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K92 Mining Announces Independent Proxy Advisory Firms, ISS and Glass Lewis, Recommend K92 Shareholders Vote FOR All Proposed Items at the Upcoming Annual General Meeting

Shareholder Meetings

K92 Mining Announces Independent Proxy Advisory Firms, ISS and

Glass Lewis, Recommend K92 Shareholders Vote FOR All Proposed

Items at the Upcoming Annual General Meeting

Vancouver, BC, June, 24, 2022 – K92 Mining Inc. (“K92” or the “Company”) (TSX: KNT, OTCQX: KNTNF ) is

pleased to announce announce that leading independent proxy advisory firms, Institutional Shareholder

Services Inc. (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have each recommended K92 shareholders (“K92

Shareholders”) vote “FOR” all the proposed resolutions at the upcoming Annual General Meeti ng of

Shareholders (the “Meeting”).

ISS and Glass Lewis are two leading independent, third party proxy advisory firms who, among other

services, provide proxy-voting recommendations to pension funds, investment managers, mutual funds and

other institutional shareholders.

The Board of Directors of K92 recommends that shareholders

vote FOR ALL the proposed items.

K92 Annual General Meeting

At the Meeting, shareholders will be asked to elect the auditors and directors for the ensuing year.

This year K92 will hold its Meeting in a virtual only format. Shareholders will be able to participate by voting

or asking questions at the meeting.

When: Thursday June 30, 2022 at 3:00 pm (Pacific Time)

Where: Virtual meeting online at https://virtual-meetings.tsxtrust.com/1373

Meeting Password: k922022

Shareholders are encouraged to cast their votes in advance by proxy.

The Company encourages shareholders to read the meeting materials, which have been filed on SEDAR

(www.sedar.com) and are on the Company’s website at https://k92mining.com/investors/#presentations.

Suite 488 – 1090 West Georgia Street

Vancouver, British Columbia

Canada V6E 3V7

Telephone: +1 (604) 416-4445

Facsimile: +1 (604) 608-9110

www.k92mining.com

How to Vote - Shareholder Information and Questions

K92 shareholders who have questions about the management information circular, or require assistance

with voting their shares can contact the Company’s proxy solicitation agent, Laurel Hill Advisory Group:

Laurel Hill Advisory Group

North America Toll Free: 1-877-452-7184

Outside North America: 1-416-304-0211

Email: [email protected]

About K92 Mining

K92 Mining Inc. is engaged in the production of gold, copper and silver from the Kora and Judd deposits at

the Kainantu Gold Mine in the Eastern Highlands province of Papua New Guinea, as well as exploration and

development of mineral deposits in the immediate vicinity of the mine. The Company declared commercial

production from Kainantu in February 2018 and is in a strong financial position.

The Company commenced an expansion of the mine based on a n updated Preliminary Economic

Assessment on the property which was published in January 2019 and updated in July 2020. K92 is operated

by a team of mining company professionals with extensive international mine -building and operational

experience.

On Behalf of the Company,

John Lewins, Chief Executive Officer and Director

For further information, please contact David Medilek, P.Eng., CFA at +1-604-416-4445.

CAUTIONARY STATEMENT REGARDING FORWARD -LOOKING INFORMATION: This news release includes

certain “forward-looking statements” under applicable Canadian securities legislation. All statements in this

news release that address events or developments that we expect to occur in the future are forward-looking

statements. Forward -looking statements are statements that are not historical facts and are generally,

although not always, identified by words such as “expect”, “plan”, “anticipate”, “project”, “target”,

“potential”, “schedule”, “forecast”, “budget”, “estimate”, “intend” or “believe” and similar expressions or

methods

prior to the Meeting.

Registered Shareholders

Shares held in own name and

represented by a physical

Telephone or Fax

www.investorvote.com

Telephone: 1-866-732-8683

Return the form of proxy in the

enclosed postage paid envelope.

Non-Registered Shareholders

Shares held with a broker, bank,

or other intermediary.

Call or fax to the number(s)

listed on your voting

instruction form.

their negative connotations, or that events or conditions “will”, “would”, “may”, “could”, “should” or “might”

occur. All such forward-looking statements are based on the opinions and estimates of management as of

the date such statements are made. Forward -looking statements are necessarily based on estimates and

assumptions that are inherently subject to known and unknown risks, uncertainties and other factors, many

of which are beyond our ability to control, that may cause our actual results, level of activity, performance

or achievements to be materially differe nt from those expressed or implied by such forward -looking

information. Such factors include, without limitation, Public Health Crises, including the COVID-19 Pandemic;

changes in the price of gold, silver, copper and other metals in the world markets; flu ctuations in the price

and availability of infrastructure and energy and other commodities; fluctuations in foreign currency

exchange rates; volatility in price of our Common Shares; inherent risks associated with the mining industry,

including problems r elated to weather and climate in remote areas in which certain of the Company’s

operations are located; failure to achieve production, cost and other estimates; risks and uncertainties

associated with exploration and development; the fact that a feasibilit y studying of mineral reserves

demonstrating economic and technical viability has not been prepared for the Kainantu Mine; uncertainties

relating to estimates of mineral resources including uncertainty that mineral resources may never be

converted into mineral reserves; the Company’s ability to carry on current and future operations, including

development and exploration activities; the timing, extent, duration and economic viability of such

operations, including any mineral resources or reserves identified thereby; the accuracy and reliability of

estimates, projections, forecasts, studies and assessments; the Company’s ability to meet or achieve

estimates, projections and forecasts; the availability and cost of inputs; the price and market for outputs,

including gold, silver and copper; inability of the Company to identify appropriate acquisition targets or

complete desirable acquisitions; failures of information systems or information security threats; political,

economic and other risks associated with the Company’s foreign operations; geopolitical events and other

uncertainties, such as the conflict in Ukraine; compliance with various laws and regulatory requirements to

which the Company is subject to, including taxation; the ability to obtain timely finan cing on reasonable

terms when required; the current and future social, economic and political conditions, including relationship

with the communities in jurisdictions it operates; other assumptions and factors generally associated with

the mining industry; and the risks, uncertainties and other factors referred to in the Company’s Annual

Information Form under the heading “Risk Factors”. Estimates of mineral resources are also forward-looking

statements because they constitute projections, based on certain estimates and assumptions, regarding the

amount of minerals that may be encountered in the future and/or the anticipated economics of production,

should mining occur. Forward -looking statements are not a guarantee of future performance, and actual

results and future events could materially differ from those anticipated in such statements. Although we

have attempted to identify important factors that could cause actual results to differ materially from those

contained in the forward-looking statements, there may be other factors that cause actual results to differ

materially from those that are anticipated, estimated, or intended. There can be no assurance that such

statements will prove to be accurate, as actual results and future events could differ materi ally from those

anticipated in such statements. Accordingly, readers should not place undue reliance on forward -looking

statements. The Company disclaims any intention or obligation to update or revise any forward -looking

statements, whether as a result of new information, future events or otherwise, except as required by law.