Tucson, Arizona — February 11, 2026 — Leads & Copy — Alaska Silver Corp. (TSXV: WAM) is streamlining its capital structure by converting all outstanding proportionate voting shares (PV Shares) into subordinate voting shares (SV Shares) at a rate of 100 SV Shares for each PV Share.
According to CEO Kit Marrs, the conversion aims to simplify the company’s share structure, which he described as a holdover from its previous status as a “Foreign Private Issuer” (FPI) under U.S. securities laws. Marrs said the dual-class structure places an unnecessary burden on the company and confuses shareholders.
The company’s goal for 2026 is to provide a simpler share structure that enhances trading liquidity and gives shareholders a clearer understanding of the company’s market value, according to Marrs.
Historically, Alaska Silver determined U.S. resident ownership of its voting equity securities based on the number of issued voting equity securities to maintain compliance as a foreign private issuer. However, on January 1, 2025, the company determined that most of its voting equity securities were held by U.S. residents, causing the company to no longer qualify as a foreign private issuer. As a result, Alaska Silver must comply with U.S. domestic SEC reporting and corporate governance requirements.
The board of directors determined that maintaining PV Shares as a separate class is no longer in the company’s best interest, as the dual-class structure no longer provides a benefit in maintaining foreign private issuer status.
The company has set the record date for the conversion as March 9, 2026. On that date, PV Share holders will receive certificates or DRS advice statements representing the number of SV Shares into which the PV Shares are converted. Existing certificates representing PV Shares will be void. Fractional PV Shares will be converted by multiplying the fraction by 100 to determine the number of SV Shares issued.
SV Shares issued to U.S. residents upon conversion will include restrictive legends outlining transfer limitations under U.S. securities laws. Holders of these SV Shares can start a process to have these legends removed, potentially facilitating future trading.
Approximately 73% of the PV Shares to be converted are held by ten key officers, founders, directors, and long-time major shareholders. These individuals have agreed to voluntary lock-up agreements that restrict the sale of their shares for up to 12 months following the record date, with limited exceptions. These locked-up shares will be released in stages: 50% at six months, an additional 25% at nine months, and the remaining 25% at 12 months.
Following the conversion, the company intends to re-identify the SV Shares as “Common Shares” at its next annual general meeting of shareholders.
Alaska Silver is developing the Illinois Creek Project, an 8-km mineral corridor hosting two stand-alone deposits with a new Warm Springs discovery zone. The IC project claims cover 73,535 acres located about 38 kilometers from the Yukon River.
“Kit Marrs”
Kit Marrs
President & CEO
Alaska Silver is initiating a simplification of the Company’s capital structure through the conversion of all issued and outstanding proportionate voting shares into subordinate voting shares.
Source: Alaska Silver Corp.
