ANNUAL REPORT 2025
Contents 2 Chair’s Report 4 Review of Operations 14 B oard of Directors and Company Secretary 17 Directors’ Report 34 Ore Reserves and Mineral Resources 40 Auditor’s Independence Declaration 42 C onsolidated Statement of Profit or Loss and Other Comprehensive Income 43 Consolidated Statement of Financial Position 44 Consolidated Statement of Changes in Equity 45 Consolidated Statement of Cash Flows 46 Notes to the Consolidated Financial Statements 73 Consolidated Entity Disclosure Statement 74 Directors’ Declaration 75 Independent Auditor’s Report 79 Shareholder Information 81 Tenement Schedule 82 Corporate Directory
Sheffield Resources is focused on the operation of the flagship Thunderbird Mineral Sands Mine, one of the world’s largest zirconrich mineral sands deposits. 1 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION Sheffield Resources Limited Annual Report 2025
2 Sheffield Resources Limited Annual Report 2025 Chair’s Report Dear Shareholders, The 2025 financial year saw the first full year of production from the Thunderbird Mineral Sands Mine, which began operations in October 2023. half of the year, to accommodate greater volumes of waste movement. Modifications to the DMU to improve oversize handling and overall DMU availability were also completed. By the end of the 2025 financial year, the mining operations were achieving an annualised production rate of 12mtpa, consistent with the revised business plan. The business improvement initiative also led to a reduction in KMS workforce requirements which regrettably resulted in approximately 20% of KMS staff and some contractors leaving the business. KMS provided impacted personnel with appropriate support during this difficult process. Looking forward to FY2026, the focus of the Thunderbird team will be upon continuing business initiatives to increase production in line with the revised business plan. During the year, KMS undertook a series of production trials that successfully demonstrated that the existing fleet of dozers and DMU could sustain a mining rate equivalent to 16mtpa. Based upon this, KMS has developed an operating plan to progressively increase mine production capacity to 16mtpa by the second half of FY2026. KMS plans to then vary mine production to allow for variations in the ore body to ensure sufficient feed to fill the process plant which is designed to process 1085tph of rougher head feed, and this should result in a concentrate production rate of 900,000 – 950,000 tpa of ilmenite concentrate and 220,000 – 240,000 tpa of zircon concentrate by the second half of FY2026. KMS continue to focus on employing as many local people as possible and maintain a residential workforce and their families within the Kimberley region. This approach ensures local economic benefit is maximised. As of 30 June 2025, 85% of the direct workforce are permanent residents of Broome, Derby and surrounding The Thunderbird Mineral Sands Mine is a long life world class mineral sands mine, and we look forward to continued growth in our mineral sands business over the coming years. The health, safety and environmental performance at Thunderbird is impressive. With over 750,000 hours of work completed throughout this year, we have achieved a restricted work injury frequency rate of 1.32, well below comparable mining industry benchmarks. This is an outstanding achievement by the Kimberley Mineral Sands (KMS) team and all contractors involved with the Thunderbird Mine. Operations at Thunderbird throughout 2025 were not without their challenges. Higher than expected oversize material continued to be observed, constraining Dry Mining Unit (DMU) output available to feed the processing plant. Productivity was also challenged by lower waste mining rates compared to plan, and greater than expected DMU maintenance requirements impacting upon DMU availability. Addressing this challenge, the KMS team implemented a business improvement initiative during the financial year, geared toward maximising throughput to the process plant. Waste mining capacity and productivity grew via the implementation of a drill and blast program and mobilisation of a new waste mining contractor with a larger excavation and trucking fleet during the second
3 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION West Kimberley communities, reflecting the commitment to a locally based workforce. Kimberley Mineral Sands employs a workforce comprising 30% Aboriginal employees within its direct workforce with 23% of the workforce represented by female employees. In addition to our investment in Kimberley Mineral Sands, we continued to advance our interest in the South Atlantic Project in Brazil and also made a further investment in Capital Metals Plc (AIM: CMET), the owner of the Taprobane Minerals Project in Sri Lanka. A maiden Mineral Resource estimate of 771Mt @ 3.0% THM (Indicated and Inferred) for 23Mt of contained THM for the combined Retiro and Bujuru projects was completed at the South Atlantic Project. Rio Grande Mineração S/A (RGM) has also been granted an Installation Licence for Central Retiro, part of the greater Retiro deposit, paving the way for RGM to progress a Mining Decree for the initial project area. With the Thunderbird mine continuing to grow production, we expect 2026 will see your Company achieve robust mineral sands production, delivering mineral sands concentrate products to a wide range of customers. I would like to thank my fellow Directors, our employees, the Kimberley Mineral Sands team and their contractors, our joint venture partner Yansteel, along with our financiers NAIF and Orion for their continued efforts and support during a significant year for Sheffield, where we put in place the foundations for strong performance in the years to come. In closing, I sincerely thank Sheffield’s shareholders for your ongoing support as we look forward to growing production at Thunderbird in 2026. Bruce Griffin Executive Chair
4 Sheffield Resources Limited Annual Report 2025 KIMBERLEY MINERAL SANDS (KMS) During the reporting period, through its 50% interest in Kimberley Mineral Sands Pty Ltd (KMS), Sheffield Resources Limited (Sheffield, the Company or the Group) completed the first full year of production from the Thunderbird Mineral Sands Mine (Thunderbird) in the Kimberley region of Western Australia. KMS is a 50/50 joint venture between Sheffield and YGH Australia Investment Pty Ltd (Yansteel). Yansteel is a wholly-owned subsidiary of Tangshan Yanshan Iron & Steel Co. Ltd, a privately owned steel manufacturer headquartered in Hebei, China producing approximately 10mt per annum of steel products. Thunderbird is one of the largest and highest-grade zircon mineral sands deposits in the world and contains valuable minerals including ilmenite, zircon and leucoxene, which are extracted and exported as concentrates via the Port of Broome to offtake partners in China. Construction activities at Thunderbird were completed during 2023, ahead of schedule and within the original $484 million budget. The maiden shipment of Thunderbird products to customers was completed in January 2024, with the first bulk shipment departing Broome in March 2024. Throughout the first full production period for the 2025 financial year, Thunderbird produced 741,826 tonnes of concentrate products, mining in excess of 10 million tonnes of ore. From commencement of operations through to the end of June 2025, Thunderbird had shipped in excess of 1,000,000 tonnes of concentrate products to its offtake customers in China. Review of Operations Thunderbird Process Plant and stockpile area
5 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION Thunderbird Mine – seedling and plant nursery Health and Safety A strong safe working culture for all employees and contractors is essential within the KMS operating environment. Reflecting the robust safety culture, the restricted work injury frequency rate as at the end of June 2025 was 1.32, with one lost time injuries occurring during the reporting period. KMS safety performance metrics for the Thunderbird mine are outlined below: Environmental, Social and Governance (ESG) Minimising environmental impacts is integral to the long-term success of Kimberley Mineral Sands, and all activities are undertaken in a considered and measured approach, spanning Thunderbird’s active mine life and beyond. With climate reporting mandates for Australian companies having commenced on 1 January 2025, KMS is focused on ensuring that it meets the disclosure requirements relative to the Australian Sustainability Reporting Standards (ASRS) and Australian Accounting Standards Board (AASB S2) climate related disclosure standard anticipated to be required in the 2027 financial year. The first report under Division 3 of Part 2 of the National Greenhouse and Energy Response Reporting Act (NGER), 2007 was submitted to the Clean Energy Regulator (CER) in October 2024. The Commonwealth Government’s Net Zero Plan will guide Australia’s transition to the legislated target of reducing emissions by 43% by 2030 and achieving net zero greenhouse gas emissions by 2050. KMS is adopting the Science Based Targets Initiative (SBTi), the world’s only science backed framework for corporate net zero target setting. This SBTi provides near-term and long-term emissions reduction targets, validated against the latest climate science. The draft Net Zero Strategy has been progressed in the current reporting period, in preparation for adoption during the 2026 financial year. Reductions in Scope 1 and 2 emissions will be prioritised through increased operational efficiency and guided by frameworks from the Clean Energy Finance Corporation (CEFC) and Minerals Research Institute of WA (MRIWA). 754,975 Operations Hours Worked Restricted Work Injury Frequency Rate 1.32
6 Sheffield Resources Limited Annual Report 2025 KMS is committed to supporting the Kimberley community through employment, community engagement, and local and Aboriginal business opportunities. During the 2025 financial year, KMS committed over $60 million amongst over 100 local West Kimberley based businesses, on a range of products and services from civil contracting, fuel supplies, mobile plant hire, and office services. The vast majority was committed with Aboriginal owned businesses, of which over $12 million was contracted with Joombarnburu Traditional Owner businesses, exceeding initial targets of $10 million per year by 2031. During the 2025 financial year, excellent progress was made in achieving Aboriginal employment targets across the KMS business. As at 30 June 2025, KMS employed a workforce comprising over 30% Aboriginal employees, and a female workforce population of 23% within its overall direct workforce of 102 people. 85% of employees are permanent residents of Broome, Derby and surrounding West Kimberley communities, reflecting the KMS commitment to a locally based workforce. Thunderbird Operational and Financial Performance Total ore mined for the reporting period was 10.4 million tonnes, with concentrate production totalling 741,826 tonnes for the reporting period. Dry Mining Unit (DMU) operating performance continues to achieve an annualised mining rate between 10Mt to 12Mt per annum, with the maximum expected throughput rate of up to 16mpta by the end of the 2026 financial year. For the reporting period, the Heavy Mineral (HM) grade of the feed to the process plant (Rougher Head Feed or RHF) was 20.1% compared with 19.7% expected from the Mineral Resource block model. Rougher Head Feed volumes achieved were approximately 75% of basis of design per tonne of ore mined, driven by observed oversize material, and had reached approximately 80% of the Review of Operations Thunderbird Process Plant basis of design by the end of the year. The process plant is performing strongly, with TiO2 and ZrO2 recovery consistently at or above basis of design. Product shipments totalled 757,592 dry metric tonnes for the reporting period, including a record 226,940 tonnes shipped during the March 2025 quarter. Whilst subdued zircon concentrate markets were experienced during the reporting period, KMS has secured government approvals for a wide range of approved offtake customers during the financial year, broadening the customer base, with continued healthy demand for zircon concentrate. A Business Improvement Initiative to identify and implement opportunities to reduce costs and increase productivity was launched during the reporting period. This resulted in several cost saving initiatives being identified, including a reduction in KMS workforce requirements which regrettably resulted in approximately
7 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION 20% of KMS staff and some contractors leaving the business. KMS provided impacted personnel with appropriate support during this difficult process. During the reporting period, the business improvement initiative has seen KMS complete a series of production trials that successfully demonstrated that the existing fleet of dozers and DMU could sustain a mining rate equivalent to 16mtpa. Based upon this, KMS has developed an operating plan to progressively increase mine production capacity to 16mtpa by the end of the 2026 financial year. In conjunction with this approach, KMS transitioned to drill and blast waste mining and mobilised a new waste mining contractor with a larger excavator and truck waste mining fleet. Drill & blast activities commenced in January 2025, with mining and in-pit processing plans continue to be developed to achieve mining cost reduction and increase throughput rates and RHF to the process plant. Sales Product shipments of ilmenite concentrate totalled 594,275 metric tonnes under the offtake agreement to joint venture partner, Yansteel. Product pricing is fixed price per percent of TiO2 content contained within the ilmenite concentrate, with realised pricing of approximately US$129/t for the reporting period. Zircon concentrate shipments totaled 144,521 metric tonnes, with shipments to a wide range of offtake customers throughout the reporting period. The average realised price achieved for zircon concentrate was US$549/t. Financial At the end of June 2025, KMS cash reserves totalled $15m. During the reporting period, KMS arranged offtake prepayment facilities with Yansteel to assist with near term working capital requirements. As at the end of June 2025, offtake prepayments totalled $31m, which shall be repaid from delivered ilmenite concentrate volumes during the 2026 financial year and may be renewed by mutual agreement. KMS had fully utilised debt facilities from NAIF Facility A (A$120 million), NAIF Facility B (A$40 million), and Orion Mineral Resource Fund (US$110 million). In accordance with the terms of the Orion facility agreement, the initial amortisation payment of US$11 million was made on 30 June 2025. As at the balance date, the total outstanding balance on the Orion facility was US$99 million. Quarterly interest payment instalments were made throughout the financial year to both NAIF and Orion in the ordinary course of business. C1 cash costs per tonne produced were $296/tonne of concentrate for the reporting period. C1 costs may differ from previously reported quarterly interim results due to cost reconciliation and reallocations that have occurred during 2025. Finished goods inventory comprises approximately 70,000 tonnes of ilmenite concentrate and over 20,000 tonnes of zircon concentrate available for shipment as at the end of the reporting period. THUNDERBIRD MINE – 2025 FINANCIAL YEAR PERFORMANCE METRICS (100% basis) 1H 2025 2H 2025 Full Year 2025 Ore Mined (‘000 tonnes) 5,040 5,369 10,409 Wet Concentrator - Rougher Head Feed (HM Grade %) 21.7 18.9 20.1 Production – Ilmenite Concentrate (tonnes) 280,178 306,465 586,643 Production – Zircon Concentrate (tonnes) 71,626 82,397 154,023 Sales – Ilmenite Concentrate (tonnes) 307,041 287,234 594,275 Sales – Zircon Concentrate (tonnes) 23,199 121,322 144,521 Ilmenite Concentrate Realised Sales Price (US$/dmt) 126 132 129 Zircon Concentrate Realised Sales Price (US$/dmt) 545 550 549 Average Realised Sales Price (A$/dmt) 230 392 322 C1 Cash Costs (A$/t Produced) 198 385 296
8 Sheffield Resources Limited Annual Report 2025 Review of Operations KMS Environmental Regulation KMS is subject to various environmental regulations in respect to its exploration, development and production activities. In the course of its normal mining and exploration activities, KMS adheres to all environmental regulations imposed upon it by the relevant regulatory authorities, particularly those regulations relating to ground disturbance and the protection of rare and endangered flora and fauna. KMS Greenhouse Gas and Energy Data Reporting Requirements KMS has considered compliance with the National Greenhouse and Energy Reporting Act (NGER), 2007 (Cth) which requires entities to report annual greenhouse gas emissions and energy use in Australia. For the measurement period, the first report under Division 3 of Part 2 of the NGER was submitted to the Clean Energy Regulator during October 2024. External Factors and Risks Affecting the Company’s Results Sheffield operates in an uncertain economic environment, but these uncertainties are minimised through the application of a rigorous risk management framework and clearly defined risk appetite, defined by the Board. Consequently, the Board and management monitor these uncertainties and, where possible, mitigate the associated risk of adverse outcomes. The following external factors are all capable of having a material adverse effect on the Sheffield business and may affect the prospects of business units, including the Thunderbird mine, for future financial years. Exposure to Economic, Environment and Social Risks Sheffield has material exposure to economic, environmental and social risks, including changes in community expectations, and environmental, social and KMS Outlook Looking ahead to the 2026 financial year, the focus for KMS and Thunderbird will be in the following areas: – initiatives to increase production and shipping, reduce debt, and implement operational improvements and efficiencies at Thunderbird; – delivering value to shareholders and both economic and social benefits to our Traditional Owners and the West Kimberley through disciplined financial management, operational efficiency, and continued investment in our people, infrastructure and local community; and – strong financial management transitioning into a sustainable business generating cash flows for shareholders. Port of Broome - vessel loading operations
9 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION governance legislation (including, for example, those matters related to climate change). At the Thunderbird mine, reasonable steps are taken via the employment of suitably qualified personnel to assist with the management of its exposure to these risks. During the operation of the Thunderbird mine, KMS must comply and remain compliant with its Mining License conditions and Australian Mining Codes in order to retain prospecting and mining rights. Any failure to satisfy these requirements could jeopardise any prospecting or mining rights held and impede the ability to acquire, develop or maintain any additional prospecting and mining rights, all of which could have a material adverse effect on the Sheffield and KMS business, results of operations, financial condition, cash flows and/or prospects. Risks related to mining operational activities Thunderbird’s operations comprise mining and development with a primary focus on the development of high-grade deposits within the mineral sands sector. Operations generally involve a high degree of risk and are subject to all the hazards and risks normally encountered in the mining and development of mineral deposits. These include unstable ground conditions, adverse weather conditions, flooding and other conditions involved in the drilling and removal of material, any of which could result in damage to, or destruction of, mines and other producing facilities, damage to life or property, environmental damage and possible legal liability. Although adequate precautions to minimize risks are, and will continue to be, taken, Thunderbird’s operations are subject to risks which may result in environmental pollution and possible liability. Thunderbird is an established mining operation. Expenditures made or further drilling results are no guarantee for further developments or discoveries of profitable commercial mining operations. Lack of availability of drilling rigs could cause increased project expenditures and/or project delays. Heavy mineral operational development of Thunderbird involves significant risks to develop metallurgical processes and to construct mining and processing facilities. Although adequate precautions to minimize risks are, and will continue to be, taken, Thunderbird is subject to risks which may result in delays or potential performance below expectations. Sheffield, through its interests, may be affected by various factors, including failure to locate or identify mineral deposits, failure to achieve predicted grades in exploration and mining, operational and technical difficulties encountered in mining, insufficient or unreliable infrastructure such as power, water and transport, difficulties in commissioning and operating plant and equipment, mechanical failure or plant breakdown, unanticipated metallurgical problems which may affect extraction costs, adverse weather conditions, industrial and environmental accidents, industrial disputes and unexpected shortages or increases in the costs of consumables, spare parts, plant and equipment. In the event that any of these potential risks occur, Sheffield’s operational and financial performance may be adversely affected. Processing Risks Processing of ore takes place at the Thunderbird mine site and the processing is subject to interruption risk, equipment failure, ore variability, labour risk and other risks associated with mineral extraction and processing. The outcome of this has the potential to materially affect Sheffield results and profitability. Emergency response training exercise
10 Sheffield Resources Limited Annual Report 2025 Review of Operations Access to Export Infrastructure KMS exports products through the Port of Broome, which is not owned or operated by KMS, and experiences significantly higher activity in the dry season as cruise ships and livestock vessels increase their berthing frequency. This port has limited capacity and is not always available for timely export of available inventory, which affects timing of operating cash inflows. Oversize Material A significantly higher percentage of oversize material (>12mm) is rejected at the DMU than was initially modelled and predicted. A consequence of the increased oversize material is a potential displacement of heavy-mineralbearing sand and potential increased operating cost per tonne of ore produced or potential decrease in Ore Reserves. Any expected impact is currently unknown and under review. Exploration Risk The exploration for and development of mineral deposits involves significant risks which even careful evaluation, experience and knowledge may not eliminate. While the discovery of minerals may result in substantial rewards, few properties which are explored are ultimately developed into producing mines. Major expense may be incurred to locate and establish mineral reserves, to develop metallurgical processes and to construct mining and processing facilities at a particular site. It is not possible to ensure that the exploration or development programs planned by Sheffield will result in a profitable commercial mining operation. Whether a mineral deposit will be commercially viable depends on a number of factors, some of which are: the particular attributes of the deposit, such as size, grade and proximity to infrastructure, commodity prices which are highly cyclical, government regulations, including regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in Sheffield not receiving an adequate return on invested capital. If any adverse event relating to exploration, mining and/ or development should occur, then it could have a material adverse effect on the Sheffield business, financial condition, results of operations, cash flows and/or prospects. Risk of Inaccurate Estimates There is considerable uncertainty inherent in estimating the size and value of Mineral Resources and Ore Reserves. The techniques are subjective and an inexact process where the estimation of the accumulation of Mineral Resources and Ore Reserves cannot be accurately measured. To evaluate the recoverable mineral volumes, a number of geological, geophysical, technical and production data must be evaluated. The evaluation conducted in relation to the mineral sands operations may later prove to be inaccurate, and there is a real risk that estimated Mineral Resources and Ore Reserves may be adjusted downward. For example, mineral sands mined may be of a different quality, tonnage or strip ratio from the estimates. Mineral Resource estimates are necessarily imprecise and depend to some extent upon interpretations, which may ultimately prove to be inaccurate and require adjustment. Adjustment to the estimates of Mineral Resources and Ore Reserves could affect development and mining plans, which could have a materially adverse effect on the Sheffield business, financial condition, results of operations, cash flows and/or prospects. Risk of Uninsured Losses Sheffield is exposed to a number of risks and hazards generally, including adverse environmental conditions, industrial accidents, unusual or unexpected geological conditions, contamination, changes in the regulatory environment and natural Mine Accommodation area
Thunderbird Mining Operations 11 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION phenomena such as inclement weather conditions or floods. Such occurrences could have a material adverse effect on the Sheffield business, operating result or financial condition. At Thunderbird, KMS holds comprehensive property and equipment insurance, as well as business interruption insurance to protect against certain risks in such amounts as it considers reasonable. Insurance may not cover all the potential risks associated with the Company’s operations. Contractual Risks The ability to efficiently conduct Sheffield business in several respects depends upon third party product and service providers and contracts. Accordingly, in some circumstances, contractual arrangements have been entered into by KMS. As in any contractual relationship, the ability for KMS to ultimately receive benefits from these contracts is dependent upon the relevant third party complying with its contractual obligations. To the extent that such third parties default in their obligations, it may be necessary for KMS to enforce its rights under any of the contracts and pursue legal action. Such legal action may be costly, and no guarantee can be given by KMS or Sheffield that a legal remedy will ultimately be granted on appropriate terms. Additionally, some existing contractual arrangements that have been entered into by Sheffield and its subsidiaries may be subject to the consent of third parties being obtained to enable controlled entities to carry on all of its planned business and other activities and to obtain full contractual benefits. No assurance can be given that any such required consent will be forthcoming. Failure by Sheffield to obtain such consent may result in Sheffield not being able to carry on all of its planned business and other activities or proceed with its rights under any of the relevant contracts requiring such consent. Commodity Prices The prices that KMS obtains for its products are a key driver of business performance, and fluctuations in these markets affects its results, including cash flows and shareholder returns. 2025 financial year operating cash flows were sourced from the sale of materials from Thunderbird. Each of these commodities are priced contractually or by external markets and, as Sheffield or KMS are not a price maker with respect to the materials available for sale, it is susceptible to adverse price movements. Commodity prices experienced volatility in the 2025 financial year. KMS purchases material amounts of fuel that is subject to global pricing conditions and KMS has not hedged its exposure to fuel price volatility during the financial year. Interest Rates Interest rate movements affect both returns on funds on deposit as well as the cost of borrowings. Interest rate risk may be hedged in certain circumstances, however, no interest rate hedging occurred during the past year. Currency Exchange Rates The functional currency of KMS and Sheffield is Australian Dollars (AUD). KMS cash inflows are in United States dollars (USD), which is the currency of denominated material sales and inflows may therefore be subject to fluctuations in the exchange rate with respect to sales or ad hoc expenditures in currencies that are not AUD. Both KMS and Sheffield did not enter into any currency exchange hedging during the past year.
12 Sheffield Resources Limited Annual Report 2025 Review of Operations SOUTH ATLANTIC PROJECT The South Atlantic Project is located within the Rio Grande do Sul Coastal Plain, a region located in the southernmost state of Brazil, Rio Grande do Sul, along the coast of the Atlantic Ocean. Sheffield has in place an investment agreement (RGM Option Agreement) with Mineração Santa Elina Indústria e Comércio S/A. and Kromus Xi Fundo De Investimento Em Participações, current owners of Rio Grande Mineração S/A (RGM), providing Sheffield with an option to acquire a 20% interest in RGM, the 100% owner of the South Atlantic Project in Brazil, via an initial option contribution of US$4m, with further staged payments totalling US$11m subject to the achievement of key milestones. Subject to various other conditions being satisfied, Sheffield may increase its interest in RGM up to 80% (refer ASX announcement dated 28 February 2023 for further details). As at the end of the reporting period, Sheffield had contributed a total of US$2.5m, with funding applied toward an exploration drilling program, detailed technical studies, mineral resource estimation and permitting activities. Maiden Mineral Resource estimates for Retiro and Bujuru were completed during the reporting period. The South Atlantic Project comprises a Mineral Resource estimate of 771Mt @ 3.0% THM (Indicated and Inferred) for 23Mt of contained THM for the combined Retiro and Bujuru projects (Refer ASX announcement dated 25 June 2025 for further information). In addition to the Mineral Resource estimate, RGM has been granted an Installation Licence for the Central Retiro area of interest, part of the greater Retiro deposit, paving the way for RGM to progress a Mining Decree for the initial project area. Ongoing activities at RGM are focused on securing the Central Retiro mining decree, progressing project related approvals and the pre-feasibility study. Sheffield expects that the timeframe to conclude licencing and regulatory approvals processes for the South Atlantic Project will extend beyond timeframes previously anticipated, with any material contribution by the Company to acquire a 20% interest in RGM likely to be deployed over an extended time period. Sheffield will continue to provide stakeholders with relevant updates to the proposed RGM work program going forward. CAPITAL METALS PLC Sheffield retains a 10% interest in Capital Metals Plc (AIM: CMET), the owner of the Taprobane Minerals Project in Sri Lanka. CMET is progressing in-country activities within Sri Lanka toward development of the Taprobane Minerals Project. During the reporting period, Sheffield participated in a CMET share placement alongside a strategic investor, contributing a $419,000 share subscription to maintain its 10% interest in CMET and associated rights.
13 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION
14 Sheffield Resources Limited Annual Report 2025 Ian Macliver Non-Executive Director BCom Appointed 1 August 2019 Experience Mr Macliver is a highly regarded and experienced director within the mining sector. Mr Macliver’s executive and director experience covers all areas of corporate activity, including acquisitions, divestments, takeovers, business and strategic planning, debt and equity structuring, operating projects and financial reviews and valuations. Mr Macliver was Chairman of MMA Offshore Limited from 2020 to 2024 (prior to its acquisition by Cyan Renewables) and Non-Executive Chairman of Western Areas Limited from 2011 to 2022. Previously, Mr Macliver was also a Non-Executive Director of Otto Energy Limited and Mount Gibson Iron Limited. Mr Macliver holds a Bachelor of Commerce from the University of Western Australia, a Post Graduate Diploma from the Securities Institute of Australia and qualified as a Chartered Accountant. Responsibilities Member of the Board Chair of the Audit & Risk Committee Member of the Remuneration & Nomination Committee Interest in shares, options and rights 107,142 ordinary shares Other current directorships Emeco Holdings Limited (appointed 1 December 2024) Wright Prospecting Pty Ltd (appointed Alternate Director December 2022) Past directorships last 3 years Western Areas Limited (resigned June 2022) MMA Offshore Limited (resigned 24 July 2024) John Richards Lead Independent Director B. Econ (Hons) Appointed 1 August 2019 (Previously Non-Executive Chair, appointed Lead Independent Director 13 April 2021) Experience Mr Richards is an economist with more than 40 years’ experience in the resources industry; holding various positions within mining companies, investment banks and private equity groups. He has been involved in a wide range of mining M&A transaction in multiple jurisdictions. Mr Richards is an Independent NonExecutive Director; holding previous positions at Normandy Mining Ltd, Standard Bank, Buka Minerals and Global Natural Resource Investments; he is Non-Executive Chair of Sandfire Resources Limited. Responsibilities Member of the Board Chair of the Remuneration & Nomination Committee Member of the Audit & Risk Committee Interest in shares, options and rights 400,000 ordinary shares Other current directorships Sandfire Resources Limited (appointed 1 January 2021) Past directorships last 3 years Northern Star Resources Limited (resigned 31 July 20) Bruce Griffin Executive Chair B.Ch.Eng, B.A.Econ, MBA Appointed 10 June 2020 (Previously Commercial Director, appointed Executive Chair 13 April 2021) Experience Mr Griffin previously held the position of Senior Vice President Strategic Development of Lomon Billions Group, the world’s third largest producer of high-quality titanium dioxide pigments. Bruce previously held executive management positions in several resource companies, including acting as the Chief Executive Officer and a director of TZ Minerals International Pty. Ltd. (TZMI), the leading independent consultant on the global mineral sands industry, Chief Executive Officer and a director of World Titanium Resources Ltd, a development stage titanium project in Africa and as Vice President Titanium for BHP Billiton. Responsibilities Member of the Board Interest in shares, options and rights 2,664,662 ordinary shares 1,953,125 performance rights 405,391 options Other current directorships CVW CleanTech Inc. (since 2019) Savannah Resources Plc (appointed 12 September 2023) Capital Metals Plc (appointed 2 April 2024) Past directorships last 3 years Mawson Gold Limited (resigned 23 January 2025) Board of Directors and Company Secretary The Directors and Company Secretary of the Company during and until the date of this report are:
15 Sheffield Resources Limited Annual Report 2025 CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION Mark Di Silvio Company Secretary B.Bus, CPA, MBA, GAICD Appointed 15 February 2016 Experience Mark Di Silvio is a CPA and MBA qualified finance professional with over 30 years’ resources industry experience. Mr Di Silvio’s professional career includes operations and project development experience both in Australia and overseas, including senior finance roles with Woodside Petroleum Limited in Australia and Africa prior to joining Central Petroleum Limited and Centamin Plc as CFO. Mr Di Silvio has significant commercial and financial management experience including project financing, commercial agreement structuring and product offtake agreements. Vanessa Kickett Non-Executive Director Appointed 1 January 2022 Experience Vanessa Kickett has extensive experience and involvement with Aboriginal engagement, native title and heritage matters throughout Western Australia. A member of the Whadjuk Noongar community, Mrs Kickett is currently Deputy Chief Executive Officer of the South West Aboriginal Land and Sea Council, responsible for the recent implementation and operation of the South West (Western Australia) native title settlement. Mrs Kickett has also held a variety of roles in the public sector, leading the development of heritage and native title policy and frameworks on behalf of Water Corporation in Western Australia. Responsibilities Member of the Board Member of the Remuneration & Nomination Committee Interest in shares, options and rights 480,000 options Other current directorships None Past directorships last 3 years None Gordon Cowe Non-Executive Director BSc (Hons) Mechanical Engineering, GAICD Appointed 12 March 2021 Experience Gordon Cowe is a qualified mechanical engineer with over 30 years’ experience, Mr Cowe has had significant involvement in leading business start-up, planning and delivery of multiple complex projects including Mining & Mineral Processing, Oil & Gas and Resources based infrastructure projects globally. He has enjoyed an extensive career with leading contractors (including Bechtel and Worley Parsons) and project owners on a wide range of projects. Responsibilities Member of the Board Member of the Audit & Risk Committee Interest in shares, options and rights 480,000 options Other current directorships None Past directorships last 3 years None
16 Sheffield Resources Limited Annual Report 2025
CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION The Directors present their report on Sheffield Resources Limited (Sheffield, parent entity or the Company) and its controlled entities (collectively known as the Group or consolidated entity) for the year ended 30 June 2025. Principal activities The principal activities during the year were mineral sands operations in Australia and mineral sands evaluation in Brazil and Sri Lanka. Directors and Company secretary Please refer to page 14 and 15. Directors’ meetings The number of meetings held and attended by each Director during the year are as follows: Directors’ Meetings Audit & Risk Committee Remuneration & Nomination Committee Held Attended Held Attended Held Attended B Griffin 7 7 – – – – J Richards 7 7 2 2 1 1 I Macliver 7 7 2 2 1 1 G Cowe 7 6 2 1 – – V Kickett 7 5 – – 1 1 Options Total unlisted options on issue at the date of this report are as follows: Date of expiry Grant date Exercise price Number under options 30 November 2025 25 November 2021 $0.65 480,000 30 October 2026 25 November 2021 $0.33 214,200 30 November 2026 22 November 2022 $0.84 480,000 1 December 2028 22 November 2023 $0.68 465,515 1,639,715 Performance rights Total unlisted performance rights on issue at the date of this report are as follows: Date of expiry Grant date Exercise price Number under rights 30 October 2026 25 November 2021 Nil 1,649,023 1 December 2027 22 November 2022 Nil 119,023 1 December 2028 22 November 2023 Nil 19,014 29 November 2029 20 November 2024 Nil 3,108,189 8 August 2030 8 August 2025 Nil 2,731,640 7,626,889 Directors’ Report 17 Sheffield Resources Limited Annual Report 2025
Operating and financial review The Group’s operations during the year ended 30 June 2025 are set out in the Review of Operations and Ore Reserves and Mineral Resources sections. The Group recorded a net loss after tax for the year ended 30 June 2025 of $22.1m (2024: net loss after tax of $32.2m). At 30 June 2025, the Group had $7.1m in cash and cash equivalents (2024: $9.9m) and the Group’s net assets were $116.6m (2024: $138.1m). Dividends No dividends were paid or declared during the year ended 30 June 2025. Corporate Governance Statement The Corporate Governance Statement is available on the Company’s website at www.sheffieldresources.com.au. Likely developments and expected results Sheffield intends to continue its exploration, development and production activities on its existing projects and to assess and consider growth opportunities within the mineral sands sector. Environmental regulation The Group’s exploration and mining activities are governed by environmental regulation. To the best of the Directors’ knowledge the Group believes it has adequate systems in place to ensure the compliance with applicable environmental legislation and is not aware of any material breach of those requirements during the year and up to the date of the Directors’ Report. Indemnification and insurance of Directors and Officers The Company agreed to indemnify all the Directors and Key Management Personnel of the Company for any liabilities to another person (other than the company or related body corporate) that may arise from their designated position of the Company, except where the liability arises out of conduct involving a lack of good faith. During the year the Company paid a premium in respect of a contract insuring the Directors and Officers of the Company against any liability incurred in the course of their duties to the extent permitted by the Corporations Act 2001. Indemnification of insurance of Auditor The Company has not, during or since the end of the year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor. During the year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity. Non-audit services During the year the Company has not used its auditors, HLB Mann Judd, to complete any non-audit related work (2024: nil). Proceedings on behalf of the Company No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. Rounding The amounts contained in the financial report have been rounded to the nearest $1,000 (unless otherwise stated) pursuant to the option available to the Company under ASIC Class Order 2016/191. The Company is an entity to which the class order applies. Directors’ Report continued 18 Sheffield Resources Limited Annual Report 2025
CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION Auditor’s Independence This Auditor’s Independence Declaration is set out on page 40 and forms part of the Directors’ report for the year ended 30 June 2025. Events subsequent to reporting period There has been no matter or circumstance that has arisen after reporting date that has significantly affected, or may significantly affect, the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods. 19 Sheffield Resources Limited Annual Report 2025
This report sets out the remuneration strategy and arrangements for Key Management Personnel (KMP) of Sheffield Resources Limited for year ended 30 June 2025. This Remuneration Report forms part of the Directors’ Report and has been audited in accordance with the Corporations Act 2001. This report contains the following sections: Section 1: Key Management Personnel 20 Section 2: Remuneration Principles 20 Section 3: 2025 Financial Year Remuneration Summary 21 Section 4: Remuneration Governance 22 Section 5: 2025 Financial Year Senior Executive KMP Remuneration 22 Section 6: 2025 Financial Year Remuneration & Performance Outcomes 28 Section 7: Non-Executive Directors Remuneration 29 Section 8: Statutory Remuneration Disclosure Tables 30 Section 9: 2026 Financial Year Planned Remuneration Changes 33 SECTION 1: KEY MANAGEMENT PERSONNEL (KMP) For the purposes of this report, KMP are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any Director (whether Executive or otherwise) of the Company and are detailed in the table below. The Executive Chair and other executive management listed in the table below are collectively defined as the Senior Executive KMPs for the purposes of this report. Name Position Term as KMP Non-Executive Directors John Richards Lead Independent Non-Executive Director Full Year Ian Macliver Non-Executive Director Full Year Gordon Cowe Non-Executive Director Full Year Vanessa Kickett Non-Executive Director Full Year Senior Executive KMPs Bruce Griffin Executive Chair Full Year Mark Di Silvio Chief Financial Officer and Company Secretary Full Year SECTION 2: REMUNERATION PRINCIPLES Sheffield is committed to aligning Senior Executive KMP remuneration to long term shareholder returns. To this end, the Company’s remuneration practices are designed to attract and retain employees by identifying and rewarding high performers and recognising their contribution to the continued growth and success of the organisation. The key objectives of Sheffield’s remuneration policy and practices are to: – provide total remuneration and employment conditions which will enable the Company to attract and retain high quality Senior Executive KMPs to the business; – align remuneration with the creation and maximisation of shareholder value and the achievement of Company strategy, business objectives and core values; – ensure the structure and quantum of remuneration is competitive and reflective of the external market in which the Company operates; – provide a mix of fixed and variable, performance-based remuneration to drive superior performance; – reward the achievement of individual and Company objectives, thus promoting a balance of individual performance and teamwork across the executive management team; – provide a fair, equitable and scalable system that allows for sustainable business growth and is regularly reviewed for relevance and reliability; and – be transparent, easily understood and is acceptable to shareholders. Remuneration Report (audited) 20 Sheffield Resources Limited Annual Report 2025
CONTENTS FINANCIAL STATEMENTS YEAR IN REVIEW DIRECTORS’ REPORT CORPORATE DIRECTORY SHAREHOLDER INFORMATION The Board’s specific remuneration aims for the year ended 30 June 2025 were to: – retain a core group of Senior Executive KMPs at an early stage in the Company’s joint venture operations; – ensure cash preservation measures were set in place across the Company; – maintain a Long Term Incentive scheme designed to create alignment with the Kimberley Mineral Sands objectives and maximise overall shareholder value; – ensure effective benchmarking of fixed and variable remuneration for Senior Executive KMPs for a clearly defined peer group of similar companies to ensure remuneration is fair and competitive; and – retain total remuneration at or approximately the 66th percentile of market. SECTION 3: 2025 FINANCIAL YEAR REMUNERATION SUMMARY The summary table below provides an overview of the 2025 financial year remuneration outcomes per element. Where adjustments have been made, these have been further specified. Total Fixed Annual Remuneration (TFR) No changes occurred during the year During the year under review, the TFR applicable to the Executive Chair and Chief Financial Officer was reviewed by the Remuneration Committee. No changes have been proposed by the Remuneration Committee. See Section 8: Statutory Remuneration Disclosure Tables, for further detail. Short Term Incentive (STI) outcomes Average Senior Executive KMP outcome of 70% of maximum awarded The 2025 financial year corporate performance measures include the following: – Production from the Thunderbird Mineral Sands Mine – Thunderbird Per Tonne Unit Operating Costs – Thunderbird Health, Safety & Environmental Performance The above performance measures are further qualified by the following factors: – Health, Safety, Environmental and Governance objectives being met; and – The Senior Executive KMP needing to be employed during the entire period Assessment of these measures resulted in an average 70% STI outcome, relative to the STI targets set. See Section 5: 2025 Financial Year Senior Executive KMP Remuneration, for further detail. Long Term Incentive (LTI) outcomes Grant of Performance Rights: 2,985,078 Grant of Share Options: Nil 2,985,078 LTI performance rights were granted to Senior Executive KMPs during the year, with the performance period spanning three years ending on 30 June 2027. The next grant of LTI performance rights is scheduled in the 2026 Financial Year, spanning an equivalent three year performance period ending on 30 June 2028. For the year ended 30 June 2025, no share options were granted to Senior Executive KMPs during the year. The Company has designed an incentive program geared toward performance rights with appropriate long term performance hurdles. See Section 5: 2025 Financial Year Senior Executive KMP Remuneration, for further detail. Non-Executive Director (NED) fees No changes During the 2025 financial year, there was a review undertaken of the NED fee structure (including the related policy on base and committee fees). It was determined that no change to the NED fee pool is required at this time. See Section 7: Non-Executive Directors Remuneration, for further detail. Other Changes to Senior Executive KMP Remuneration No changes No other changes to Senior Executive KMP remuneration were made during the 2025 financial year. 21 Sheffield Resources Limited Annual Report 2025
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