Investors interested in stocks from the Mining - Gold sector have probably already heard of Eldorado Gold Corporation (EGO) and Royal Gold (RGLD) . But which of these two stocks presents investors with the better value opportunity right now? Let's take a closer look.We have found that the best way to discover great value opportunities is to pair a strong Zacks Rank with a great grade in the Value category of our Style Scores system. The proven Zacks Rank puts an emphasis on earnings estimates and estimate r ...

[Proxy Summary](index=3&type=section&id=Proxy%20Summary) This proxy summary outlines the 2025 Annual & Special Meeting details, including key agenda items, director nominees, and board diversity metrics [Meeting Information and Items of Business](index=3&type=section&id=Meeting%20Information%20and%20Items%20of%20Business) The 2025 Annual & Special Meeting of Shareholders will be held in a hybrid format on June 3, 2025, at 3:00 p.m. Pacific time. Key agenda items include the election of eight directors, re-appointment of KPMG as auditor, and approval of amendments to the Stock Option and Performance Share Unit Plans, alongside a non-binding advisory vote on executive compensation - The **2025 Annual & Special Meeting of Shareholders** is scheduled for Tuesday, **June 3, 2025**, at **3:00 p.m. Pacific time**. It will be a hybrid meeting, allowing for both in-person attendance in Vancouver, BC, and virtual participation via the Computershare platform[8](index=8&type=chunk)[9](index=9&type=chunk) Items of Business for the 2025 Meeting | Item | Description | | :--- | :--- | | 1 | Receive 2024 annual audited financial statements | | 2 | Elect eight directors for the coming year | | 3 | Re-appoint KPMG as auditor for the coming year | | 4 | Authorize directors to set the auditor's pay | | 5 | Approve amendments to the Stock Option Plan | | 6 | Approve amendments to the Performance Share Unit Plan | | 7 | Approve a non-binding advisory resolution on executive compensation | [Director Nominees and Board Diversity](index=6&type=section&id=Director%20Nominees%20and%20Board%20Diversity) The board consists of eight director nominees, of which 87% are independent. The board demonstrates strong diversity metrics, with 38% of nominees identifying as women and 25% from other designated groups. The average tenure for independent directors is 5 years, and there are no overboarded directors - The board has **eight nominees** for the upcoming election: Hussein Barma, Carissa Browning, George Burns, Teresa Conway, Judith Mosely, Steven Reid, Stephen Walker, and John Webster[20](index=20&type=chunk)[23](index=23&type=chunk)[24](index=24&type=chunk) Board Diversity and Governance Highlights | Metric | Value | | :--- | :--- | | Independent Director Nominees | 87% | | Committee Chairs who are women | 80% | | Board nominees identifying as women | 38% (3 of 8) | | Nominees from other designated groups | 25% (2 of 8) | | Average tenure of independent directors | 5 years | | Overboarded Director Nominees | None | [Message to Shareholders](index=5&type=section&id=Message%20to%20Shareholders) The company highlights strategic project advancements and investments, alongside ongoing board renewal efforts [Strategic Project Advancements](index=10&type=section&id=Strategic%20Project%20Advancements) The company is advancing key growth projects, with the Skouries project remaining fully funded and on track for first production in Q1 2026. The Lamaque Complex is expanding with the Ormaque deposit, which adds a second underground mine and an inaugural Mineral Reserve of 619,000 ounces of gold. Optimization efforts are also underway at Kışladağ, Efemçukuru, and Olympias to unlock further value - The **Skouries project** is expected to increase operational scale, add copper production, and strengthen the company's financial foundation. First production is anticipated in **Q1 2026**, with commercial production in mid-2026, and it has an initial **20-year mine life**[34](index=34&type=chunk)[35](index=35&type=chunk) - The Lamaque Complex's Ormaque deposit announced an **inaugural Mineral Reserve of 619,000 ounces of gold**. An Amended Technical Report outlines an **eight-year mine life** for Ormaque with **1.2 million ounces of gold production**, adding a second underground mine to the complex[36](index=36&type=chunk)[37](index=37&type=chunk) - Value-driving initiatives are progressing at other operations: - **Kışladağ:** Implementing innovative methods for on-belt agglomeration to accelerate gold recovery - **Efemçukuru:** Advancing resource conversion of the Kokarpinar and Bati veins - **Olympias:** Continuing productivity improvements to support a mill expansion to **650ktpa** in 2026[38](index=38&type=chunk) [Strategic Investments and Board Renewal](index=10&type=section&id=Strategic%20Investments%20and%20Board%20Renewal) In 2024, Eldorado pursued several strategic investments to increase exposure to early-stage exploration in proven jurisdictions, including option agreements with Brixton Metals and TRU Precious Metals, and an investment in Amex Exploration. The Board is undergoing renewal, with Catharine Farrow not standing for re-election and Hussein Barma being introduced as a new candidate to complement the Board's skillset - The company made **strategic investments** to gain exposure to early-stage exploration opportunities, including: - Option agreement with Brixton Metals for its Atlin Goldfields Project in British Columbia - Option agreement with TRU Precious Metals for its Golden Rose Project in Newfoundland - Strategic investment in Amex Exploration Inc. in Québec[39](index=39&type=chunk) - As part of board renewal, Catharine Farrow will not be standing for re-election. A new board candidate, Hussein Barma, will stand for election, bringing a broad range of business acumen and experience[40](index=40&type=chunk) [Shareholder and Voting Information](index=11&type=section&id=Shareholder%20and%20Voting%20Information) This section details the procedures for shareholder voting and participation in the 2025 Annual and Special Meeting [Meeting and Voting Procedures](index=13&type=section&id=Meeting%20and%20Voting%20Procedures) Shareholders as of the record date, April 11, 2025, are entitled to vote at the hybrid 2025 Meeting. The company is using 'notice-and-access' procedures, providing meeting materials electronically. Registered shareholders can vote by proxy via mail, telephone, or online by May 30, 2025. Non-registered shareholders must follow instructions from their intermediary to submit their votes - **Shareholders as of the record date** (**April 11, 2025**) are entitled to vote at the 2025 Annual and Special Meeting[51](index=51&type=chunk) - The company is using **notice-and-access procedures**, making the Management Proxy Circular and other materials available electronically on its website, SEDAR+, and the SEC website. Paper copies can be requested[52](index=52&type=chunk)[53](index=53&type=chunk)[55](index=55&type=chunk) - Proxies for **registered shareholders** must be returned by **3:00 p.m. (Pacific time) on Friday, May 30, 2025**. Non-registered shareholders should follow the instructions on their voting instruction form to ensure their vote is submitted by the deadline[59](index=59&type=chunk)[60](index=60&type=chunk) [Business of Meeting](index=14&type=section&id=Business%20of%20Meeting) Key agenda items for the meeting include financial statement review, director elections, auditor appointment, and proposed amendments to equity compensation plans [Financial Statements and Director Elections](index=16&type=section&id=Financial%20Statements%20and%20Director%20Elections) The 2024 Annual Audited Consolidated Financial Statements will be presented. Shareholders will vote on the election of eight directors for a one-year term. The election is subject to a majority voting requirement under the CBCA, where each nominee must receive more 'for' votes than 'against' votes to be elected - The Board has set the number of directors to be elected at **eight** for the upcoming year[73](index=73&type=chunk) - The **election of directors is governed by statutory majority voting requirements**, meaning a nominee will only be elected if the number of shares voted 'for' them exceeds the number of shares voted 'against' them[75](index=75&type=chunk) [Auditor Appointment](index=17&type=section&id=Auditor%20Appointment) Shareholders will be asked to re-appoint KPMG LLP as the independent auditor for 2025 and authorize the Board to set their remuneration. KPMG has served as the company's auditor since 2009, with a new lead audit partner appointed in Q1 2025 in line with rotation policies. Total fees paid to KPMG in 2024 were US$2,045,855 - **KPMG LLP** has been the company's independent auditor since **2009**. A new lead audit partner was appointed in **Q1 2025**, in accordance with the five-year rotation policy[82](index=82&type=chunk) Fees Paid to KPMG (US$) | Fee Type | 2024 | 2023 | | :--- | :--- | :--- | | Audit fees | 1,945,300 | 1,864,990 | | Audit-related fees | 91,895 | 97,859 | | All other services | 8,660 | 8,250 | | **Total** | **$2,045,855** | **$1,971,099** | [Amendments to Equity Plans](index=17&type=section&id=Amendments%20to%20Equity%20Plans) Shareholders are asked to approve amendments to the Stock Option Plan and the Performance Share Unit (PSU) Plan. Key changes to the Stock Option Plan include increasing the reserved common shares by 7,183,172 and extending the maximum option term from five to seven years. The PSU Plan amendments include increasing the reserved common shares by 1,310,000 - Proposed amendments to the **Stock Option Plan** requiring shareholder approval include: 1. Increasing the maximum number of reserved common shares by **7,183,172** to a total of **23,691,000** 2. Increasing the maximum term of options from **five to seven years**[86](index=86&type=chunk) - Proposed amendments to the **Performance Share Unit (PSU) Plan** requiring shareholder approval include increasing the maximum number of reserved common shares by **1,310,000** to a total of **4,436,000**[96](index=96&type=chunk) Equity Compensation Plan Status (as of April 11, 2025) | Metric | Value | | :--- | :--- | | Total stock options outstanding | 3,400,772 | | Weighted average exercise price of options | $16.29 | | Weighted average remaining term of options | 3.77 years | | Total PSUs outstanding | 1,044,489 | | Shares available under Stock Option Plan | 1,211,076 | | Shares available under PSU Plan | 727,050 | [Advisory Vote on Executive Compensation](index=20&type=section&id=Advisory%20Vote%20on%20Executive%20Compensation) The company is holding its annual non-binding advisory 'Say on Pay' vote, allowing shareholders to provide feedback on the executive compensation program. While not binding, the Board will consider the results. In 2024 and 2023, the company's approach to executive compensation received over 90% shareholder support - The **advisory vote** provides shareholders an opportunity to advise the Board on their view of the executive compensation programs. The results are **non-binding** but will be taken into account by the Board[106](index=106&type=chunk)[107](index=107&type=chunk) Historical 'Say on Pay' Voting Results | Year | Votes "for" (%) | Votes "against" (%) | | :--- | :--- | :--- | | 2024 | 97.07 | 2.93 | | 2023 | 98.48 | 1.52 | [Board of Directors](index=19&type=section&id=Board%20of%20Directors) This section provides biographies of director nominees, details board diversity, and outlines meeting attendance and governance practices [Director Nominee Biographies](index=22&type=section&id=Director%20Nominee%20Biographies) The eight director nominees bring a complementary mix of skills in areas such as mining, finance, sustainability, and corporate governance. All independent directors meet the company's equity-ownership requirements, with the exception of the first-time nominee. The board includes two audit committee financial experts as defined by SEC rules - The board is composed of **eight nominees**, **seven of whom are independent**. George Burns, the President & CEO, is the only non-independent director[117](index=117&type=chunk) - All **independent directors meet the equity-ownership requirement of 5 times their annual retainer**, except for first-time nominee Hussein Barma, who will have until June 2030 to meet the requirement if elected[119](index=119&type=chunk)[124](index=124&type=chunk) - John Webster (Audit Committee Chair) and Teresa Conway are both considered **financially literate** and meet the SEC's definition of an **audit committee financial expert**[119](index=119&type=chunk) [Board and Committee Meeting Attendance](index=31&type=section&id=Board%20and%20Committee%20Meeting%20Attendance) In 2024, directors demonstrated high engagement, attending 99% of Board meetings and 100% of committee meetings. The Board and its committees regularly hold in-camera sessions without management present to ensure independent oversight - Director attendance was **99% for Board meetings** and **100% for committee meetings** in 2024[165](index=165&type=chunk) - The Board held **in-camera sessions** at each of its **eight scheduled meetings** in 2024. The Audit, CGNC, and Sustainability committees met **four times each**; the Compensation Committee met **five times**; and the Technical Committee met **six times**, all with **in-camera sessions**[166](index=166&type=chunk) [Environmental, Social and Governance (ESG)](index=31&type=section&id=Environmental%2C%20Social%20and%20Governance) The company's commitment to sustainability is detailed, covering governance, social initiatives, diversity, and ethical conduct [Sustainability Governance and Highlights](index=33&type=section&id=Sustainability%20Governance%20and%20Highlights) Eldorado is committed to integrating sustainability across its operations, guided by a framework supported by its Sustainability Integrated Management System (SIMS). Key 2024 achievements include reductions in injury frequency rates, successful SIMS verifications in Türkiye, publication of the third Climate Change report with Scope 3 emissions, and achieving board diversity targets - The company's sustainability approach is built on its values and supported by a suite of policies and the **Sustainability Integrated Management System (SIMS)**[178](index=178&type=chunk) - **2024 Sustainability Highlights**: - **Reduced PFO frequency rate by 27%** and total recordable injury frequency rate by **30%** compared to 2023 - Completed SIMS Compliance Verifications at Efemçukuru and Kışladağ - Published third Climate Change & GHG Emissions Report, including the **first Scope 3 GHG emissions inventory** - **Exceeded board diversity targets with 50% women representation**[183](index=183&type=chunk) [Social and Human Capital Management](index=36&type=section&id=Social%20and%20Human%20Capital%20Management) The company actively invests in its host communities through various programs focused on education, infrastructure, and female entrepreneurship. The Board oversees human capital management, including a formal executive succession plan that is reviewed at least annually to ensure leadership continuity and development - Community investment highlights in 2024 include supporting local infrastructure, education, and women's entrepreneurship programs in Canada, Greece, and Türkiye[189](index=189&type=chunk)[193](index=193&type=chunk)[194](index=194&type=chunk) - The Board is responsible for oversight of human capital management. A **formal executive succession plan** is in place and was reviewed twice in 2024, covering candidate assessments, timelines, emergency designates, and diversity initiatives[195](index=195&type=chunk)[197](index=197&type=chunk)[198](index=198&type=chunk) [Diversity, Inclusion and Employee Engagement](index=38&type=section&id=Diversity%2C%20Inclusion%20and%20Employee%20Engagement) Eldorado has established aspirational diversity targets for its Board and senior management, aiming for at least 30% women and an additional 10% from other designated groups. As of April 2025, the company meets these targets, with the Board comprising 50% women and 13% from other groups, and senior management at 32% women and over 10% from other groups - The company's Diversity Policy includes aspirational targets to foster representation of **at least 40%** from designated groups (women, Indigenous peoples, visible minorities, persons with disabilities, LGBTQIA2S+) on both the Board and senior management team[214](index=214&type=chunk)[215](index=215&type=chunk) Diversity Representation (as of April 11, 2025) | Group | Board of Directors | Senior Management | | :--- | :--- | :--- | | **Target** | Min. 30% women, plus 10% other designated groups | Min. 30% women, plus 10% other designated groups | | **Actual Women** | 50% (4 of 8) | 32% (6 of 19) | | **Actual Other Groups** | 13% Indigenous, 13% Visible Minorities | 5% Indigenous, 11% Visible Minorities, 16% LGBTQIA2S+ | | **Status** | Met | Met | [Governance and Ethical Conduct](index=41&type=section&id=Governance%20and%20Ethical%20Conduct) The company maintains high standards of legal and ethical conduct through a comprehensive governance framework. This includes a Code of Ethics and Business Conduct, a Whistleblower Policy with an independent hotline, an Anti-Bribery and Corruption Policy, and an Insider Trading Policy that prohibits hedging by directors and officers. These policies are reviewed annually and supported by company-wide training - The **Code of Ethics and Business Conduct** applies to all directors, officers, employees, and contractors, covering areas like conflicts of interest, confidentiality, and compliance with laws. All personnel receive training on the Code[223](index=223&type=chunk)[224](index=224&type=chunk)[225](index=225&type=chunk) - A **Whistleblower Policy** and an **independent third-party hotline** (EthicsPoint) are in place, allowing for confidential and anonymous reporting of concerns. All reports are reviewed by the Chair of the Audit Committee and the Legal and Compliance team[231](index=231&type=chunk)[232](index=232&type=chunk) - The company has an **Anti-Bribery and Corruption (ABC) Policy** and an **Insider Trading Policy**. The **Insider Trading Policy explicitly prohibits hedging** of company shares or related financial instruments by directors or officers[237](index=237&type=chunk)[244](index=244&type=chunk)[246](index=246&type=chunk) [About the Board](index=42&type=section&id=About%20the%20Board) This section describes the Board's oversight responsibilities, director education, risk management, shareholder engagement, and committee structures [Board Oversight and Renewal](index=44&type=section&id=Board%20Oversight%20and%20Renewal) The Board oversees management and strategic direction, with a focus on risk management, succession planning, and corporate governance. A robust director succession process, guided by a skills matrix, ensures board renewal and effectiveness. Over 71% of independent director nominees have a tenure of nine years or less. The Board has determined that its two long-standing directors remain independent following a formal review - The Board's duties include overseeing strategic planning, risk management, succession planning, internal controls, and ESG strategy[250](index=250&type=chunk)[253](index=253&type=chunk) - The Corporate Governance and Nominating Committee (CGNC) manages director succession using a skills matrix. The process includes engaging independent third parties to identify diverse candidates[261](index=261&type=chunk)[262](index=262&type=chunk)[263](index=263&type=chunk) - The Board does not have mandatory term limits but conducts a **formal independence review** for directors serving beyond **nine years**. Following such a review, directors Steven Reid (**11 years**) and John Webster (**10 years**) have been **determined to be independent**[283](index=283&type=chunk)[284](index=284&type=chunk)[285](index=285&type=chunk) [Director Education and Strategic Planning](index=50&type=section&id=Director%20Education%20and%20Strategic%20Planning) The company provides a comprehensive orientation for new directors and ongoing education opportunities, including internal sessions and site visits. In 2024, directors participated in numerous internal and external education sessions covering topics like cybersecurity, ESG, and industry knowledge. The Board actively engages in strategic planning, holding at least one dedicated session annually to review and approve the company's long-term goals and five-year plan - Directors receive **orientation and continuing education**, including **four internally organized sessions** in 2024 on topics such as Code of Ethics, Strategic Community Investment, and Cybersecurity[290](index=290&type=chunk)[291](index=291&type=chunk)[292](index=292&type=chunk) - In 2024, all current directors visited the Lamaque Complex, and the Technical Committee visited the Skouries project, Olympias mine, and Kışladağ mine[298](index=298&type=chunk)[299](index=299&type=chunk) - The Board oversees the strategic planning process, with **at least one dedicated meeting per year**. It reviews and approves the annual budget and five-year plan, and monitors progress against goals quarterly[311](index=311&type=chunk)[312](index=312&type=chunk)[313](index=313&type=chunk) [Risk Management and Shareholder Engagement](index=57&type=section&id=Risk%20Management%20and%20Shareholder%20Engagement) The Board oversees an Enterprise Risk Management (ERM) program, with specific risk elements delegated to its committees. Management conducts quarterly enterprise-wide risk assessments. The Audit Committee specifically oversees cybersecurity and AI risk. The company maintains a formal Shareholder Engagement Policy, encouraging communication between shareholders and the Board, primarily through the Chair - The Board is responsible for understanding and monitoring principal business risks through an **Enterprise Risk Management (ERM) program**. Risk oversight is delegated to various committees, and management presents risk reports to the Board quarterly[319](index=319&type=chunk)[320](index=320&type=chunk)[321](index=321&type=chunk) - The **Audit Committee specifically oversees cybersecurity and AI risk**. In 2024, the company implemented a cybersecurity-incident response plan and developed AI governance principles, with a formal AI policy expected in 2025[327](index=327&type=chunk)[328](index=328&type=chunk)[329](index=329&type=chunk) - The company has a **formal Shareholder Engagement Policy**. The Chair of the Board directs communication between the Board and shareholders, and senior management regularly meets with investors[330](index=330&type=chunk)[331](index=331&type=chunk)[336](index=336&type=chunk) [Board Committees](index=60&type=section&id=Board%20Committees) The Board has five standing committees, all composed entirely of independent directors: Audit, Sustainability, Corporate Governance and Nominating (CGNC), Compensation, and Technical. Each committee operates under specific Terms of Reference to assist the Board in its oversight responsibilities - The Board has **five standing committees**, all **100% independent**: Audit, Sustainability, CGNC, Compensation, and Technical[345](index=345&type=chunk) - **Audit Committee:** Oversees financial reporting, internal controls, and the external auditor. All members are **financially literate**, and **two are designated financial experts**[349](index=349&type=chunk)[353](index=353&type=chunk) - **Sustainability Committee:** Oversees the company's approach to sustainability, including environmental, social, health, safety, and human rights risks and policies[355](index=355&type=chunk)[357](index=357&type=chunk) - **Corporate Governance and Nominating Committee (CGNC):** Oversees corporate governance policies, board composition, and director nominations[358](index=358&type=chunk)[360](index=360&type=chunk) - **Compensation Committee:** Oversees director and executive compensation philosophy, programs, and policies, including performance assessment and succession planning[362](index=362&type=chunk)[366](index=366&type=chunk) - **Technical Committee:** Assists the Board in overseeing operational and technical performance and risks, including mineral reserves and resources, and capital projects[368](index=368&type=chunk)[369](index=369&type=chunk) [Compensation Discussion & Analysis (CD&A)](index=69&type=section&id=Compensation%20Discussion%20%26%20Analysis) This section outlines the executive compensation philosophy, components, and decisions, emphasizing pay-for-performance and risk mitigation [Letter to Shareholders from the Compensation Committee](index=73&type=section&id=Letter%20to%20Shareholders%20from%20the%20Compensation%20Committee) The Compensation Committee reported strong 2024 performance, resulting in a corporate performance score of 115% (after downward discretion from a calculated 128%) for short-term incentive payouts. Key achievements included solid operational results, reserve replacement, and progress at the Skouries project, though its timeline was revised. For 2024 grants, a climate metric (10% weighting) was added to the PSU scorecard. Looking to 2025, the committee is seeking shareholder approval to increase equity reserves and extend the stock option term to seven years - The Board approved a **corporate performance score of 115%** for 2024, applying downward discretion from a calculated score of **128%** to reflect the updated Skouries project completion timeline[412](index=412&type=chunk) - Performance Share Units (PSUs) for the 2021-2023 period paid out at **200% of target**, driven by **strong Total Shareholder Return (TSR)** relative to industry competitors[416](index=416&type=chunk) - For PSUs granted in 2024, a **GHG emissions mitigation target** was added as a second metric, accounting for **10% of the scorecard**, with the performance period changed to a **three-year cliff vest**[417](index=417&type=chunk) - For 2025, the committee is proposing amendments to equity plans, including increasing the maximum stock option term from **five to seven years** for future grants[420](index=420&type=chunk) [Compensation Philosophy, Objectives, and Risk Management](index=76&type=section&id=Compensation%20Philosophy%2C%20Objectives%2C%20and%20Risk%20Management) The company's compensation philosophy is centered on pay-for-performance, targeting the 50th percentile of a peer group of 15 mining companies. A significant portion of executive pay is variable and long-term to align with shareholder interests. The company employs several risk mitigation practices, including a market-leading Clawback Policy, significant executive equity ownership requirements (4x salary for CEO, 2x for other NEOs), and a prohibition on hedging by insiders - The compensation program is designed to be heavily weighted towards variable, performance-based incentives to align executive and shareholder interests. Compensation is targeted within a competitive range of the **50th percentile** of the peer group[424](index=424&type=chunk)[425](index=425&type=chunk) - The 2024 peer group consists of **15 North American-listed gold and mining companies** of comparable size and complexity. For 2025, Kinross Gold Corporation was added to the peer group[433](index=433&type=chunk)[434](index=434&type=chunk)[435](index=435&type=chunk) - The company has an expanded **Clawback Policy** that allows for the recovery of incentive-based compensation in the event of a material restatement, material error, or serious misconduct[444](index=444&type=chunk)[445](index=445&type=chunk)[446](index=446&type=chunk) - Executive equity ownership requirements are **4x base salary for the President & CEO** and **2x base salary for other executive officers**, to be achieved within five years of appointment[449](index=449&type=chunk) [Compensation Components and 2024 Decisions](index=82&type=section&id=Compensation%20Components%20and%202024%20Decisions) Executive compensation comprises base salary, a Short-Term Incentive Plan (STIP), and a Long-Term Incentive Plan (LTIP) consisting of PSUs, RSUs, and stock options. In 2024, the CEO's STIP target was increased to 120% of salary. The STIP payout was 115% of target based on a corporate scorecard assessing ESG, operations, and growth. The LTIP is weighted 50% to PSUs, 25% to RSUs, and 25% to options 2024 Executive Compensation Structure | Component | Type | Target (CEO) | Target (EVPs) | Performance Period | | :--- | :--- | :--- | :--- | :--- | | Base Salary | Fixed Cash | N/A | N/A | N/A | | STIP | Variable Cash | 120% of salary | 80% of salary | 1 Year | | LTIP | Variable Equity | 220% of salary | 150% of salary | 3-5 Years | 2024 Corporate Scorecard Results | Objective Category | Weighting (%) | Score (out of 2.0) | Achievement (%) | | :--- | :--- | :--- | :--- | | ESG | 30% | - | 48.3 | | Operational Execution | 30% | - | 27.1 | | Growth & Strategic Focus | 40% | - | 32.3 | | **Total Calculated Score** | **100%** | | **128%** | | **Board Discretion Adjustment** | | | **(13%)** | | **Adjusted Corporate Score** | | | **115%** | - The **Long-Term Incentive Plan (LTIP)** award is composed of **50% Performance Share Units (PSUs)**, **25% Restricted Share Units (RSUs)**, and **25% Stock Options**[501](index=501&type=chunk) - The company provides a **Defined Contribution Supplemental Executive Retirement Plan (DC SERP)** for Canadian executives to provide supplementary retirement benefits, with contributions based on a percentage of salary and STIP[525](index=525&type=chunk)[526](index=526&type=chunk)[527](index=527&type=chunk) [Compensation Tables and Disclosures](index=100&type=section&id=Compensation%20Tables%20and%20Disclosures) The Summary Compensation Table details the total 2024 compensation for Named Executive Officers (NEOs), with the President & CEO's total compensation at C$5,208,505. The company has employment agreements with NEOs that provide for severance payments upon termination without cause or for good reason following a change of control, with a maximum payout of two times base salary and STIP - Over the five-year period ending December 31, 2024, a **$100 investment** in Eldorado Gold Corporation grew to **$205**, outperforming the S&P/TSX Global Gold Index (**$143**) but underperforming the S&P/TSX Composite Index (**$169**)[556](index=556&type=chunk)[558](index=558&type=chunk) 2024 NEO Total Compensation | NEO | Position | Total Compensation (CDN$) | | :--- | :--- | :--- | | George Burns | President & CEO | 5,208,505 | | Paul Ferneyhough | EVP & CFO | 1,871,675 | | Louw Smith | EVP, Development, Greece | 2,730,299 | | Simon Hille | EVP, Technical Services & Operations | 1,756,784 | | Frank Herbert | EVP, General Counsel & CCO | 1,703,808 | | Philip Yee | Former EVP & CFO | 1,602,786 | - Employment agreements provide for severance payments upon termination without cause or for good reason following a change of control. The **maximum severance is capped at two times the executive's base salary and STIP** paid in the last 12 months. Upon a change of control, unvested equity awards are also subject to accelerated vesting[574](index=574&type=chunk)[575](index=575&type=chunk)[578](index=578&type=chunk) [Equity Compensation Plan Details](index=109&type=section&id=Equity%20Compensation%20Plan%20Details) The company maintains a Stock Option Plan, a Performance Share Unit (PSU) Plan, and a Restricted Share Unit (RSU) Plan. As of Dec 31, 2024, the annual burn rate was 0.63% for the Stock Option Plan and 0.20% for the PSU Plan. The company is seeking shareholder approval to amend the Stock Option Plan to increase the share reserve and extend the option term to seven years, and to amend the PSU Plan to increase its share reserve - As of December 31, 2024, **2,628,809 stock options** and **974,302 PSUs** were outstanding, representing **1.28%** and **0.48% of issued shares**, respectively[591](index=591&type=chunk)[592](index=592&type=chunk)[593](index=593&type=chunk) Annual Burn Rate (%) | Plan | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Stock Option Plan | 0.63% | 0.52% | 0.68% | | PSU Plan | 0.20% | 0.21% | 0.33% | - Shareholders are being asked to approve amendments to the **Stock Option Plan**, including increasing the share reserve by **7,183,172 shares** and extending the maximum option term from five to **seven years**[618](index=618&type=chunk) - Shareholders are also asked to approve an amendment to the **PSU Plan** to increase the share reserve by **1,310,000 shares**[644](index=644&type=chunk) [Frequently Asked Questions (FAQs)](index=123&type=section&id=Frequently%20Asked%20Questions) This section addresses common questions regarding voting eligibility, meeting logistics, and proxy submission procedures for shareholders [Voting and Meeting Logistics](index=125&type=section&id=Voting%20and%20Meeting%20Logistics) Shareholders of record as of April 11, 2025, can vote. A quorum requires two voting persons representing at least 25% of outstanding shares. Registered shareholders can vote by proxy before the meeting or attend in person/virtually. Non-registered (beneficial) shareholders must follow their intermediary's instructions and can appoint themselves as proxyholders to vote at the meeting, but must register with Computershare to participate virtually - **Shareholders as of the record date** (**April 11, 2025**) are entitled to vote. A quorum requires two voting persons present representing at least **25%** of the **205,469,879 outstanding common shares**[685](index=685&type=chunk)[687](index=687&type=chunk) - **Registered shareholders can vote by proxy** (mail, telephone, online) or attend the meeting. The proxy deadline is **3:00 p.m. (Pacific time) on May 30, 2025**[695](index=695&type=chunk)[725](index=725&type=chunk) - **Non-registered shareholders** must follow instructions from their intermediary. To vote at the virtual meeting, they must **appoint themselves as proxyholder** and then **register with Computershare** to receive an Invite Code[703](index=703&type=chunk)[708](index=708&type=chunk) [Schedules](index=129&type=section&id=Schedules) This section provides detailed terms of reference for the Board and specific provisions of the amended Stock Option and Performance Share Unit Plans [Schedule A – Board of Directors: Terms of Reference](index=131&type=section&id=Schedule%20A%20%E2%80%93%20Board%20of%20Directors%3A%20Terms%20of%20Reference) The Board's principal role is the stewardship of the company, overseeing management and business strategy. Key responsibilities include strategic planning, risk management, human capital management, CEO appointment and evaluation, succession planning, and oversight of internal controls, disclosure, and corporate governance. The Board is composed of 3 to 20 directors, with a majority required to be independent - The **Board's primary duties** include overseeing strategic planning, risk management, human capital management, CEO succession, internal controls, and ESG matters[741](index=741&type=chunk) - The Board must consist of a **majority of independent directors**, and the Chair of the Board must be an independent director[743](index=743&type=chunk) [Schedule B - Amended and Restated Stock Option Plan](index=135&type=section&id=Schedule%20B%20-%20Amended%20and%20Restated%20Stock%20Option%20Plan) This schedule details the terms of the Amended and Restated Incentive Stock Option Plan. Key provisions subject to shareholder approval include increasing the total share reserve to 23,691,000 and extending the maximum option term to seven years. The plan outlines eligibility (employees and consultants, not non-employee directors), vesting, exercise procedures, and treatment upon termination or a change of control - The purpose of the plan is to attract, retain, and motivate senior officers, employees, and consultants by aligning their interests with shareholders through stock options[755](index=755&type=chunk) - The **maximum number of shares issuable under the plan is proposed to be increased to 23,691,000**. The **maximum option term is proposed to be extended from five to seven years**[760](index=760&type=chunk)[618](index=618&type=chunk) - The plan includes specific provisions for **insiders, limiting the number of shares issuable to them to 9% of outstanding shares**, both in total and within any one-year period[760](index=760&type=chunk) [Schedule C - Amended and Restated PSU Plan](index=146&type=section&id=Schedule%20C%20-%20Amended%20and%20Restated%20PSU%20Plan) This schedule outlines the terms of the Amended and Restated Performance Share Unit (PSU) Plan. A key amendment subject to shareholder approval is the increase of the maximum number of common shares issuable under the plan to 4,436,000. The plan details the granting, vesting (based on performance targets), redemption, and treatment of PSUs upon termination or a change of control - The purpose of the **PSU plan** is to align the interests of participants with shareholders, assist in talent retention, and provide compensation reflective of management's role over the medium term[779](index=779&type=chunk) - The **maximum number of shares issuable from treasury under the plan is proposed to be increased to 4,436,000**[785](index=785&type=chunk) - **PSUs vest based on the achievement of performance targets** over a performance period, which typically does not exceed three years. Vested PSUs can be redeemed for shares, cash, or a combination thereof at the Board's discretion[788](index=788&type=chunk)[790](index=790&type=chunk)

VANCOUVER, British Columbia, May 01, 2025 (GLOBE NEWSWIRE) -- Eldorado Gold Corporation (“Eldorado” or “the Company”) announces that the Toronto Stock Exchange (the “TSX”) has accepted the notice filed by the Company to amend its normal course issuer bid (the “NCIB”) effective as of May 6, 2025. The amendment increases the maximum number of common shares (the "Shares") of the Company that may be repurchased from the current 350,000 Shares to 10,245,474 Shares, representing approximately 5% of the total 204, ...

Operations - The company produced a total of 115,893 ounces of gold in Q1 2025, with an all-in sustaining cost (AISC) of $1,559 per ounce sold [4][23] - Gold sales reached 116,263 ounces at an average realized price of $2,933 per ounce, reflecting a 41% increase from the previous year [26][29] - Production at Olympias was affected by unplanned maintenance, but production has since recovered to expected levels in Q2 2025 [5][48] Financial Performance - Revenue for Q1 2025 was $355.2 million, a 38% increase from $258.0 million in Q1 2024 [23][26] - Net earnings attributable to shareholders from continuing operations were $72.0 million, or $0.35 per share, compared to $35.2 million, or $0.17 per share, in Q1 2024 [29][30] - Adjusted net earnings were $56.4 million, or $0.28 per share, with adjustments including a $73.5 million recovery on a deferred tax asset [30][29] Cost Analysis - Total cash costs averaged $1,153 per ounce sold in Q1 2025, up from $922 per ounce in Q1 2024, primarily due to higher royalty expenses and labor costs [28][27] - AISC increased to $1,559 per ounce sold from $1,262 in Q1 2024, reflecting higher total cash costs and sustaining capital expenditures [28][65] - Production costs rose to $148.3 million in Q1 2025 from $123.0 million in Q1 2024, driven by increased royalties and labor costs [27][31] Project Updates - At the Skouries project, construction progress reached 66% completion for Phase 2, with a total capital cost estimate of $1.06 billion [6][9] - First production of copper-gold concentrate is expected in Q1 2026, with projected gold production of 135,000 to 155,000 ounces and copper production of 45 to 60 million pounds in 2026 [7][8] - The company is maintaining its 2025 annual production guidance of 460,000 to 500,000 ounces of gold, with production weighted towards the second half of the year [4][6]

Industry Overview - Key precious metals, particularly gold, have experienced significant price increases, with gold surging over 41% in the year leading to late April 2025, driven by investor uncertainty and geopolitical volatility [1] - Silver and platinum have also outperformed the broader market during the same period [1] Investment Opportunities - Investors can capitalize on the success of precious metals through targeted investments in mining companies, especially those focused on gold production, which has shown strong momentum [2] - Three gold mining stocks with robust momentum include Harmony Gold Mining Co. Ltd., Perpetua Resources Corp., and Eldorado Gold Corp. [3] Harmony Gold Mining - Harmony Gold Mining has achieved 81% year-to-date growth, benefiting from rising gold prices and strong operational performance [4] - The company reported a 19% year-over-year increase in gold revenues to nearly $2 billion in the first half of fiscal 2025, with operating free cash flow reaching close to $600 million, a 46% improvement from the previous year [5] - Harmony is diversifying its operations with new copper projects in Queensland, Australia, which will help mitigate production risks [6] Perpetua Resources - Perpetua Resources has a stock forecast indicating a potential upside of 67.26%, with shares currently priced at $14.05 [8] - The Stibnite mine, designated as a transparency project by the White House, is expected to reduce regulatory hurdles and enhance domestic mineral supply, particularly in antimony, which is critical for military and industrial applications [9] Eldorado Gold - Eldorado Gold has a stock forecast with a 12-month price target of $20.38, indicating a 9.19% upside potential [10] - The company is expected to see a 33% production surge by 2027, driven by the Skouries project and strong cash flow, with a 42% year-over-year revenue increase in the latest quarter [11][12]

Core Viewpoint - Eldorado Gold Corporation (EGO) has reached a significant support level and is considered a potential investment opportunity due to a recent technical indicator known as a "golden cross" [1]. Technical Analysis - EGO's 50-day simple moving average has recently broken above its 200-day moving average, indicating a bullish breakout [1]. - A golden cross is characterized by a downtrend followed by a crossover of the shorter moving average over the longer moving average, leading to a trend reversal and subsequent price increase [2]. Performance Metrics - Over the past four weeks, EGO's stock has gained 14.2% [3]. - The company currently holds a 3 (Hold) rating on the Zacks Rank, suggesting potential for further breakout [3]. - Earnings expectations have improved, with two upward revisions and no downward changes in estimates over the past 60 days, contributing to a positive outlook [3][5].

Core Viewpoint - Rosen Law Firm is investigating potential securities claims on behalf of shareholders of Eldorado Gold Corporation due to allegations of materially misleading business information issued by the company [1]. Group 1: Investigation and Class Action - Shareholders who purchased Eldorado Gold securities may be entitled to compensation through a class action lawsuit without any out-of-pocket fees [2]. - The Rosen Law Firm is preparing a class action to seek recovery of investor losses related to Eldorado Gold [2]. Group 2: Company Update and Stock Impact - On February 5, 2025, Eldorado Gold announced delays in the Skouries Project due to labor market tightness in Greece, which affected construction personnel availability [3]. - The company now expects first production at Skouries in Q1 2026 and commercial production by mid-2026 [3]. - Following this announcement, Eldorado Gold's stock price fell by $1.78 per share, or 11.2%, closing at $14.01 on February 6, 2025 [3]. Group 3: Rosen Law Firm's Credentials - The Rosen Law Firm has a strong track record in securities class actions, having achieved significant settlements and recognition in the field [4]. - The firm was ranked No. 1 by ISS Securities Class Action Services for the number of securities class action settlements in 2017 and has consistently ranked in the top 4 since 2013 [4]. - In 2019, the firm secured over $438 million for investors, showcasing its capability in recovering investor losses [4].

Core Viewpoint - Rosen Law Firm is investigating potential securities claims on behalf of shareholders of Eldorado Gold Corporation due to allegations of materially misleading business information issued by the company [1]. Group 1: Investigation Details - The investigation is prompted by a press release from Eldorado Gold on February 5, 2025, which indicated that labor market tightness in Greece has limited the availability of key construction personnel for the Skouries Project, resulting in delayed progress [3]. - Following the announcement, Eldorado Gold's stock price fell by $1.78 per share, or 11.2%, closing at $14.01 on February 6, 2025 [3]. Group 2: Class Action Information - Investors who purchased Eldorado Gold securities may be entitled to compensation through a class action lawsuit, with no out-of-pocket fees or costs due to a contingency fee arrangement [2]. - Interested investors can join the prospective class action by visiting the provided link or contacting the law firm directly [2]. Group 3: Rosen Law Firm's Credentials - Rosen Law Firm has a strong track record in securities class actions, having achieved the largest securities class action settlement against a Chinese company at the time and being ranked No. 1 for the number of settlements in 2017 [4]. - The firm has recovered hundreds of millions of dollars for investors, securing over $438 million in 2019 alone [4].

NEW YORK, April 15, 2025 /PRNewswire/ -- Why: New York, N.Y., April 15, 2025. Rosen Law Firm, a global investor rights law firm, announces an investigation of potential securities claims on behalf of shareholders of Eldorado Gold Corporation (NYSE: EGO) resulting from allegations that Eldorado Gold may have issued materially misleading business information to the investing public.So What: If you purchased Eldorado Gold securities you may be entitled to compensation without payment of any out of pocket fees ...

Group 1 - Eldorado Gold Corporation will release its First Quarter 2025 Financial and Operational Results on May 1, 2025, after market close [1] - A conference call to discuss the results will be held on May 2, 2025, at 11:30 AM ET [1][2] - The conference call will be accessible via Eldorado Gold's website and will also have a replay available until June 13, 2025 [2][3] Group 2 - Eldorado Gold is a producer of gold and base metals with operations in Türkiye, Canada, and Greece [4] - The company emphasizes a skilled workforce, safe operations, high-quality assets, and long-term community partnerships [4] - Eldorado's shares are traded on the Toronto Stock Exchange (TSX:ELD) and the New York Stock Exchange (NYSE:EGO) [4]