CAPITAL STOCK AND ADDITIONAL PAID-IN CAPITAL

12 Months Ended

Jul. 31, 2026

Disclosure Capital Stock And Additional Paid In Capital [Abstract]

CAPITAL STOCK AND ADDITIONAL PAID-IN-CAPITAL [Text Block]

12. CAPITAL STOCK AND ADDITIONAL PAID-IN CAPITAL

Private Placements

On October 24, 2025, the Company completed a non-brokered private placement of $7,000,000 through the issuance of 28,000,000 units at a price of $0.25 per unit, with each unit comprising one share of common stock and one share purchase warrant. Each warrant entitles the holder to acquire one share of common stock at an exercise price of $0.45 for a period of three years from the date of issuance. Certain directors and officers of Rise, directly, through entities controlled by them, or through entities for which they exercise control or direction over investment decisions, purchased an aggregate of 1,080,000 units for gross proceeds of $270,000. The Company paid finder's fees of $1,500 and issued a total of 6,000 finder's warrants, with each finder's warrant entitling the holder to acquire one share of common stock at a price of $0.45 until October 24, 2028

On May 8, 2025, the Company completed a non-brokered private placement of $3,000,000 through the issuance of 36,585,361 units at a price of $0.082 per unit, with each unit comprising one share of common stock and one-half of one share purchase warrant. Each whole warrant entitles the holder to acquire one share of common stock at an exercise price of $0.15 for a period of three years from the date of issuance. Certain directors and officers of Rise, directly, through entities controlled by them, or through entities for which they exercise control or direction over investment decisions, purchased an aggregate of 9,904,196 units for gross proceeds of $812,144. The Company paid finder's fees of $3,000 and issued a total of 36,585 finder's warrants, with each finder's warrant entitling the holder to acquire one share of common stock at a price of US$0.15 until May 8, 2028. The Company paid legal fees and other share issuance costs of $37,124 in connection with this financing.

Exercises under the Long-Term Incentive Plan

On November 20, 2025, 1,650,000 stock options with an exercise price of $0.10 were exercised and converted to common stock.

On November 20, 2025, 1,000,000 deferred share units were exercised and converted to common stock.

On January 5, 2026, 250,000 restricted share units vested and were converted to common stock.

On February 23, 2026, 3,901,870 stock options with exercise prices ranging from $0.10 to $0.25 were exercised and converted to common stock.

On April 20, 2026, 62,500 restricted share units vested and were converted to common stock.

On July 2, 2026, 62,500 restricted share units vested and were converted to common stock.

Warrant exercises

During the year ended July 31, 2026, 309,000 warrants with an exercise price of $0.158 were exercised and converted to common stock.

Stock Options

On November 20, 2025, the Company granted a total of 2,660,000 stock options to directors, officers, and consultants of the Company. The stock options are exercisable at a price of $0.18 per share until November 20, 2030. The Company recognized a share-based compensation expense of $415,737 in connection with this grant.

On October 30, 2025, the Company granted a total of 1,445,469 stock options to directors, officers, and consultants of the Company. The stock options are exercisable at a price of $0.25 per share until October 30, 2030. The Company recognized a share-based compensation expense of $277,411 in connection with this grant.

On May 22, 2025, the Company granted a total of 3,320,000 stock options to directors, officers, and consultants of the Company. The stock options are exercisable at a price of $0.10 per share until May 22, 2030. The Company recognized a share-based compensation expense of $366,870 in connection with this grant.

On March 25, 2025, the Company granted a total of 1,142,410 stock options to directors and officers of the Company. The stock options have a fair value of $81,455 and are exercisable at a price of $0.10 per share until March 25, 2030. 533,103 stock options were vested immediately, and 609,307 stock options originally vested over six calendar quarters but were accelerated to fully vest on May 22, 2025. The Company recognized a share-based compensation expense of $81,455 in connection with this grant.

On October 21, 2024, the Company granted a total of 1,006,750 stock options with a fair value of $106,859 to a consultant of the Company. The stock options are exercisable at a price of $0.11 per share until October 21, 2029.

On September 20, 2024, the Company granted 1,006,750 stock options to an officer of the Company. The stock options are exercisable at a price of $0.10 per share for a period of five years from the date of grant, subject to vesting, 25% vesting on the date of grant and 12% vesting every 3 months thereafter. On May 22, 2025 all unvested options were accelerated to fully vest. The Company recorded share-based compensation of $116,240 in connection with this grant.

The following incentive stock options were outstanding as at July 31, 2026:

Number of Options outstanding	Weighted Average Exercise Price ($)	Expiry Date
200,000	0.65	February 7, 2027
260,000	0.53	February 21, 2028
217,780	0.26	September 22, 2028
612,202	0.25	December 12, 2028
562,238	0.17	May 1, 2029
1,006,750	0.11	October 21, 2029
330,000	0.10	March 25, 2030
530,000	0.10	May 22, 2030
915,000	0.25	October 30, 2030
2,660,000	0.18	November 20, 2030
7,293,970	0.20

As at July 31, 2026, the aggregate intrinsic value of the Company's stock options is $64,603 (July 31, 2025 - $443,246). As at July 31, 2026, the Company has 7,293,970 options issued, outstanding, and exercisable with a weighted average exercise price of $0.20.

Stock option transactions are summarized as follows:

	Number of Options			Weighted Average Exercise Price ($)
Balance outstanding, July 31, 2024	5,578,511		$	0.52
Options granted	6,475,910			0.10
Options expired and cancelled	(3,314,050	)		0.68
Balance outstanding and exercisable, July 31, 2025	8,740,371		$	0.15
Options granted	4,105,469			0.20
Options exercised	(5,551,870	)		0.12
Balance outstanding and exercisable, July 31, 2026	7,293,970		$	0.20

              The following weighted average assumptions were used for the Black-Scholes pricing model valuation of stock options issued during the years ended July 31, 2026 and 2025:

	November 20, 2025	October 30, 2025	May 22, 2025
Risk-free interest rate	2.80%	2.71%	2.96%
Expected life of stock options	5 years	5 years	5 years
Expected annualized volatility	154.54%	154.35%	149.96%
Dividend	Nil	Nil	Nil
Forfeiture rate	0%	0%	0%

	March 25, 2025	October 21, 2024	September 20, 2024
Risk-free interest rate	2.72%	2.98%	2.73%
Expected life of stock options	5 years	5 years	5 years
Expected annualized volatility	145.38%	135.38%	132.92%
Dividend	Nil	Nil	Nil
Forfeiture rate	0%	0%	0%

              Deferred Share Units ("DSUs)

On October 30, 2025, the Company granted 1,365,854 DSUs to certain directors. The DSUs can be exercised and converted to shares upon termination of service. Based on the Company's October 30, 2025, share price of $0.21, a stock-based compensation of $286,828 was recognized. On November 20, 2025, 1,000,000 DSUs were converted to shares upon termination of service of the previous CEO. 365,854 DSUs are outstanding at July 31, 2026.

Restricted Share Units (“RSUs)

On January 5, 2026, the Company granted 250,000 RSUs to the CEO of the Company. The RSUs were fully vested and converted to shares. Based on the Company's January 5, 2026, share price of $0.28, a stock-based compensation of $70,000 was recognized.

On April 1, 2026, 62,500 RSUs were granted to the CEO of the Company. The RSUs were fully vested and converted to shares on April 20, 2026. A stock-based compensation of $26,250 (based on a $0.42 share price on grant date) was recognized in connection with the April 2026 RSU grant.

On July 1, 2026, 62,500 RSUs were granted to the CEO of the Company. The RSUs were fully vested and converted to shares on July 2, 2026. A stock-based compensation of $7,500 (based on a $0.12 share price on grant date) was recognized in connection with the July 2026 RSU grant.

No RSUs are outstanding at July 31, 2026. Pursuant to an employment agreement between the Company and its CEO, the Company is committed to grant 312,500 RSUs between August 1, 2026 and October 1, 2027.

Share-Based Payments

The Company has in place a Long-Term Incentive Plan which provide for the award of Restricted Share Units ("RSUs"), Performance Share Units ("PSUs"), Deferred Share Units ("DSUs"), Stock Appreciation Rights ("SARs") and options to purchase Shares ("Options" and together with RSUs, PSUs, DSUs and SARs, "Awards") to directors, officers, employees, management Company Employees, and consultants. The maximum aggregate number of Awards, at any point, shall not exceed 10% of the total number of issued and outstanding shares of the Company on a non-diluted basis at such point in time.

Warrants

The following warrants were outstanding as at July 31, 2026:

Number of Warrants	Exercise Price ($)	Expiry Date
2,873,170	0.16	April 9, 2027
1,849,212	0.16	April 29, 2027
1,000,000	0.16	February 5, 2028
18,329,266	0.15	May 8, 2028
1,700,000	0.12	September 12, 2028
2,882,514	0.17	October 10, 2028
28,006,000	0.45	October 24, 2028
18,000,000	0.40	December 31, 2029
74,640,162	0.32

Warrant transactions are summarized as follows:

	Number of Warrants			Weighted Average Exercise Price ($)
Balance outstanding, July 31, 2024	16,711,575			0.41
Warrants granted	22,911,780			0.15
Warrants expired	(7,943,424	)		0.66
Balance outstanding, July 31, 2025	31,679,931		$	0.16
Warrants granted	46,006,000			0.43
Warrants exercised	(309,000	)		0.16
Warrants expired	(2,736,769	)		0.26
Balance outstanding, July 31, 2026	74,640,162		$	0.32
Warrants exercisable	56,640,162			0.30

On March 3, 2026, the Company entered into a strategic development partnership (the "Agreement") with Morgan Hughes Energy ("Morgan Hughes") to advance the I-M Mine Property as a U.S.-based gold and critical-minerals project. Under the Agreement, Morgan Hughes will work alongside Rise Gold to advance development planning, support capital formation in connection with progressing the project toward operations and position the project within applicable domestic critical-minerals and industrial initiatives.

Under the terms of the Agreement the Company issued to Morgan Hughes 18,000,000 warrants with an exercise price of $0.40 and an expiration date of December 31, 2029. The warrants are structured to vest and become exercisable upon the achievement of defined project advancement milestones associated with positioning the I-M Mine Property for development and operation.

9,000,000 warrants will vest upon designation by a US federal agency as a critical-minerals or national-security project. An additional 4,500,000 warrants will vest upon the issuance of a development funding letter. The remaining 4,500,000 warrants will vest upon the Company securing material development participation or capital commitments in connection with advancing the project toward operations during the term of the Agreement.

If material development participation or capital commitments are secured within 36 months of signing the Agreement, Rise Gold will pay Morgan Hughes a one-time development milestone payment of $1,500,000 in recognition of its role as a strategic development partner advancing the project toward production. If the Agreement expires without achievement of the defined milestones, Rise Gold shall pay Morgan Hughes a one-time project development reimbursement of $250,000, or, upon mutual agreement, issue 1,800,000 warrants exercisable for twelve months.

              As of July 31, 2026, the Company has not  recognized compensation expense related to the warrants as the vesting is not yet considered probable.