Austin Gold was incorporated under the Business Corporations Act (British Columbia) on April 21, 2020. Austin Gold is domiciled in Canada and maintains a head office in Vancouver, British Columbia, Canada. We are a gold exploration company focused on gold targets and making district-scale gold discoveries in Nevada. In specific, we were formed for the purposes of drilling the Kelly Creek Project (as described herein), a mineral exploration project located on the Battle Mountain-Eureka (Cortez) gold trend in Humboldt County, Nevada. Upon developing an understanding of the prospect of discovering deposits of precious or base metals on the property, we entered into the Kelly Creek LOI (hereinafter defined) on May 29, 2020. Thereafter, as described further herein, we entered into the JV Agreement. As a result of the foregoing, the Kelly Creek Project became our material mineral exploration project. Nonetheless, we continue to consider other regional opportunities in the event the Kelly Creek Project does not yield favorable results, and in connection therewith we have acquired three other non-material mineral explorations projects. Our other projects are located on the Independence-Jerritt Canyon gold trend in Elko County, Nevada (the Lone Mountain Project), on the Carlin gold trend in Elko County, Nevada (the Miller Project), and in Nye County, Nevada situated in Oligocene volcanic rocks that are roughly the same age as those that host the large Round Mountain gold deposit (the Fourmile Basin Project). --- Austin Gold has one wholly-owned subsidiary, Austin American Corporation, a Nevada corporation. Mineral Properties Austin Gold’s projects are located on the Battle Mountain—Eureka (Cortez) gold trend in Humboldt County, Nevada (Kelly Creek Project), the Independence-Jerritt Canyon gold trend in Elko County, Nevada (Lone Mountain Project), on the Carlin gold trend in Elko County, Nevada (Miller Project), and in Nye County, Nevada situated in Oligocene volcanic rocks that are roughly the same age as those that host the large Round Mountain gold deposit (Fourmile Basin Project). Collectively these projects comprise the “Austin Gold Properties”. As of the date of this prospectus, the Austin Gold Properties comprise in aggregate 136.8 km2 of unpatented and patented mining claims and mineral tenure. Material Project The Kelly Creek Project The Kelly Creek Project is located in Humboldt County, Nevada. Austin Gold, through its subsidiary Austin American Corporation, has an Option to Joint Venture the Kelly Creek Project with Pediment Gold LLC (“Pediment”), a subsidiary of Nevada Exploration Inc. (“Nevada Exploration”), pursuant to which Austin American Corporation can acquire up to a 70% interest in the Kelly Creek Project. The Kelly Creek Project is currently Austin Gold’s principal property and Austin Gold will be expending the largest amount of its exploration budget on the Kelly Creek Project over the next 12 months. Pediment combined its former Hot Pot Project into its Kelly Creek Project, which together are now referred to as the Kelly Creek Project, comprising of: (i) 333 unpatented lode mining claims held directly by Pediment, covering approximately 23.9 km2; (ii) 209 unpatented lode mining claims leased by Pediment from Genesis Gold Corporation through a Mining Lease and Option to Purchase Agreement (the “Genesis Agreement”), covering approximately 15.1 km2; and (iii) approximately 14.2 km2 of private land leased by Pediment under a Mining Lease Agreement (the “Hot Pot Lease”). Other Projects The Fourmile Basin Project The Fourmile Basin Project is located in Nye County, Nevada about 48 km east-northeast of the historic mining district and town of Tonopah (a district known for historical production of gold and silver). Fourmile Basin is localized along the southern margin of the +20 km diameter Big Ten Peak Caldera, which is one of multiple volcanic centers within the mid-Tertiary-age Central Nevada Volcanic Field. The Fourmile Basin Project comprises 312 unpatented lode mining claims covering approximately 26.1 km2. Austin Gold has a mineral lease agreement with La Cuesta International, Inc. related to the Fourmile Basin Project. The Lone Mountain Project The Lone Mountain Project is located near Lone Mountain in Elko County, Nevada. The Lone Mountain Project comprises 454 unpatented lode mining claims and 6 patented mining claims covering approximately 34.2 km2. Austin Gold has a lease with option to purchase with NAMMCO on the Lone Mountain Project. The Miller Project The Miller Project is located at the southern end of the Carlin trend on the eastern flank of the Pinion Range in Elko County, Nevada. The Miller Project consists of 117 claims in the original lease agreement, and an additional 164 claims which were staked in January of 2021 for a total of 281 unpatented lode mining claims covering approximately 23.5 km2. Although the Company has filed the required documentation with the BLM and county as required, there is currently a dispute on the ownership of the 164 newly staked claims, which we believe will be resolved in our favor. Austin Gold has a lease with option to purchase with Shea Clark Smith (trustee) and Gregory B. Maynard (trustee) on the Miller Project. Our principal executive offices are located at 1021 West Hastings Street, 9th Floor, Vancouver, British Columbia, Canada.

Austin Gold Corp.

Austin Gold was incorporated under the Business Corporations Act (British Columbia) on April 21, 2020. Austin Gold is domiciled in Canada and maintains a head office in Vancouver, British Columbia, Canada. We are a gold exploration company focused on gold targets and making district-scale gold discoveries in Nevada. In specific, we were formed for the purposes of drilling the Kelly Creek Project (as described herein), a mineral exploration project located on the Battle Mountain-Eureka (Cortez) gold trend in Humboldt County, Nevada. Our principal executive offices are located at 1021 West Hastings Street, 9th Floor, Vancouver, British Columbia, Canada.

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