2022, it has completed its flow-through private placement financing (the “ Offering ”) pursuant to which it sold an aggregate of 6,049,470 shares (each, a “ Share ”) at a price of $0.095 per Share for gross proceeds of $574,699.65.

51-102F3

MATERIAL CHANGE REPORT [F]

Item 1 Name and Address of Company

Nicola Mining Inc. (the “ Company ”)

3329 Aberdeen Road

Lower Nicola, BC V0K 1Y0

Item 2 Date of Material Change

November 16, 2022

Item 3 News Release

The news release dated November 17, 2022 was issued by Market News and Stockwatch on November 17,

2022.

Item 4 Summary of Material Change

On November 17, 2022, the Company announced that, further to its news release dated No vember 7,

2022, it has completed its flow-through private placement financing (the “ Offering ”) pursuant to which

it sold an aggregate of 6,049,470 shares (each, a “ Share ”) at a price of $0.095 per Share for gross

proceeds of $574,699.65.

The Company paid cash finder’s fees of $24,499.98 to a certain finder in connection with certain

subscriptions in the Offering.

All securities issued in connection with the Offering are subject to a statutory hold period expiring

March 17, 2024.

The aggregate gross proceeds from the sale of the Of fering are expected to be used for further

exploration on the Company’s wholly-owned New Craigmont and Treasure Mountain Properties.

Item 5 Full Description of Material Change

5.1 Full Description of Material Change

The material change is fully described in Item 4 ab ove and in the News Release filed on SEDAR at

www.sedar.com.

5.2 Disclosure for Restructuring Transactions

Not Applicable

Item 6 Reliance on subsection 7.1(2) of National I nstrument 51-102

Not Applicable

Item 7 Omitted Information

None

2

2

Item 8 Executive Officer

Peter Espig, President and Chief Executive Officer, 778.385.1213

Item 9 Date of Report

November 18, 2022