X0306 4 2022-06-28 0 0001111741 DYNARESOURCE INC DYNR 0001647774 Golden Post Rail, LLC 1110 POST OAK PLACE WESTLAKE TX 76262 1 0 1 0 0001200246 ROSE MATTHEW K 1110 POST OAK PLACE WESTLAKE TX 76262 1 0 1 0 Common Stock 2022-06-28 4 X 0 2655361 2.04 A 2655361 D July 2020 Warrant (Right to Buy) 2.04 2022-06-28 4 X 0 2655361 D 2022-07-01 Common Stock 2655361 0 D 2020 Warrant (Right to Buy) 0.01 2030-05-14 Common Stock 783975 783975 D Series C Convertible Preferred Stock 2.04 Common Stock 2643069 1734992 D 2015 Warrant (Right to Buy) 2.04 2027-05-13 Common Stock 2724 2724 D The number of shares of common stock for which the warrants described in Line 1 of Tables I and II (the "July 2020 Warrants") were exercisable was subject to anti-dilution adjustments, which generally provided that the July 2020 Warrants would retain their aggregate percentage ownership of each of the fully diluted outstanding shares of common stock of the issuer and the equity held by the issuer in one of its subsidiaries. In connection with such anti-dilution adjustments, the exercise price per share decreased such that the aggregate exercise price of the warrant remained constant. Any increase or decrease in the number of shares of common stock issuable upon the exercise of the July 2020 Warrants or the exercise price of July 2020 Warrants as a result of any prior or subsequent anti-dilution adjustment is exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9(a) thereunder. Matthew K. Rose is the Manager, President, Secretary and Treasurer of Golden Post and may be deemed to beneficially own the securities held by Golden Post. Mr. Rose disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Rose states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Rose is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, the beneficial owner of these securities. As a result of certain contractual rights, the reporting persons may be deemed to be a director by deputization with respect to the issuer. The reporting persons may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer. Immediately exercisable. The common stock purchase warrants (the "2020 Warrants") are subject to anti-dilution adjustments for stock splits, stock dividends, and similar matters. The conversion price, and the number of shares of common stock into which the shares of Series C Senior Convertible Preferred Stock (the "Series C Preferred Stock") is convertible, are subject to anti-dilution adjustments, which generally provide that the shares of Series C Preferred Stock retain their percentage ownership of each of the fully diluted outstanding shares of common stock of the issuer and the equity held by the issuer in one of its subsidiaries. The amount of underlying securities also includes 516,605 shares of common stock that may be issuable upon conversion of the Series C Preferred Stock as a result of accrued and unpaid dividends as of June 30, 2022. Any increase or decrease in the number of shares of common stock issuable upon the conversion of the Series C Preferred Stock as a result of any prior or subsequent increase or decrease in accrued and unpaid dividends is exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9(a) thereunder. The shares of Series C Preferred Stock have no expiration date. The number of shares of common stock for which the warrants described in Line 4 of Table II (the "2015 Warrants") are exercisable is subject to anti-dilution adjustments, which generally provide that the 2015 Warrants will retain their aggregate percentage ownership of each of the fully diluted outstanding shares of common stock of the issuer and the equity held by the issuer in one of its subsidiaries. In connection with any such anti-dilution adjustment, the exercise price per share decreases such that the aggregate exercise price of the warrant remains constant. Any increase or decrease in the number of shares of common stock issuable upon the exercise of the 2015 Warrants or the exercise price of 2015 Warrants as a result of any prior or subsequent anti-dilution adjustment is exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9(a) thereunder. /s/ Matthew K. Rose, manager 2022-06-30 /s/ Matthew K. Rose 2022-06-30