180 1,015 1,087 1,473 561 Pb Recovered klbs 37,351 - 4,746 5,119 4,306 3,619 2,013 2,343 3,036 2,539 3,369 3,649 2,612 Au Grade in Concentrate g/t - 11.05 15.05 13.31 11.63 10.77 8.23 8.57 8.54 5.79 4.43 10.93 Ag Grade in Concentrate g/t - 6,250 6,250 6,250 6,250 6,250 6,250 6,250 6,250 6,250 6,250 6,250 Pb Grade in Concentrate % - 72.84 58.05 43.56 35.05 18.78 19.11 23.45 22.80 28.24 22.58 42.42 Zinc Concentrate Zn Recovered klbs 26,724 - 2,405 2,750 2,271 2,212 1,814 1,944 2,570 3,091 2,254 3,182 2,230 Ag Recovered koz 426 - 23.73 32.11 36.01 37.60 39.04 44.66 47.16 40.55 43.45 58.86 22.43

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 69 Total Year -1 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Year 11 Zn Grade in Concentrate % - 50.26 50.26 50.26 50.26 50.26 50.26 50.26 50.26 50.26 50.26 50.26 Ag Grade in Concentrate g/t - 340 402 546 586 742 792 632 452 664 638 347 Pyrite Concentrate Au Recovered koz 171.81 - 11.38 20.98 20.80 18.98 18.25 15.95 17.55 15.04 10.92 11.32 10.64 Ag Recovered koz 1,886 - 105 142 160 167 173 198 209 180 193 261 99 Au Grade in Concentrate g/t - 19.66 19.66 19.66 19.66 19.66 19.66 19.66 19.66 19.66 19.66 19.66 Ag Grade in Concentrate g/t - 182 133 151 173 186 244 234 235 347 453 184 NSR Payable Au koz 143.91 - 9.53 17.58 17.43 15.90 15.29 13.36 14.70 12.60 9.14 9.48 8.91 Payable Ag koz 12,020 - 670 907 1,017 1,062 1,103 1,261 1,332 1,145 1,227 1,662 633 Payable Pb klbs 35,484 - 4,509 4,863 4,091 3,438 1,913 2,226 2,884 2,412 3,201 3,466 2,482 Payable Zn klbs 22,715 - 2,044 2,337 1,931 1,880 1,542 1,653 2,184 2,628 1,916 2,704 1,895 Gross Revenues US$ M 601.7 - 39.9 60.7 61.6 59.1 56.9 57.5 62.9 54.9 50.3 62.1 35.7 TCs, RCs, and Freight US$ M (84.8) - (5.7) (9.6) (9.4) (8.8) (8.4) (7.8) (8.7) (7.8) (6.1) (7.1) (5.4) Penalties US$ M (3.5) - (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.4) (0.4) (0.4) (0.2) Net Smelter Revenue US$ M 513.4 - 33.9 50.8 51.9 50.0 48.2 49.3 53.8 46.7 43.9 54.7 30.1 Operating Costs Mining Operating Cost US$/t processed (154.4) (11.2) (15.1) (15.1) (15.1) (15.1) (15.1) (15.1) (15.1) (15.1) (15.1) (7.7) Processing Operating Cost US$/t processed (33.9) (2.5) (3.3) (3.3) (3.3) (3.3) (3.3) (3.3) (3.3) (3.3) (3.3) (1.7) G&A US$/t processed (49.4) (3.6) (4.8) (4.8) (4.8) (4.8) (4.8) (4.8) (4.8) (4.8) (4.8) (2.4) Contingency US$ M (35.7) (2.6) (3.5) (3.5) (3.5) (3.5) (3.5) (3.5) (3.5) (3.5) (3.5) (1.8) Total Operating Costs US$ M (273.4) (19.8) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (26.7) (13.6) Mexico NSR Royalty US$ M (2.7) (0.2) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.2) (0.2) (0.3) (0.2) EBITDA US$ M 237.4 14.0 23.9 24.9 23.1 21.3 22.4 26.9 19.8 17.0 27.8 16.4 Change in Working Capital US$ M (1.4) 0.1 (2.2) (0.8) 0.0 (0.0) 0.0 1.5 Capital Costs Mine Equipment Capital US$ M (0.8) (0.8) Mine Development Capital US$ M - Processing Capital US$ M (0.1) (0.1) Closure US$ M (1.5) - - - - - - - - - - - (1.5) Sustaining Capital US$ M (3.6) - (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) (0.3) Surface Infrastructure and Other US$ M (0.3) - - - - - (0.3) - - - - - - Contingency US$ M (0.7) (0.1) (0.0) (0.0) (0.0) (0.0) (0.1) (0.0) (0.0) (0.0) (0.0) (0.0) (0.3) Total Capital Costs US$ M (7.2) (1.0) (0.4) (0.4) (0.4) (0.4) (0.7) (0.4) (0.4) (0.4) (0.4) (0.4) (2.1) Salvage US$ M 1.7 1.7 Net Cash Flow Before Taxes US$ M 230.4 (0.9) 11.3 22.8 24.6 22.7 20.6 22.0 26.5 19.4 16.6 27.4 17.5 Tax Mexico SMT US$ M (17.8) (1.0) (1.8) (1.9) (1.7) (1.6) (1.7) (2.0) (1.5) (1.3) (2.1) (1.2) Income Tax US$ M (64.6) (3.2) (6.4) (6.9) (6.3) (5.8) (6.1) (7.4) (5.4) (4.6) (7.6) (4.9) Net Cash Flow After Taxes US$ M 148.0 (0.9) 7.1 14.6 15.8 14.6 13.1 14.2 17.1 12.5 10.7 17.7 11.4

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 70 After-tax Project NPV sensitivities to metal prices, capital and operating costs, and metallurgical recoveries are shown in Table 19-9. A sensitivity study on the after-tax NPV of the Project to a selection of discount rates was also performed and the results are shown in Figure 19-1. The sensitivities were performed by adjusting each input parameter in 5% increments up to ± 20% of the base value. For metallurgical recovery sensitivities, maximum recovery caps were applied to ensure the overall metallurgical recovery did not exceed 100% for any metal of interest. Results of the sensitivity analyses show the Project is most sensitive to precious metal prices, operating costs, and precious metal recoveries as shown in Figure 19-2. A 10% change in operating costs resulted in a 12% change in Project NPV. Due to the sensitivity to operating costs, efforts to control or reduce the operating costs are key to the economic success of the Project. Increasing the precious metal recoveries in the lead and pyrite concentrates may not be technically feasible; however, the sensitivity results highlight the impact to the NPV of the Project if the baseline metallurgical assumptions used in this Initial Assessment are not realized during production. Table 19-9: Velardeña Project Sensitivity Results – MII Scenario Sensitivity Item Percentage of Base Case 80% 85% 90% 95% Base 105% 110% 115% 120% Gold Price $66.6 $71.8 $77.1 $82.3 $87.6 $92.8 $98.1 $103.3 $108.6 Silver Price $67.0 $72.2 $77.3 $82.4 $87.6 $92.7 $97.9 $103.0 $108.1 Lead Price $84.9 $85.7 $86.4 $87.1 $87.6 $88.1 $88.6 $89.1 $89.6 Zinc Price $85.3 $85.9 $86.4 $87.0 $87.6 $88.2 $88.7 $89.3 $89.9 Capital Costs $88.2 $88.1 $87.9 $87.7 $87.6 $87.4 $87.3 $87.1 $86.9 Operating Costs $109.2 $103.8 $98.4 $93.0 $87.6 $82.2 $76.8 $71.3 $65.9 Overall Recovery – Au $71.4 $75.5 $79.5 $83.5 $87.6 $91.6 $95.7 $97.2 $97.8 Overall Recovery – Ag $68.0 $72.9 $77.8 $82.7 $87.6 $92.5 $93.7 $94.5 $95.3 Overall Recovery – Pb $84.6 $85.4 $86.1 $86.8 $87.6 $88.3 $89.1 $89.8 $90.5 Overall Recovery - Zn $86.1 $86.5 $86.9 $87.2 $87.6 $87.9 $88.3 $88.7 $89.0 Notes: 1. Gold prices evaluated in the sensitivity analysis range from $1,461/oz to $2,191/oz; silver prices range from $18.17/oz to $27.25/oz; lead prices range from $0.82/lb to $1.22/lb; and zinc prices range from $1.05/lb to $1.57/lb. 2. Total metallurgical recoveries range from 70.6% to 98.9% for Au; 73.8% to 99.8% for Ag; 50.4% to 75.6% for Pb; and 42.5% to 63.7% for Zn.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 71 Figure 19-1: Velardeña Project sensitivity to discount rate Figure 19-2: After-tax sensitivity results of the most influential factors

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 72 19.2 Economic Model Results – MI Plan Economic model results for the MI Plan are summarized in Table 19-10 and presented on an annual basis in Table 19-11. The life of mine is 4.5 years, with an after-tax NPV of $52.3M. Due to the low capital investment required, the payback period for the Project is less than one year. Table 19-10: Economic Model Results – MI Plan Production Summary Total - LOM Financial Summary Total ($M) Material Mined and Processed (kt) 501 Gross Payable 266.3 Grade Au (g/t) 5.64 TCs, RCs and Freight (37.2) Grade Ag (g/t) 396 Penalties (1.4) Grade Pb (%) 2.32 NSR 227.7 Grade Zn (%) 2.20 Operating Costs Lead Concentrate Mining (63.6) Au Recovered (koz) 6.77 Processing (14.0) Ag Recovered (koz) 4,840 G&A (20.3) Pb Recovered (klbs) 16,122 Contingency (14.7) Au Grade in Concentrate (g/t) 8.74 Total Operating Cost (112.6) Ag Grade in Concentrate (g/t) 6,250 Federal Mining Royalty (1.2) Pb Grade in Concentrate (%) 30.36 EBITDA 113.9 Zinc Concentrate Capital Costs Zn Recovered (klbs) 12,928 Mine Equipment (0.8) Ag Recovered (koz) 193 Processing Plant (0.1) Zn Grade in Concentrate (%) 50.26 Sustaining Capital (1.7) Ag Grade in Concentrate (g/t) 515.60 Surface Infrastructure and Other (0) Closure and Reclamation (1.5) Pyrite Concentrate Contingency (0.6) Au Recovered (koz) 73.39 Total Capital Costs (4.6) Ag Recovered (koz) 857 Change in Working Capital (1.4) Salvage 1.7 Au Grade in Concentrate (g/t) 19.66 Pre-tax Net Cash Flow 109.7 Ag Grade in Concentrate (g/t) 230 NPV8% 81.8 IRR 1,950.0% Smelter Payable Mexico SMT (8.5) Payable Au (koz) 61.47 Income Tax (30.9)

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 73 Production Summary Total - LOM Financial Summary Total ($M) Payable Ag (koz) 5,462 After-tax Net Cash Flow 70.2 Payable Pb (klbs) 15,316 NPV8% 52.3 Payable Zn (klbs) 10,988 IRR 1266.8%

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 74 Table 19-11: LOM Cash Flow - MI Plan Annual Cash Flow Total Year -2 Year -1 Year 1 Year 2 Year 3 Year 4 Year 5 Cash Flow Summary Gold Price US$/oz - - 1,826.00 1,826.00 1,826.00 1,826.00 1,826.00 Zinc Price US$/lb - - 1.31 1.31 1.31 1.31 1.31 Lead Price US$/lb - - 1.02 1.02 1.02 1.02 1.02 Silver Price US$/oz - - 22.71 22.71 22.71 22.71 22.71 Gross Revenue US$ M 266.3 - - 46.7 72.5 61.1 54.0 32.1 TC/RC and Freight US$ M (37.2) - - (6.7) (10.4) (8.6) (7.3) (4.3) Penalties US$ M (1.4) - - (0.2) (0.3) (0.3) (0.4) (0.2) Net Smelter Revenue US$ M 227.7 - - 39.8 61.8 52.2 46.4 27.6 Operating Costs US$ M (112.6) (19.8) (26.7) (26.7) (26.7) (12.8) Federal Precious Metal Royalty US$ M (1.2) (0.2) (0.3) (0.3) (0.2) (0.1) EBITDA US$ M 113.9 19.8 34.8 25.2 19.5 14.7 Change in Working Capital US$ M (1.4) 0.1 (2.2) (0.8) 0.0 1.6 Capital Costs US$ M (4.6) - (1.0) (0.4) (0.4) (0.4) (0.4) (2.1) Salvage US$ M 1.7 - - - - - - 1.7 Pre-tax Net Cash Flow US$ M 109.7 - (0.9) 17.2 33.6 24.8 19.1 15.9 Mexico SMT US$ M (8.5) (1.5) (2.6) (1.9) (1.5) (1.1) Income Tax US$ M (30.9) (4.8) (9.4) (6.9) (5.3) (4.5) After-tax Net Cash Flow US$ M 70.2 (0.9) 10.9 21.6 16.0 12.3 10.3 Pre-tax NPV8% (US$ M) 81.8 Pre-tax IRR 1950% Pre-tax Payback Period (yrs) 0.1 After-tax NPV8% (US$ M) 52.3 After-tax IRR 1267% After-tax Payback Period (yrs) 0.1 Production Summary Material Mined and Processed kt 501 - - 88 119 119 119 57 Grade Au g/t 5.64 - - 6.43 7.05 5.25 4.40 4.89 Grade Ag g/t 396 - - 367 445 380 357 456 Grade Pb % 2.32 - - 2.29 1.98 2.52 2.22 2.84 Grade Zn % 2.20 - - 1.14 1.99 2.68 2.11 3.51

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 75 Total Year -2 Year -1 Year 1 Year 2 Year 3 Year 4 Year 5 Lead Concentrate Au Recovered koz 6.77 - - 1.36 2.00 1.49 1.25 0.67 Ag Recovered koz 4,840 - - 787 1,288 1,099 1,032 634 Pb Recovered klbs 16,122 - - 2,800 3,264 4,148 3,663 2,247 Au Grade in Concentrate g/t - - 10.76 9.72 8.48 7.58 6.58 Ag Grade in Concentrate g/t - - 6,250 6,250 6,250 6,250 6,250 Pb Grade in Concentrate % - - 32.41 23.10 34.39 32.36 32.33 Zinc Concentrate Zn Recovered klbs 12,928 - - 1,172 2,759 3,729 2,927 2,340 Ag Recovered koz 193 - - 31.46 51.47 43.93 41.23 25.32 Zn Grade in Concentrate % - - 50.26 50.26 50.26 50.26 50.26 Ag Grade in Concentrate g/t - - 925 643 406 485 373 Pyrite Concentrate Au Recovered koz 73.39 - - 14.69 21.72 16.18 13.57 7.24 Ag Recovered koz 857 - - 139 228 195 183 112 Au Grade in Concentrate g/t - - 19.66 19.66 19.66 19.66 19.66 Ag Grade in Concentrate g/t - - 187 207 237 265 305 NSR Payable Au koz 61.47 - - 12.31 18.19 13.55 11.36 6.06 Payable Ag koz 5,462 - - 889 1,454 1,241 1,164 715 Payable Pb klbs 15,316 - - 2,660 3,101 3,941 3,480 2,135 Payable Zn klbs 10,988 - - 996 2,345 3,170 2,488 1,989 Gross Revenues US$ M 266.3 - - 46.7 72.5 61.1 54.0 32.1 TCs, RCs, and Freight US$ M (37.2) - - (6.7) (10.4) (8.6) (7.3) (4.3) Penalties US$ M (1.4) - - (0.2) (0.3) (0.3) (0.4) (0.2) Net Smelter Revenue US$ M 227.7 - - 39.8 61.8 52.2 46.4 27.6 Operating Costs Mining Operating Cost US$/t processed (63.6) (11.2) (15.1) (15.1) (15.1) (7.2) Processing Operating Cost US$/t processed (14.0) (2.5) (3.3) (3.3) (3.3) (1.6) G&A US$/t processed (20.3) (3.6) (4.8) (4.8) (4.8) (2.3) Contingency US$ M (14.7) (2.6) (3.5) (3.5) (3.5) (1.7) Total Operating Costs US$ M (112.6) (19.8) (26.7) (26.7) (26.7) (12.8) Mexico NSR Royalty US$ M (1.2) (0.2) (0.3) (0.3) (0.2) (0.1) EBITDA US$ M 113.9 19.8 34.8 25.2 19.5 14.7 Change in Working Capital (1.4) 0.1 (2.2) (0.8) 0.0 0.0 1.6

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 76 Total Year -2 Year -1 Year 1 Year 2 Year 3 Year 4 Year 5 Capital Costs Mine Equipment Capital US$ M (0.8) (0.8) Processing Capital US$ M (0.1) (0.1) Closure US$ M (1.5) - - - - - - (1.5) Sustaining Capital US$ M (1.7) - - (0.3) (0.3) (0.3) (0.3) (0.3) Contingency US$ M (0.6) - (0.1) (0.0) (0.0) (0.0) (0.0) (0.3) Total Capital Costs US$ M (4.6) - (1.0) (0.4) (0.4) (0.4) (0.4) (2.1) Salvage 1.7 - - - - - - 1.7 Net Cash Flow Before Taxes US$ M 109.7 - (0.9) 17.2 33.6 24.8 19.1 15.9 Tax Mexico SMT of EBITDA (8.5) (1.5) (2.6) (1.9) (1.5) (1.1) Income Tax (30.9) (4.8) (9.4) (6.9) (5.3) (4.5) Net Cash Flow After Tax 70.2 (0.9) 10.9 21.6 16.0 12.3 10.3

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 77 After-tax Project NPV sensitivity to metal prices, capital and operating costs, and metallurgical recoveries are shown in Table 19-9. A sensitivity study on the after-tax NPV of the Project to a selection of discount rates was also performed and the results are shown in Table 19-12. The sensitivities were performed by adjusting each input parameter in 5% increments up to ± 20% of the base value. For metallurgical recovery sensitivities, maximum recovery caps were applied to ensure the overall metallurgical recovery did not exceed 100% for any metal of interest. Results of the sensitivity analyses show the Project is most sensitive to precious metal prices, operating costs, and precious metal recoveries as shown in Figure 19-2. A 10% change in operating costs resulted in an 11% change in Project NPV. Due to the sensitivity to operating costs, efforts to control or reduce the operating costs are key to the economic success of the Project. Increasing the precious metal recoveries in the lead and pyrite concentrates may not be technically feasible; however, the sensitivity results highlight the impact to the NPV of the Project if the baseline metallurgical assumptions used in the preparation of this report are not realized during production. Table 19-12: Velardeña Project Sensitivity Results – MI Plan Sensitivity Item Percentage of Base Case 80% 85% 90% 95% Base 105% 110% 115% 120% Gold Price $41.3 $44.1 $46.8 $49.6 $52.3 $55.0 $57.8 $60.5 $63.2 Silver Price $40.4 $43.4 $46.3 $49.3 $52.3 $55.3 $58.2 $61.2 $64.2 Lead Price $51.0 $51.3 $51.7 $52.0 $52.3 $52.5 $52.8 $53.0 $53.3 Zinc Price $50.9 $51.3 $51.6 $51.9 $52.3 $52.6 $53.0 $53.3 $53.6 Capital Costs $52.7 $52.6 $52.5 $52.4 $52.3 $52.2 $52.1 $52.0 $51.9 Operating Costs $63.4 $60.6 $57.8 $55.1 $52.3 $49.5 $46.7 $44.0 $41.2 Overall Recovery – Au $43.9 $46.0 $48.1 $50.2 $52.3 $54.4 $56.5 $57.3 $57.6 Overall Recovery – Ag $40.9 $43.8 $46.6 $49.4 $52.3 $55.1 $55.8 $56.3 $56.8 Overall Recovery – Pb $50.8 $51.2 $51.5 $51.9 $52.3 $52.7 $53.0 $53.4 $53.8 Overall Recovery - Zn $51.4 $51.6 $51.9 $52.1 $52.3 $52.5 $52.7 $52.9 $53.1 Notes: 1. Gold prices evaluated in the sensitivity analysis range from $1,461/oz to $2,191/oz; silver prices range from $18.17/oz to $27.25/oz; lead prices range from $0.82/lb to $1.22/lb; and zinc prices range from $1.05/lb to $1.57/lb. 2. Total metallurgical recoveries range from 70.6% to 98.9% for Au; 73.8% to 99.8% for Ag; 50.4% to 75.6% for Pb; and 42.5% to 63.7% for Zn.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 78 Figure 19-3: Velardeña Project sensitivity to discount rate Figure 19-4: After-tax sensitivity results of the most influential factors

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 79 20. ADJACENT PROPERTIES The Project is surrounded by claims held by various entities, with the most significant holdings controlled by Industrias Peñoles, S.A.B. de C.V. (Peñoles) and Grupo México S.A.B. de C.V. (Grupo Mexico). Publicly available data regarding exploration results, Mineral Resources, and Mineral Reserves for adjacent properties were not located. The Velardeña property is located within a broader district of the same name, which is host to a number of significant, past-producing Ag-Au-Pb-Zn mines. The most important of these cluster within the Santa Maria Dome, west of the pueblo of Velardeña, and include the Santa Maria, Industria, San Nicholas, and Los Azules mines.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 80 21. OTHER RELEVANT DATA AND INFORMATION Golden Minerals has announced its intention to restart production at Velardeña during the second half of 2023. The results of the report summarized in this TRS are not based on a full feasibility study, and there is no assurance the company will be successful in realizing the economics described in this TRS. There is increased uncertainty and risk in restarting the mine without a feasibility level study.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 81 22. INTERPRETATIONS AND CONCLUSIONS With the inclusion of Measured, Indicated, and Inferred Mineral Resources the findings of this study suggest the Project is conceptually economically viable. The study has been based on Mineral Resources, which are not Mineral Reserves and do not have demonstrated economic viability. 22.1 Geology & Resources Drill hole and channel samples have been collected and analyzed using industry standard methods and practices and are sufficient to support the characterization of grade and thickness and further support the estimation of Measured, Indicated, and Inferred Resources. 22.2 Mining Results of the study indicate mining is potentially economically viable. However, due to the thin-veined nature of the mineralization and the scale of the operations, extensive Resource drilling of the deposit is not planned at this time. Conceptual stope outlines have been used for the purposes of the report. The Project is sensitive to mining dilution, which could increase the costs of saleable products, but also provides opportunity as any potential reductions in dilution from the mining would greatly benefit the Project. Recent test mining at the site has confirmed a minimum selective mining width of 0.7 m is achievable, which can contribute to reducing dilution. 22.3 Metallurgy & Process There are no geological, lithological, or mineralogical changes in the process plant feed anticipated for the envisaged potential future production as compared to previous operations. Existing legacy operational data supports the existing process flow sheet for future production at Plant 1. The use of existing and refurbished equipment within the pre-existing facilities, and the production of marketable concentrates, is Golden Minerals’ preferred method of treating potential future production. Previous studies on the Project have included recovery from a BIOX® plant constructed near Plant 2. Due to the results from recent metallurgical and economic analyses performed by Golden Minerals, along with favorable terms for the sale of pyrite concentrate, the results presented in this study exclude this process. 22.4 Economic Analysis Based on the two separate economic analyses, including and excluding the Inferred Resources, the findings of this study suggest the Project is conceptually economically viable in both scenarios. The study has been based on Mineral Resources, which by definition are not Mineral Reserves and have not demonstrated economic viability. 22.5 Significant Risk Factors Factors that could affect the economic viability of the Project include underestimations of operating and capital costs and declines in any or all metal prices. Changes to the contract sales terms could significantly impact the Project’s economic viability. Estimation of Resources could be affected by changes in metal prices and the actual mineralized shoot shapes and orientations. Successful implementation of the proposed mine plan is subject to the successful conversion of Inferred Resources to Indicated or Measured classification as well as conversion of Measured and Indicated Mineral Resources to Mineral Reserves, the prediction of stope layout and shape which

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 82 is controlled by the actual shape of mineralized shoots and their orientations, and the ability of the mining operations to control waste dilution. The results of the report summarized in this TRS are not based on a full feasibility study, and there is no assurance the company will be successful in realizing the economics described in this TRS. There is increased uncertainty and risk in restarting the mine without a feasibility level study. An ongoing dispute between Unifin and Minera William could materially impact the restart of Velardeña, as Minera William holds the mine and processing plant. A preliminary hearing was initially scheduled to take place in April 2023 but was rescheduled to June 2023. In June 2023 Minera William and Unifin agreed to settle the matter and the Court agreed to suspend trial to allow Minera William and Unifin to negotiate a settlement agreement. As of June 30, 2023, the terms and timing of the settlement are uncertain. Opportunities to add potential value to the Project exist, which may offset some of the risk factors described above.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 83 23. RECOMMENDATIONS The following recommendations are made to refine the current operation but are not integral to the implementation of the plan proposed in the study. 23.1 Geology & Resources  Continue to collect specific gravity measurements and refine current estimations of specific gravity. Additional measurement should ideally be made with a paraffin wax or epoxy coating.  Implement procedures of duplicate channel sampling by secondary sampling teams of drifts prior to stope development to ensure grade and thickness characteristics and to serve as field duplication of channel samples.  Setup of strict control sample review procedures and tolerances involving review of control sample failure on receipt of each batch’s results, and automatic triggering of batch reanalysis immediately after being alerted to failures.  Improve sample data transcription methods to reduce control sample labeling errors and immediately resolve errors when encountered.  Perform a detailed model reconciliation on a completed stope early in the proposed mine life and alter the estimation methods if the results of the reconciliation suggest refinements should be made.  Continue to advance exploration drilling down dip of current Inferred Resources as new levels are established. Preferentially target the Terneras, San Mateo, Roca Negra and A4 veins.  Current Resource drilling under consideration includes a 9,000 meter drill program, which would cost approximately US$500,000. 23.2 Mining It is recommended that Golden Minerals implements cut and fill mining where waste and vein material are blasted separately in order to reduce ore dilution. This practice would consider more total tonnes blasted in each section. Vein tonnes would be reduced, but the resulting grade would be higher. Recent tests on selective mining widths of 0.7 meters have proven to be achievable. Because this practice requires efficient operations control, Tetra Tech recommends having detailed control in drilling and blasting. The mine plan developed for the study should be optimized and undertaken at a more detailed level, which will enable a greater understanding of mining constraints, costs and resulting mill feed. Currently, only sulfide material is being considered for the conceptual mine layout. In the future, it could be economical to include oxide material, as processing allows. 23.3 Metallurgy & Process Antimony and arsenic are penalty elements in the lead and zinc concentrates and could be added to the database and spatially modeled. Additional metallurgical test work is recommended to investigate the depression of antimony and arsenic from the final lead and zinc concentrates, and zinc from the pyrite concentrate.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 84 Additional metallurgical testing should be completed on the oxide mineralized material to determine if it is suitable for processing in the company’s plant facilities. 23.4 Economic Analysis Currently, it is anticipated that the salvage sale of equipment will cover the reclamation costs (estimated at $1.5M). However, the salvage value of the equipment and infrastructure at the end of the LOM has not been estimated. It is recommended that an estimate of the salvage value of the Project’s assets be determined and incorporated into the economic analysis alongside the closure cost estimates to increase the resolution of the Project’s economics.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 85 24. REFERENCES Tetra Tech. 2023. "Preliminary Economic Assessment Update - NI 43-101 Technical Report of the Velardeña Project." NI 43-101 Technical Report, Lakewood, CO.

Golden Minerals Company Velardeña Project Technical Report Summary August 2023 86 25. RELIANCE ON INFORMATION PROVIDED BY THE REGISTRANT Tetra Tech is relying on documents and statements provided by Golden Minerals personnel regarding:  Resource block model estimation  Mine and plant production data  Status of mineral concessions  Status and timelines of permits, contracts, and agreements required for operation  Capital and operating cost estimates  Mine and plant closure plans and associated costs

EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

S-1

(Form Type)

GOLDEN MINERALS COMPANY

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

	Security Type	Security Class Title	Fee Calculation Rule	Amount Registered	Proposed Maximum Offering Price Per Share	Maximum Aggregate Offering Price(1)(2)		Fee Rate	Amount of Registration Fee
Fees to Be Paid	Equity	Common Stock, $0.01 par value per share	Rule 457(o)		$	$	3,500,000	$110.20 per $1,000,000	$	385.70
	Total Offering Amounts					$	3,500,000		$	385.70
	Total Fee Offsets								$	-
	Net Fee Due								$	385.70

(1) Estimated solely for the purpose of calculating the amount of the registration fee in pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). 

(2) Pursuant to Rule 416(a) under the Securities Act, this registration statement shall also cover any additional shares of the registrant’s securities that become issuable by reason of any share splits, share dividends or similar transactions.