FORM 11 NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT Name of CNSX Issuer: (the “Issuer”). PRESCIENT MINING CORP. Trading Symbol: PMC Date: 1. October 14, 2014 New Options Granted: Date of Grant: September 18, 2014 Position (Director/ Officer/ Employee/ Consultant/ Management Company Insider Yes or No? No. of Optioned Shares Exercise Price Isaac Moss Director Yes 90,000 $1.01 Expiry Date September 18, 2019 John Bean Director Yes 90,000 $1.01 September 18, 2019 85,000 Bill MacDonald Officer Yes 50,000 $1.01 September 18, 2019 Nil Rahamim Amram Consultant No 100,000 $1.01 September 18, 2019 Nil Joel Fuzat Consultant No 145,000 $1.01 September 18, 2019 Nil Elise Coppens Consultant No 70,000 $1.01 September 18, 2019 Nil Brian Murray Consultant No 70,000 $1.01 September 18, 2019 Nil Brent van Leeuwen Consultant No 90,000 $1.01 September 18, 2019 Nil Christine Warren Consultant No 70,000 $1.01 September 18, 2019 Nil Tayler Muskett Consultant No 50,000 $1.01 September 18, 2019 Nil Name of Optionee FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 1 No. of Options Granted in Past 12 Months 85,000 Tina Zlati Consultant No 50,000 Donald Morton Consultant No 50,000 Dave Frampton Consultant No 25,000 Sam Bedding Consultant No 25,000 Genna Zimmel Consultant No 25,000 $1.01 September 18, 2019 Nil $1.01 September 18, 2019 Nil $1.01 September 18, 2019 Nil $1.01 September 18, 2019 Nil $1.01 September 18, 2019 Nil Total Number of optioned shares proposed for acceptance: 2. 1,000,000 Other Presently Outstanding Options: Name of Optionee No. of Optioned (1) Shares Exercise Price Original Date of Grant Expiry Date Joan Bean 85,000 $0.05 March 19, 2014 March 19, 2024 Isaac Moss 85,000 $0.05 March 19, 2014 March 19, 2024 Dasha Ouchmarova 13,333 $0.05 March 19, 2014 March 19, 2024 Marc Levy 403,334 $0.05 May 21, 2014 October 29, 2017 Marc Levy 60,000 $0.05 May 21, 2014 May 31, 2021 Gordon Addie 473,333 $0.05 May 21, 2014 March 22, 2015 Max Pinsky 100,000 $0.05 May 21, 2014 October 29, 2017 Max Pinsky 25,000 $0.05 May 21, 2014 May 31, 2021 Nilda Rivera 50,000 $0.05 May 21, 2014 April 1, 2020 Nilda Rivera 25,000 $0.05 May 21, 2014 May 31, 2021 Shahab Tavakoli 19,000 $0.05 May 21, 2014 April 1, 2020 Shahab Tavakoli 10,000 $0.05 May 21, 2014 May 31, 2021 Eva Choi 15,000 $0.05 May 21, 2014 April 1, 2020 Eva Choi 10,000 $0.05 May 21, 2014 May 31, 2021 Andrew Brown 10,000 $0.05 May 21, 2014 May 31, 2021 250,000 $0.70 Momentum Premium Services Inc. September 2, 2014 (1) Set out number of optioned shares for each grant with different terms. FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 2 September 2, 2019 3. Additional Information (a) If shareholder approval was required for the grant of options (including prior approval of a stock option plan), state the date that the shareholder meeting approving the grant was or will be held. Shareholders of the Issuer approved its Stock Option Plan at the Company’s annual and special meeting held on March 17, 2014. (b) State the date of the news release announcing the grant of options. September 18, 2014 (c) State the total issued and outstanding share capital at the date of grant or amendment. 40,824,000 (d) State, as a percentage of the issued and outstanding shares of the Issuer indicated in (c) above, the aggregate number of shares that are subject to incentive stock options, including new options, amended options and other presently outstanding options. 6.4521% (e) If the new options are being granted pursuant to a stock option plan, state the number of remaining shares reserved for issuance under the plan. 1,448,400 (f) If the Issuer has completed a public distribution of its securities within 90 days of the date of grant, state the per share price paid by the public investors. First and second tranches of the private placement closed in June and July 2014, respectively - $0.10 per share Private placement closed in August 2014 - $0.25 per share (g) Describe the particulars of any proposed material changes in the affairs of the Issuer. There are no proposed material changes in the affairs of the Issuer which were not publicly disclosed. FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 3 4. Certificate of Compliance The undersigned hereby certifies that: 1. The undersigned is a director and/or senior officer of the Issuer and has been duly authorized by a resolution of the board of directors of the Issuer to sign this Certificate of Compliance. 2. As of the date hereof there is no material information concerning the Issuer which has not been publicly disclosed. 3. The undersigned hereby certifies to CNSX that the Issuer is in compliance with the requirements of applicable securities legislation (as such term is defined in National Instrument 14-101) and all CNSX Requirements (as defined in CNSX Policy 1). 4. All of the information in this Form 11 Notice of Proposed Stock Option Grant or Amendment is true. Dated October 14, 2014 . Nilda Rivera Name of Director or Senior Officer “Nilda Rivera” Signature CFO Official Capacity FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 4
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