10-K comparison

Newmont (NEM) 10-K risk factor changes: FY2023 vs FY2022

The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.

Item 1A167 rewritten315 added43 removed527 unchanged

All filing items2,019 rewritten2,086 added1,065 removed3,910 unchanged

Read the changesGo to Item 1A

Newmont Form 10-K, every itemFY2023, filed 29 February 2024, against FY2022, filed 23 February 2023FY2023 on sec.govFY2022 on sec.govRead this filingJSON

Summary

counted, not written

New Item 1A headings (12)

  1. Mining operations involve a high degree of risk, including hazards related to the use of explosives and hazardous chemicals and critical equipment failure.
  2. Waste Rock and Tailings Management
  3. Tailings Storage Facilities and Dust Emissions at Cadia
  4. Environmental Sampling in the Cadia Area
  5. New South Wales Parliamentary Inquiry
  6. Our operations and projects are subject to risks related to our relationships and/or agreements with local communities and laws for the protection of cultural heritage.
  7. Our operations at Lihir and Wafi-Golpu in PNG are subject to political and regulatory risks and other uncertainties.
  8. Our operations in Canada are subject to political and regulatory risks and other uncertainties.
  9. Our Peñasquito operation in Mexico is subject to social, political, regulatory, and economic risks.
  10. Significant demands will be placed on the combined company as a result of the combination.
  11. We may not realize the anticipated benefits of the Newcrest transaction and the integration of Newcrest and Newmont may not occur as planned.
  12. Newcrest’s public filings were subject to Australian disclosure standards, which differ from SEC disclosure requirements.

Removed Item 1A headings (0)

Every FY2022 risk factor heading is still here, word for word or reworded.

Reworded Item 1A headings (7)
  1. A substantial or extended decline in gold, [removed: silver,] copper, [removed: zinc or] [added: silver,] lead [added: or zinc] prices would have a material adverse effect on us.
  2. We may be unable to replace gold, [removed: silver,] copper, [removed: zinc or] [added: silver,] lead [added: or zinc] reserves as they become depleted.
  3. Our operations and business have [added: in the past] been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.
  4. We [removed: compete] [added: rely on our supply chain operations to procure goods and services to conduct aspects of our operations and projects, and competition] with other natural resource companies, and shortage of critical parts and equipment may adversely affect our operations and development projects.
  5. We may be unable to obtain or retain necessary [removed: permits and] [added: permits,] leases, [added: or other types of land tenure,] which could adversely affect our operations.
  6. Our Company and the mining industry are facing continued [removed: geotechnical] [added: geotechnical, geothermal, and hydrogeological] challenges, which could adversely impact our production and profitability.
  7. Our business is subject to the U.S. Foreign Corrupt Practices Act and other extraterritorial and [removed: domestic] [added: national] anti-bribery laws and regulations, a breach or violation of which could lead to substantial sanctions and civil and criminal prosecution, as well as fines and penalties, litigation, loss of licenses or permits and other collateral consequences and reputational harm.

A heading is new when no FY2022 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.

Sentences by item

22 items, with every count and a link to each item that changed

Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.

Item 1A. RISK FACTORS (dollars in millions, except per share, per ounce and per pound amounts)

167 rewritten, 315 added, 43 removed, 527 unchanged

Rewritten

A substantial or extended decline in gold, [removed: silver,] copper, [removed: zinc or] [added: silver,] lead [added: or zinc] prices would have a material adverse effect on us.

Rewritten

Our business is dependent on the prices of gold, [removed: silver,] copper, [removed: zinc] [added: silver, lead] and [removed: lead,] [added: zinc,] which fluctuate on a daily basis and are affected by numerous factors beyond our control.

Rewritten

- Recession or reduced economic activity in the United States, [added: Australia,] China, India and other industrialized or developing countries;

Rewritten

Average gold prices for [removed: 2022] [added: 2023] were [removed: $1,800] [added: $1,941] per ounce [removed: (2021: $1,799; 2020: $1,770),] [added: (2022: $1,800; 2021: $1,799),] average copper prices for [removed: 2022] [added: 2023] were [removed: $3.99] [added: $3.85] per pound [removed: (2021: $4.23; 2020: $2.80),] [added: (2022: $3.99; 2021: $4.23),] average silver prices for [removed: 2022] [added: 2023] were [removed: $21.73] [added: $23.35] per ounce [removed: (2021: $25.12; 2020: $20.55),] [added: (2022: $21.73; 2021: $25.12),] average lead prices for [removed: 2022] [added: 2023] were [removed: $0.98] [added: $0.97] per pound [removed: (2021: $1.00; 2020: $0.83)] [added: (2022: $0.98; 2021: $1.00),] and average zinc prices for [removed: 2022] [added: 2023] were [removed: $1.58] [added: $1.20] per pound [removed: (2021: $1.36; 2020: $1.03).][added: (2022: $1.58; 2021: $1.36).]

Rewritten

Any decline in our realized prices adversely impacts our revenues, net income and operating cash flows, particularly in light of our strategy of not engaging in hedging transactions with respect to sales of gold, [removed: silver,] copper, [added: silver,] lead or zinc.

Rewritten

We have recorded impairments in the current year and may experience additional impairments in future years as a result of lower gold, [removed: silver,] copper, [removed: zinc or] [added: silver,] lead [added: or zinc] prices.

Rewritten

- Reduce existing reserves by removing ores from reserves that can no longer be economically processed at prevailing [removed: prices][added: prices.]

Rewritten

We may be unable to replace gold, [removed: silver,] copper, [removed: zinc or] [added: silver,] lead [added: or zinc] reserves as they become depleted.

Rewritten

Other factors that affect our decision to make any such acquisitions may also include our assumptions for future gold, [removed: silver,] copper, [removed: zinc or] [added: silver,] lead [added: or zinc] prices or other mineral prices and the projected economic returns and evaluations of existing or potential liabilities associated with the property and its operations and projections of how these may change in the future.

Rewritten

Other than historical operating results, all [removed: of] these factors are uncertain and may have an impact on our revenue, our cash flow and other operating issues, as well as contributing to the uncertainties related to the process used to estimate reserves and resources.

Rewritten

The reserves stated in this report represent the amount of gold, copper, silver, [removed: lead and] [added: lead,] zinc [added: and molybdenum] that we estimated, at December 31, [removed: 2022,] [added: 2023,] could be economically and legally extracted or produced at the time of the reserve determination.

Rewritten

Such estimates are, or will be, to a large extent, based on the prices of gold, [removed: silver,] copper, [removed: zinc] [added: silver, lead, zinc,] and [removed: lead] [added: molybdenum] and interpretations of geologic data obtained from drill holes and other exploration techniques, which data may not necessarily be indicative of future results.

Rewritten

If our reserve estimations are required to be revised due to significantly lower gold, [added: copper,] silver, [added: lead,] zinc, [removed: copper] and [removed: lead] [added: molybdenum] prices, increases in operating costs, reductions in metallurgical recovery or other modifying factors, this could result in material write-downs of our investment in mining properties, goodwill and increased amortization, reclamation and closure charges.

Rewritten

Producers use [added: pre-feasibility or] feasibility studies for undeveloped ore bodies to derive estimates of capital and operating costs based upon anticipated tonnage and grades of ore to be mined and processed, the predicted configuration of the ore body, expected recovery rates of metals from the ore, the costs of comparable facilities, the costs of operating and processing equipment and other factors.

Rewritten

In addition, if the price of gold, [removed: silver,] copper, [removed: zinc] [added: silver, lead, zinc,] or [removed: lead] [added: molybdenum] declines from recent levels, if production costs increase, grades decline, recovery rates decrease or if applicable laws and regulations are adversely changed, the indicated level of recovery may not be realized or mineral reserves or resources might not be mined or processed profitably.

Rewritten

To the extent that regulators adopt new requirements and issue or modify related guidance and interpretations in the future, it could [removed: results] [added: result] in changes to mineral reserve and mineral resource information.

Rewritten

Such projects could experience unexpected problems and delays during [added: permitting,] development, construction and mine start-up.

Rewritten

- Adverse [removed: geotechnical] [added: geotechnical, geothermal and hydrogeological] conditions;

Rewritten

- Availability, supply and cost including: [added: critical assets,] water, reagents, and power;

Rewritten

- Potential delays and restrictions in connection with health and safety issues, including pandemics (such as COVID-19 and related variants) and other infectious [removed: diseases;][added: diseases, such as malaria or the zika virus;]

Rewritten

- Potential challenges to mining activities or to permits or other approvals or delays in development and construction of projects based on claims of disturbance of cultural resources or the inability to secure consent [removed: for such disturbance.][added: generally from Indigenous groups.]

Rewritten

We may also have to identify adequate sources of water and power for new projects, ensure that appropriate community [added: infrastructure (for example, reliable rail, ports, roads, and bridges) is developed to support the project and secure appropriate financing to fund a new project.]

Rewritten

These estimates are periodically updated to reflect changes in our operations, including modifications to our proven and probable [removed: reserves and resources,] [added: reserves,] revisions to environmental obligations, changes in legislation and/or our political or economic [removed: environment, and other significant events associated with mining operations.]

Rewritten

It is possible that in the future, high inflation in the countries in which we operate may result in an increase in operational costs in local currencies (without a concurrent devaluation of the local currency of operations against the dollar or an increase in the dollar price of gold, [removed: silver,] copper, [removed: zinc] [added: silver, lead] or [removed: lead).][added: zinc).]

Rewritten

Estimates of the total ultimate closure and rehabilitation costs for gold, silver, copper, zinc and lead mining operations are significant and based principally on current [removed: legal] [added: legal, community] and regulatory requirements and mine closure plans that may change materially.

Rewritten

Environmental liabilities are accrued when they become known, [added: or new permit conditions or limits] are [added: added, are] probable and can be reasonably estimated.

Rewritten

For example, in early 2015 and again in June 2017, the Peruvian government agency responsible for certain environmental regulations, the [removed: Ministry of the Environment (“MINAM”),] [added: MINAM,] issued proposed modifications to water quality criteria for designated beneficial uses which apply to mining [removed: companies, including Yanacocha.]

Rewritten

In 2017, Yanacocha submitted a modification to its previously approved compliance achievement plan to the [removed: Mining Ministry (“MINEM”).][added: MINEM.]

Rewritten

In May 2022, Yanacocha submitted a [removed: proposal] [added: proposed] modification to this plan requesting an extension of time for coming into full compliance with the new regulations [removed: in] [added: to] 2027.

Rewritten

These ongoing studies, which will extend beyond the current year, were progressed in [removed: the fourth quarter of 2022] [added: 2023] as the study team continued to evaluate and revise assumptions and estimated costs of changes to the reclamation plan.

Rewritten

While certain estimated costs remain subject to revision, in conjunction with the Company’s annual [removed: 2022] [added: 2023] update process for all asset retirement obligations, the Company recorded an increase of [removed: $511] [added: $1,131] to the Yanacocha reclamation liability based on the progress of the closure studies with a corresponding non-cash charge of [removed: $529] [added: $1,101] recorded to reclamation expense related to portions of site operations no longer in production with no expected substantive future economic value and [removed: $18] [added: $30] recorded as [removed: a decrease] [added: an increase] to the asset retirement cost for producing areas of the operation.

Rewritten

The annual [removed: 2022] [added: 2023] update included an initial consideration of known risks (including the associated risk that water treatment estimates could change in the future as more work is completed).

Rewritten

The ongoing Yanacocha closure studies are expected to be progressed in [removed: 2023] [added: 2024] and continue in the future.

Rewritten

Refer to Notes [removed: 5] [added: 6] and 25 [removed: of] [added: to] our Consolidated Financial Statements for information regarding reclamation and remediation, and Note 1 [removed: of] [added: to] our Consolidated Financial Statements regarding the Company’s interest in Yanacocha.

Rewritten

Our operations and business have [added: in the past] been affected by the COVID-19 pandemic, and may be materially and adversely impacted in the future by pandemics, epidemics and other health emergencies.

Rewritten

[removed: For example, in] [added: In] order to protect nearby communities and align with government travel restrictions or health [removed: considerations] [added: considerations,] certain of Newmont’s operations were temporarily put into care and maintenance resulting in a temporary decrease in production at these sites in 2020 and 2021.

Rewritten

Reductions in our operational activities due to COVID-19, or another pandemic, epidemic or health outbreak, could result in additional sites being placed [added: into care and maintenance for extended periods of time and/or have a material adverse impact on our business, or financial condition, results of operations and cash flows.]

Rewritten

[removed: The] [added: In addition, the] Company [removed: incurred, and could continue to incur] [added: incurred] costs [added: during 2020 and 2021] as a result of actions taken to protect against the [removed: impacts] [added: impact] of the COVID-19 pandemic and [removed: to] comply with local mandates, [removed: including but not limited additional health screenings, incremental travel, security] and [removed: employee-related costs.][added: could be required to incur such costs in the future.]

Rewritten

Damage to our reputation can be the result of the actual or perceived occurrence of a variety of events and circumstances, and could result in negative publicity (for example, with respect to handling of environmental, [added: tailings and tailings failures,] employee, safety and security matters, dealings with local community organizations or individuals, community commitments, handling of cultural sites or resources, and various other matters).

Rewritten

We encourage employees and others to promptly report incidents of possible violations of the Code and/or our global policies and standards, including [added: without limitation] in the areas of business integrity, social and environmental, community relations and human rights.

New in FY2023

Similarly, mineral reserves may be impacted if assumptions relating to mine planning change or are not achieved, for example if planned improvements from our Full Potential programs are not realized.

New in FY2023

environment, and other significant events associated with or impacting mining operations.

New in FY2023

companies, including Yanacocha.

New in FY2023

In June 2023, Yanacocha received approval of its updated compliance plan from MINEM and was granted an extension to June 2026 to achieve compliance.

New in FY2023

The Company appealed this approval to the Mining Council requesting the regulatory extension until 2027.

New in FY2023

In December 2023, this appeal was granted and the Mining Counsel has established that MINEM must approve a new schedule considering permits, technical studies, logistics and the implementation of the plan.

New in FY2023

In addition, new technology that could result in greater operational efficiency, such as our use of artificial intelligence, fleet electrification, and autonomous vehicles, may further expose our operations and computer systems to the risk of cybersecurity incidents.

New in FY2023

In addition, following the Newcrest transaction, equity positions in several mining companies have become part of the Newmont portfolio and increase its exposure to non-managed investments.

New in FY2023

For example, we hold a 32.0% equity interest in Lundin Gold, a Canadian mine development and operating company, operating the Fruta del Norte gold mine in Ecuador.

New in FY2023

For example, the global COVID-19 pandemic significantly impacted our operations in 2020 and 2021, and to a lesser extent in 2022.

New in FY2023

that we could otherwise deploy for investment opportunities or the payment of expenses.

New in FY2023

In addition, PNG is currently experiencing a backlog by foreign and domestic companies and governmental agencies to convert Kina into foreign currencies.

New in FY2023

The Bank of PNG implements foreign exchange controls and manages the exchange rate of the kina against the U.S. dollar.

New in FY2023

There is a risk that further changes in foreign exchange controls may adversely impact future revenue and profitability.

New in FY2023

However, U.S. and global markets have, from time to time, experienced significant dislocations and liquidity disruptions.

New in FY2023

The Company’s repurchase program may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount during the authorization period.

New in FY2023

Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future.

New in FY2023

We recorded substantial goodwill, primarily as the result of our acquisition of Newcrest in 2023.

New in FY2023

We accounted for the acquisition of Newcrest using the acquisition method of accounting, which requires that purchase price is allocated to the underlying tangible and intangible assets acquired and liabilities assumed of Newcrest based on their respective fair market values.

New in FY2023

Any excess

New in FY2023

purchase price is allocated to goodwill.

New in FY2023

Our balance sheet reflects additions to the carrying amount of goodwill recognized in connection with the Newcrest transaction.

New in FY2023

With the delay of the Yanacocha Sulfides project, management will focus on optimizing its allocation of funds to current operations and other capital commitments, while also assessing execution options and project plans options, up to and including transitioning Yanacocha operations into full closure.

New in FY2023

Moody’s Investors Service rating of Baa1 (positive outlook), and a Fitch Ratings rating of A- (stable outlook).

New in FY2023

Mining operations involve a high degree of risk, including hazards related to the use of explosives and hazardous chemicals and critical equipment failure.

New in FY2023

Our operations are subject to risks associated with the transportation, storage, handling and use of explosives and hazardous chemicals.

New in FY2023

These include unplanned detonation of explosives and catastrophic release of hazardous chemicals (for example, due to vessel rupture resulting in an explosion or toxic gas release).

New in FY2023

Critical equipment related risks that apply to various Newmont sites include for example, mill failure arising from catastrophic failure of a component, or unavailability of mine haul fleet.

New in FY2023

Other critical equipment related risks may be site specific.

New in FY2023

For example, asset integrity at Lihir may be impacted by the proximity of the mine to a corrosive marine environment.

New in FY2023

The occurrence of such catastrophic events may result in work stoppages, damage to or destruction of mines and other producing facilities, damage to or loss of life and property, environmental damage and possible legal liability for any or all damage or loss and may adversely affect the Company’s operating results and financial condition

New in FY2023

Production continuity and cost profile can be impacted by risks associated with the management and operation of the Company’s inbound global supply chain (including risks associated with the inventory management of critical equipment, spares and consumables).

New in FY2023

We rely on our global supply chain to procure goods and services from contractors to conduct aspects of our operations and projects.

New in FY2023

We are exposed to material availability, disruption and performance risks across our supply chain, including lack of suitable suppliers or contractors, cost increases, impacts of pandemics and epidemics on the supply chain, transportation and logistics issues including delays in delivery, disruption to trade flows due to geopolitical tensions and/or changes in legislation, performance of suppliers and contractors to contractual terms, and damage to our reputation caused by actions of our suppliers or contractors.

New in FY2023

See the risk factors “*We rely on contractors to conduct a significant portion of our operations and construction projects”* and *“Our operations may be adversely affected by rising energy prices or energy shortages*” below for further information.

New in FY2023

Inbound supply chain disruptions could lead to mine site production curtailment or stoppage if a critical material or labor input unavailability.

New in FY2023

This could have a material adverse impact to our financial condition depending on the duration of the curtailment or stoppage.

New in FY2023

The Company is also exposed to outbound supply chain risk, particularly fluctuating transportation charges, delays in delivery of shipments, theft, terrorism, geopolitical tensions and border closures and adverse weather conditions.

New in FY2023

New or amended permits may also be required to continue existing activities, as new laws come into effect or regulators change their application of laws.

New in FY2023

Obtaining and/or maintaining, extending, and renewing the Company’s rights, titles, or interests ("Legal Title") in and to these properties can be costly, subject to political and social risks, and no assurance can be provided that all necessary leases or other types of land tenure will be granted, maintained, extended, or renewed.

Dropped from FY2022

infrastructure (for example, reliable rail, ports, roads, and bridges) is developed to support the project and secure appropriate financing to fund a new project.

Dropped from FY2022

The Company did not receive a response or comments to this submission until 2021 and is in the process of updating its compliance achievement plan to address these comments.

Dropped from FY2022

During this interim period, Yanacocha separately submitted an Environmental Impact Assessment modification considering the ongoing operations and the projects to be developed and obtained authorization from MINEM for such projects.

Dropped from FY2022

This authorization included a deadline for compliance with the modified water quality criteria by January 2024.

Dropped from FY2022

In the event that MINEM does not grant Yanacocha an extension of the previously authorized timeline for, and agree to, the updated compliance achievement plan, fines and penalties relating to non-compliance may result beyond January 2024.

Dropped from FY2022

The global COVID-19 pandemic has had major impacts on the world, our industry and our Company.

Dropped from FY2022

Despite protocols we have developed and deployed, COVID-19 and its variants present ongoing risks and challenges, and could continue to impact our people, operations and surrounding Communities.

Dropped from FY2022

Efforts to control the spread of COVID-19 impacted the operation of Newmont’s mines and the development of projects and exploration activities and may continue to do so in the future.

Dropped from FY2022

The governments in many of the jurisdictions in which we operate implemented restrictive measures such as travel bans, quarantine and self-isolation at various times during the pandemic and may do so again in the future.

Dropped from FY2022

The scope and duration of any such restrictions remains outside of the Company’s control.

Dropped from FY2022

The Company carefully considers government restrictions and the needs of its employees and host communities.

Dropped from FY2022

Additionally, based upon evolving contagion rates or occurrences at our operating sites, senior management or the Board may be required to or decide to reduce or limit operational activities to essential care and maintenance procedures including the management of critical environmental systems.

Dropped from FY2022

into care and maintenance for extended periods of time and/or have a material adverse impact on our business, or financial condition, results of operations and cash flows.

Dropped from FY2022

Other impacts of changing government restrictions and the evolving health environment in connection with pandemics, epidemics or health outbreaks and emergencies could include prolonged travel restraints, more stringent shipment restraints, delays in product refining and smelting due to restrictions or temporary closures, other supply chain disruptions and workforce interruptions, including loss of life, and reputational damage in connection with challenges or reactions to action or perceived inaction by the Company, which could have a material adverse effect on the Company’s cash flows, earnings, results of operations and financial position.

Dropped from FY2022

corruption of data, security breaches, other manipulation or improper use of our systems and networks or financial losses from remedial actions.

Dropped from FY2022

Management makes multiple assumptions in estimating future cash

Dropped from FY2022

The Company is currently in the process of assessing project plan options for the Yanacocha Sulfides project.

Dropped from FY2022

conditions and the funded status of its qualified pension plans in determining whether additional contributions are appropriate.

Dropped from FY2022

Obtaining and/or maintain and renewing lease arrangements can be costly, and no assurance can be provided that all necessary lease arrangements and renewals will be achieved or maintained at all times.

Dropped from FY2022

As the Company continues to work through incorporating the requirements of the GISTM, the life of mine tailings study has been re-initiated to explore options for tailings deposition.

Dropped from FY2022

This study is due to be completed in 2023 and requires extensive environmental assessment.

Dropped from FY2022

Further, the Boddington operation is primarily located on mining leases with renewal dates commencing in 2028 and no assurances can be provided that such renewals and additional lease scope for further tailings capacity will be secured at similar cost or at all.

Dropped from FY2022

away from the facilities.

Dropped from FY2022

While

Dropped from FY2022

Newmont may choose to adopt more ambitious targets in the future in connection with evolving best practices and market demand, which may be increasingly challenging and costly to achieve.

Dropped from FY2022

water supplies needed to generate hydroelectric power purchased by the mine to run operations, which would result in higher costs and/or limit energy availability for continuity of operations as well as impact our environmental systems and processes.

Dropped from FY2022

Unanticipated adverse geotechnical and hydrogeological conditions, may occur.

Dropped from FY2022

For example, seismic activity, such as seismic activity experienced at our Éléonore mine, surface or underground fires, floods, landslides and pit wall failures, can be difficult to predict.

Dropped from FY2022

TSF seepage or failures event could occur in the future.

Dropped from FY2022

Newmont is committed to the implementation of the GISTM.

Dropped from FY2022

We are working to bring our priority facilities (those with 'very high' or 'extreme' consequence classification) in conformance by August 2023, and all other TSFs are expected to be in conformance with the GISTM in the second half of 2025.

Dropped from FY2022

The availability to access renewable power (with greater competition) and the readiness of

Dropped from FY2022

Operations have identified seepage from infrastructure (tailings, waste rock and seepage) that may have an impact on groundwater.

Dropped from FY2022

For instance, a 12% export duty was imposed by the Argentine government in 2018, revised down to 8% thereafter, which could affect our Argentine operations.

Dropped from FY2022

In the province of Santa Cruz, Argentina, a local procurement law was passed in 2021 requiring extractive industries to procure at least 50% of their goods and services from registered local providers, which could further impact our operational results.

Dropped from FY2022

Both certificates have been placed on hold to engage in proper process in accordance with Ghana’s Labor laws, and until Newmont and the unions agree on the class of workers to be represented.

Dropped from FY2022

The outcome of that engagement and whether such certificates will be granted remains to be determined.

Dropped from FY2022

In Suriname, the previous labor agreement held with the union for our Merian mine expired in 2021, and negotiations remain in progress.

Dropped from FY2022

October 2023.

Dropped from FY2022

In appropriate circumstances, we communicate with authorities in the United States and elsewhere about those investigations and reviews.

An excerpt. Shown here: 40 of 167 rewritten, 40 of 315 added and 40 of 43 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS (dollars in millions, except per share, per ounce and per pound amounts) in the FY2023 filing and the FY2022 filing.

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK (dollars in millions, except per ounce and per pound amounts).

29 rewritten, 16 added, 1 removed, 44 unchanged

Rewritten

For information concerning the sensitivity of our impairment analysis over long-lived assets and goodwill to changes in metal price, refer to Critical Accounting Estimates within Item 7, MD&A, and Notes 2, [removed: 6] [added: 7] and 19 to the Consolidated Financial Statements.

Rewritten

The significant assumptions in determining the stockpile, leach pad and product inventory adjustments for each mine site reporting unit at December 31, [removed: 2022] [added: 2023] included production cost and capitalized expenditure assumptions unique to each operation, and the following short-term and long-term assumptions:

Rewritten

| Gold price (per ounce) | | | $ | [removed: 1,726] [added: 1,971] | | | | | $ | [removed: 1,600] [added: 1,700] | |

Rewritten

| Copper price (per pound) | | | $ | [removed: 3.63] [added: 3.70] | | | | | $ | [removed: 3.50] [added: 3.75] | |

Rewritten

| Silver price (per ounce) | | | $ | [removed: 21.17] [added: 23.20] | | | | | $ | [removed: 20.00] [added: 22.00] | |

Rewritten

| Lead price (per pound) | | | $ | [removed: 0.95] [added: 0.96] | | | | | $ | [removed: 1.05] [added: 0.90] | |

Rewritten

| Zinc price (per pound) | | | $ | [removed: 1.36] [added: 1.13] | | | | | $ | [removed: 1.30] [added: 1.25] | |

Rewritten

| AUD to USD exchange rate | | | $ | [removed: 0.66] [added: 0.65] | | | | | $ | [removed: 0.75] [added: 0.70] | |

Rewritten

| CAD to USD exchange rate | | | $ | [removed: 0.74] [added: 0.73] | | | | | $ | [removed: 0.80] [added: 0.75] | |

Rewritten

| MXN to USD exchange rate | | | $ | [removed: 0.05] [added: 0.06] | | | | | $ | [removed: 0.04] [added: 0.05] | |

Rewritten

[added: Fixed-rate debt.] We are subject to interest rate risk related to the fair value of our senior notes which consist of fixed rates.

Rewritten

Refer to Note [removed: 13] [added: 20] to our Consolidated Financial Statements for further information pertaining to the fair value of our fixed rate debt.

Rewritten

In addition to our operations in the U.S., we have significant operations and/or assets in Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, [removed: Australia] [added: Australia, Papua New Guinea, Ecuador, Fiji] and Ghana.

Rewritten

All of our operations sell their gold, copper, silver, [removed: lead] [added: lead,] and zinc production based on USD metal prices.

Rewritten

Fluctuations in the local currency exchange rates in relation to the U.S. dollar can increase or decrease profit margins, cash flow and *Costs applicable to sales* per [removed: ounce/pound] [added: ounce] to the extent costs are paid in local currency at foreign operations.

Rewritten

We performed a sensitivity analysis to estimate the impact to *Costs applicable to sales* per ounce arising from a hypothetical 10% adverse movement to local currency exchange rates at December 31, [removed: 2022] [added: 2023] in relation to the U.S. dollar at our foreign mining operations.

Rewritten

The sensitivity analyses indicated that a hypothetical 10% adverse movement would result in an approximate [removed: $33] [added: $58] increase to *Costs applicable to sales* per [added: gold] ounce at December 31, [removed: 2022.][added: 2023.]

Rewritten

In October 2022, the Company entered into A$574 of AUD-denominated fixed forward contracts to mitigate variability in the USD functional cash flows related to the AUD-denominated capital expenditures expected to be incurred in 2023 and 2024 during the construction and development phase of the Tanami Expansion 2 project included in the Company's [removed: Australia] [added: Tanami] segment.

Rewritten

[removed: The Company has] designated the forward contracts as foreign currency cash flow hedges against the forecasted AUD-denominated Tanami Expansion 2 capital expenditures.

Rewritten

We have performed a sensitivity analysis as of December 31, [removed: 2022,] [added: 2023,] using a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the AUD foreign currency exchange rates relative to the U.S. dollar, with all other variables held constant.

Rewritten

The foreign currency exchange rates we used in performing the sensitivity analysis were based on AUD market rates in effect at December 31, [removed: 2022.][added: 2023.]

Rewritten

The sensitivity analyses indicated that a hypothetical 10% adverse movement in foreign currency exchange rates would result in an approximate decrease in the fair value of the hedging derivative instruments of [removed: $40] [added: $15] at December 31, [removed: 2022.][added: 2023.]

Rewritten

Refer below for our analysis as of December 31, [removed: 2022.][added: 2023.]

Rewritten

| | | | Provisionally Priced Sales Subject to Final Pricing [added: (1)] | | | | | | Average Provisional Price (per ounce/pound) | | | | | | Effect of 10% change in Average Price (millions) | | | | | | Market Closing Settlement Price [removed: (1)] [added: (2)] (per ounce/pound) | | |

Rewritten

| Copper (pounds, in millions) | | | [removed: 37] [added: 104] | | | | | | $ | [removed: 3.80] [added: 3.88] | | | | | $ | [removed: 10] [added: 28] | | | | | $ | [removed: 3.80] [added: 3.84] | |

Rewritten

| Silver (ounces, in millions) | | | [removed: 4] [added: 3] | | | | | | $ | [removed: 23.86] [added: 23.89] | | | | | $ | [removed: 6] [added: 5] | | | | | $ | [removed: 23.95] [added: 23.79] | |

Rewritten

| Lead (pounds, in millions) | | | [removed: 26] [added: 25] | | | | | | $ | [removed: 1.05] [added: 0.93] | | | | | $ | [removed: 2] [added: 1] | | | | | $ | [removed: 1.06] [added: 0.92] | |

Rewritten

| Zinc (pounds, in millions) | | | [removed: 74] [added: 31] | | | | | | $ | [removed: 1.35] [added: 1.20] | | | | | $ | [removed: 7] [added: 2] | | | | | $ | [removed: 1.37] [added: 1.20] | |

Rewritten

[removed: (1)The] [added: (2)The] closing settlement price as of December 31, [removed: 2022] [added: 2023] is determined utilizing the London Metal Exchange for copper, lead and zinc and the London Bullion Market Association for gold and silver.

New in FY2023

We have both fixed-rate and variable-rate debt.

New in FY2023

Changes in interest rates impact the cash flows of variable-rate debt but generally do not impact their fair value.

New in FY2023

Conversely, changes in interest rates impact the fair value of fixed-rate debt but do not impact their cash flows.

New in FY2023

Variable-rate debt. Our variable-rate debt at December 31, 2023 consists of the bilateral bank debt facilities acquired in connection with the Newcrest transaction.

New in FY2023

The bilateral bank debt facilities have a total borrowing capacity of $2,000 with $77 available at December 31, 2023.

New in FY2023

Interest is based on Term SOFR plus a credit spread and margin.

New in FY2023

We performed a sensitivity analysis to estimate the impact to *Interest expense, net of capitalized interest* arising from a hypothetical 10% adverse movement to the year-end SOFR rate as at December 31, 2023.

New in FY2023

The sensitivity analysis, which included the high-end of the margin, indicated that a hypothetical 10% adverse movement would result in an approximate $2 increase to *Interest expense, net of capitalized interest* for the period from acquisition on November 6, 2023 to December 31, 2023.

New in FY2023

In May 2023, the Company entered into C$348 of CAD-denominated and A$648 of AUD-denominated fixed forward contracts to mitigate variability in the USD functional cash flows related to the CAD-denominated and AUD-denominated operating expenditures expected to be incurred in 2023 included in the Company's operations located in Canada and Australia, respectively.

New in FY2023

The Company designated the fixed forward contracts as foreign currency cash flow hedges against the forecasted CAD-denominated and AUD denominated operating expenditures.

New in FY2023

The hedge programs matured as of December 31, 2023.

New in FY2023

The Company has

New in FY2023

| Gold (ounces, in thousands) | | | 257 | | | | | | $ | 2,071 | | | | | $ | 37 | | | | | $ | 2,078 | |

New in FY2023

| Molybdenum (pounds, in millions) (3) | | | 1 | | | | | | $ | 19.62 | | | | | $ | 1 | | | | | $ | 18.53 | |

New in FY2023

(1)Includes provisionally priced by-product sales subject to final pricing, which are recognized in *Costs applicable to sales.*

New in FY2023

(3)Molybdenum is a by-product at the Cadia site and is recognized in *Costs applicable to sales*.

Dropped from FY2022

| Gold (ounces, in thousands) | | | 159 | | | | | | $ | 1,817 | | | | | $ | 19 | | | | | $ | 1,814 | |

Item 1. BUSINESS (dollars in millions, except per share, per ounce and per pound amounts)

78 rewritten, 99 added, 72 removed, 220 unchanged

Rewritten

Newmont Corporation was incorporated in 1921 and is primarily a gold producer with significant operations and/or assets in the United States, Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, [removed: Australia] [added: Australia, Papua New Guinea, Ecuador, Fiji] and Ghana.

Rewritten

At December 31, [removed: 2022,] [added: 2023,] Newmont had attributable proven and probable gold reserves of [removed: 96.1] [added: 135.9] million ounces, attributable measured and indicated gold resources of [removed: 75.3] [added: 104.8] million ounces, attributable inferred gold resources of [removed: 36.1] [added: 69.1] million ounces, and an aggregate land position of approximately [removed: 23,700] [added: 24,900] square miles [removed: (61,500] [added: (64,400] square kilometers).

Rewritten

Newmont is also engaged in the production of copper, silver, [removed: lead] [added: lead,] and zinc.

Rewritten

For information on acquisitions and asset sales impacting the comparability of our results, refer to Notes 1 and [removed: 8] [added: 9] to the Consolidated Financial Statements, respectively.

Rewritten

Refer to Item 1A, Risk Factors, below, and Note [removed: 3] [added: 4] to the Consolidated Financial Statements for further information relating to our reportable segments.

Rewritten

Refer to Note [removed: 4] [added: 5] to the Consolidated Financial Statements for information relating to domestic and export sales and lack of dependence on a limited number of customers.

Rewritten

References in this report to “attributable” means that portion of gold, copper, silver, [removed: lead or] [added: lead,] zinc [added: or molybdenum] produced, sold or included in proven and probable reserves and measured, indicated and inferred resources based on our proportionate ownership, unless otherwise noted.

Rewritten

For [removed: 2022, 2021] [added: the years ended December 31, 2023, 2022] and [removed: 2020, 87%, 86%] [added: 2021, 89%, 87%] and [removed: 90%,] [added: 86%,] respectively, of our *Sales* were attributable to gold.

Rewritten

[removed: Doré is sent to refiners to produce bullion that] meets the required market standard of 99.95% gold.

Rewritten

[removed: A] [added: Additionally, a] portion of gold [removed: sold from Peñasquito in North America and Boddington in Australia] is sold in [removed: a] concentrate containing other metals such as copper, silver, [removed: lead] [added: lead, zinc] and/or [removed: zinc.][added: molybdenum.]

Rewritten

[added: Based on public information] available, for the years [removed: 2020] [added: ended December 31, 2021] through [removed: 2022,] [added: 2023,] mine production has averaged approximately 75% of the annual gold supply with the remainder primarily sourced from recycled gold.

Rewritten

On February [removed: 16, 2023,] [added: 15, 2024,] the afternoon LBMA gold price was [removed: $1,837] [added: $2,004] per ounce.

Rewritten

Copper production at [removed: Boddington] [added: Boddington, Red Chris, Cadia,] and [added: Telfer and] silver, lead and zinc production at Peñasquito are considered co-products.

Rewritten

Copper, silver, [removed: lead] [added: lead,] and zinc sales are generally in the form of concentrate that is sold to smelters for further treatment and refining.

Rewritten

The following table details consolidated co-product production and the percentage of *Sales* that was attributable to copper, silver, [removed: lead] [added: lead,] and zinc for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020:][added: 2021:]

Rewritten

| | | | [removed: 2022 | | | | | | | | | 2021] [added: 2023] | | | | | | [added: 2022] | | | [removed: 2020] | | | [added: 2021] | | |

Rewritten

| Copper (pounds/millions) (1) | | | [removed: 84] [added: 145] | | | [removed: 3] [added: 5] | | % | | | | [removed: 71] [added: 84] | | | [removed: 2] [added: 3] | | % | | | | [removed: 56] [added: 71] | | | [removed: 1] [added: 2] | | % |

Rewritten

| Silver (ounces/millions) (2) | | | [removed: 29.7] [added: 18] | | | [removed: 5] [added: 3] | | % | | | | [removed: 31.4] [added: 30] | | | 5 | | % | | | | [removed: 27.8] [added: 31] | | | 5 | | % |

Rewritten

| Lead (pounds/millions) (2) | | | [removed: 149] [added: 113] | | | 1 | | % | | | | [removed: 177] [added: 149] | | | [removed: 2] [added: 1] | | % | | | | [removed: 179] [added: 177] | | | [removed: 1] [added: 2] | | % |

Rewritten

| Zinc (pounds/millions) (2) | | | [removed: 377] [added: 230] | | | [removed: 4] [added: 2] | | % | | | | [removed: 435] [added: 377] | | | [removed: 5] [added: 4] | | % | | | | [removed: 381] [added: 435] | | | [removed: 3] [added: 5] | | % |

Rewritten

[removed: (1)All] [added: (2)All] of our [removed: copper] [added: silver, lead and zinc] co-product production came from [removed: Australia.][added: Peñasquito.]

Rewritten

Aside from the co-product sales at [removed: Boddington and] [added: Red Chris,] Peñasquito, [removed: copper] [added: Boddington, Cadia,] and [removed: silver] [added: Telfer, copper, silver, and molybdenum] produced at other Newmont sites are by-product metals.

Rewritten

The sulfides are removed from the cell and converted into a concentrate that can then be processed in an [removed: autoclave] [added: autoclave, roaster,] or [removed: roaster] [added: fine grinding circuit] to recover the [removed: gold.][added: gold through leaching.]

Rewritten

*Concentrate.* [removed: At Peñasquito, sulfide] [added: Sulfide] ore is delivered to a crushing and grinding plant which feeds a sulfide processing plant.

Rewritten

[removed: At Boddington, ore] [added: Ore] containing copper and gold is crushed to a coarse size at the mine and then transported via conveyor to a process plant, where it is further crushed and then finely ground as a slurry.

Rewritten

The ore is initially treated by successive stages of flotation resulting in a gold/copper concentrate containing approximately [removed: 15%] [added: 10%] to [removed: 20%] [added: 26%] copper.

Rewritten

The flotation tailings have a residual gold content that is recovered in [added: either] a carbon-in-leach [removed: circuit.][added: circuit or is dewatered and loaded onto trucks for transportation off-site.]

Rewritten

Our competitive position is based on the size and grade of our ore bodies anchored in [added: a large portfolio of Tier 1 assets located in] favorable mining [removed: jurisdictions and our ability to manage costs compared with other producers.][added: jurisdictions.]

Rewritten

Other than operating licenses for our mining and processing facilities, there are no [removed: third party] [added: third-party] patents, [added: operating] licenses or franchises material to our business.

Rewritten

In many countries, however, we conduct our mining and exploration activities pursuant to [removed: concessions granted by,] [added: land-related licenses which include leases, concessions, claims,] or [removed: under contracts with,] [added: prospecting licenses granted by] the host government.

Rewritten

These countries include, among others, the United States, Canada, Mexico, Peru, Suriname, [added: Chile,] Argentina, [removed: Australia] [added: Australia, Papua New Guinea, Ecuador, Fiji,] and Ghana.

Rewritten

Refer to Item 2, Properties, below for further information on [added: land-related] licenses and concessions by property.

Rewritten

[removed: *ESG Overview.*] [added: *Overview.*] Focusing on leading environmental, social and governance ("ESG") practices are a core part of Newmont’s business.

Rewritten

[removed: *ESG Stakeholder] [added: *Stakeholder] Engagement*.

Rewritten

[removed: *ESG Reporting*.][added: *Reporting*.]

Rewritten

Our sustainability report is compiled in accordance with the Global Reporting Initiative ("GRI") 2021 Universal Standards Core option, the GRI Mining and Metals Sector Supplement, and the SASB Metals & Mining standards, is [removed: externally assured,] [added: subject to an external limited assurance review,] and reflects Newmont’s commitment to transparency and reporting obligations as a founding member of the International Council on Mining and Metals ("ICMM") and as an early adopter of the United Nations ("UN") Guiding Principles Reporting Framework.

Rewritten

Newmont’s sustainability reporting suite also includes our climate report, sustainability-linked bond framework, ESG data tables, conflict-free gold report, [added: modern slavery statement,] policy influence disclosures, political spending disclosures, [removed: economic impact reports,] taxes and royalties contributions report, CDP (formerly, “Carbon Disclosure Project”) responses, and other reports and responses, which can be found on our website at www.newmont.com/sustainability.

Rewritten

Newmont pledged an investment of $100 to CAT, of which [removed: $39] [added: $56] has been paid as of December 31, [removed: 2022.][added: 2023.]

Rewritten

[removed: These dollars fund] collaborative work to develop and deploy electric equipment for surface and underground mining at Newmont’s [removed: Cripple Creek & Victor mine in Colorado, U.S. and Tanami mine in Northern Territory, Australia.][added: operations.]

Rewritten

The Notes [removed: and Revolver] align Newmont’s business and financing with its commitments and values by creating a direct link between its sustainability performance and funding strategies.

New in FY2023

On November 6, 2023, we completed the acquisition of Newcrest Mining Limited ("Newcrest") (“the Newcrest transaction”).

New in FY2023

Results of Newcrest for the period November 6 to December 31, 2023 are included in this report.

New in FY2023

For further information, refer to Note 3 to the Consolidated Financial Statements.

New in FY2023

In January 2023, Newmont reassessed and revised its operating strategies and the accountabilities of the senior leadership team in light of the continuing volatile and uncertain market conditions and in November 2023, the Company completed the Newcrest transaction (refer to Note 3 to the Consolidated Financial Statements for further information).

New in FY2023

Following these changes, the Company reevaluated its segments to reflect the mining operations acquired and certain changes in the financial information regularly reviewed by Newmont's Chief Operating Decision Maker ("CODM").

New in FY2023

As a result, the Company determined that its reportable segments were each of its 17 mining operations that it manages, which includes its 70.0% proportionate interest in Red Chris, and its 38.5% proportionate interest in Nevada Gold Mines ("NGM") which it does not directly manage.

New in FY2023

*General.* The details of our consolidated and attributable gold production from continuing operations are set forth below:

New in FY2023

| | | | Year Ended December 31, | | | | | | | | | | | | | | |

New in FY2023

| Consolidated gold ounces produced (thousands) | | | 5,401 | | | | | | 5,786 | | | | | | 5,884 | | |

New in FY2023

| Attributable gold ounces produced (thousands) | | | 5,545 | | | | | | 5,956 | | | | | | 5,971 | | |

New in FY2023

| Attributable gold ounces produced from equity method investments (thousands): | | | | | | | | | | | | | | | | | |

New in FY2023

| Pueblo Viejo (40%) | | | 224 | | | | | | 285 | | | | | | 325 | | |

New in FY2023

| Fruta del Norte (1) | | | — | | | | | | — | | | | | | — | | |

New in FY2023

| | | | 224 | | | | | | 285 | | | | | | 325 | | |

New in FY2023

(1)The Fruta del Norte mine is wholly owned and operated by Lundin Gold Inc. ("Lundin Gold").

New in FY2023

The Company acquired a 32% interest in Lundin Gold through the Newcrest transaction.

New in FY2023

The 32% interest is accounted for as an equity method investment with results reported on a quarter lag.

New in FY2023

As a result, results of operations will not be reported until the first quarter of 2024.

New in FY2023

Refer to Notes 3 and 15 to the Consolidated Financial Statements for additional information.

New in FY2023

Doré is sent to refiners to produce bullion that

New in FY2023

| | | | | | | | | | | | | | | | | | |

New in FY2023

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

New in FY2023

| 2024 (through February 15, 2024) | | | $ | 2,068 | | | | | $ | 1,985 | | | | | $ | 2,029 | |

New in FY2023

| 2023 | | | $ | 2,078 | | | | | $ | 1,811 | | | | | $ | 1,941 | |

New in FY2023

| | | | 2023 | | | | | | | | | 2022 | | | | | | | | | 2021 | | | | | |

New in FY2023

____________________________

New in FY2023

(1)For the year ended December 31, 2023, copper co-product production came from Red Chris, Boddington, Cadia, and Telfer.

New in FY2023

All of our copper co-product production came from Boddington for the years ended December 31, 2022 and 2021.

New in FY2023

Gold-bearing solution is then plated onto cathodes in an electrowinning process or precipitated using zinc powder.

New in FY2023

In both cases, the precipitate is melted with fluxes in a furnace to produce doré*.*

New in FY2023

Ore containing silver and gold is crushed to a coarse size at the mine and then transported via conveyor to a process plant, where it is further crushed and then finely ground as a slurry.

New in FY2023

The ore is initially treated by successive stages of flotation resulting in a gold-silver concentrate.

New in FY2023

The flotation tailings have a residual gold content that is recovered in either a carbon-in leach circuit or is dewatered and loaded onto trucks for transportation off-site.

New in FY2023

The gold-silver concentrate is further refined in the gold room to produce gold-silver doré.

New in FY2023

See table below for summary of product and form by segment.

New in FY2023

| | | | | | | | | | | | | | | |

New in FY2023

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

New in FY2023

| Segment | | | | | | Products (1) | | | | | | Form | | |

New in FY2023

| CC&V, U.S. | | | | | | Gold | | | | | | Doré | | |

New in FY2023

| Musselwhite, Canada | | | | | | Gold | | | | | | Doré | | |

Dropped from FY2022

Our operations are organized in five geographic regions: North America, South America, Australia, Africa and Nevada.

Dropped from FY2022

Our North America segment consists primarily of Cripple Creek & Victor (“CC&V”) in the U.S., Musselwhite, Porcupine and Éléonore in Canada and Peñasquito in Mexico.

Dropped from FY2022

Our South America segment consists primarily of Yanacocha in Peru, Merian in Suriname, Cerro Negro in Argentina and our 40% equity interest in the Pueblo Viejo mine in the Dominican Republic.

Dropped from FY2022

Our Australia segment consists primarily of Boddington and Tanami in Australia.

Dropped from FY2022

Our Africa segment consists primarily of Ahafo and Akyem in Ghana.

Dropped from FY2022

Our Nevada segment consists of our 38.5% interest in Nevada Gold Mines ("NGM") in the U.S., which is accounted for using the proportionate consolidation method.

Dropped from FY2022

In January 2023, Newmont launched certain initiatives to reassess accountabilities of the senior leadership team and the Company's operating strategies for its operations.

Dropped from FY2022

Depending on the timing and outcome of this assessment, the Company may change its reportable segments in 2023.

Dropped from FY2022

*General.* We had consolidated gold production from continuing operations of 5.8 million ounces (6.0 million attributable gold ounces) in 2022, 5.9 million ounces (6.0 million attributable gold ounces) in 2021 and 5.8 million ounces (5.9 million attributable gold ounces) in 2020.

Dropped from FY2022

Attributable gold ounces produced includes 0.3, 0.3, and 0.4 million attributable gold ounces for the years ended December 31, 2022, 2021 and 2020, respectively, related to the Pueblo Viejo mine, which is 40% owned by Newmont and accounted for as an equity method investment.

Dropped from FY2022

Of our 2022 consolidated gold production, approximately 25% came from North America, 16% from South America, 22% from Australia, 17% from Africa and 20% from Nevada.

Dropped from FY2022

Based on public information

Dropped from FY2022

| 2023 (through February 16, 2023) | | | $ | 1,955 | | | | | $ | 1,835 | | | | | $ | 1,891 | |

Dropped from FY2022

| 2013 | | | $ | 1,694 | | | | | $ | 1,192 | | | | | $ | 1,411 | |

Dropped from FY2022

(2)All of our silver, lead and zinc co-product production came from North America.

Dropped from FY2022

In 2022, we refreshed our Sustainability and External Relations Strategy with the review and oversight of our Board and Safety & Sustainability Committee to better reflect how ESG practices and expectations have evolved with a vision to generate shared value and serve as a catalyst for sustainable development.

Dropped from FY2022

In support of our vision, our updated strategy is made up of four strategic pillars:

Dropped from FY2022

- Leadership – Demonstrate consistent and courageous leadership through our words and actions

Dropped from FY2022

- Integration – Integrate leading sustainability practices into our overall business processes and decision-making

Dropped from FY2022

- Engagement – Build trust and credibility through respectful and meaningful engagement, communication and transparent reporting

Dropped from FY2022

- Performance – Deliver leading environmental and social performance to manage risk and achieve beneficial outcomes

Dropped from FY2022

Driving our sustainability practices and supporting our ability to meet the ambitions of each strategic pillar are the following critical enablers:

Dropped from FY2022

- Environmental stewardship – Leading practices through the enhancement of shared resources and reduction of long-term liabilities incorporating nature, water and climate

Dropped from FY2022

- Social responsibility – Leading practices that mitigate impacts, generate value for local communities and governments, and promote transparent and meaningful engagement to build credibility and support our reputation

Dropped from FY2022

- Governance – Leading practices through an effective standardized framework that includes global policies and standards integrated risk management systems; metrics and targets to measure our performance; and processes to enable transparent reporting and improved collaboration and ensure optimal decision-making and resource allocation

Dropped from FY2022

This follows Newmont’s decision earlier in 2021 to amend its revolving credit facility to include an interest rate margin adjustment based on the Company’s ESG external ratings.

Dropped from FY2022

We have set annual water efficiency targets through 2023 to reduce freshwater consumption and developed water action plans in support of our goal to achieve water stewardship.

Dropped from FY2022

In 2022, we did significant work to identify those practices that would most significantly improve diverse representation and advancement in our business.

Dropped from FY2022

Site-based action plans were established and overall representation of females in operations increased from 8% to 9% in 2022.

Dropped from FY2022

We continue to sustain robust controls at our operations and offices around the globe, including a risk-based application of controls in connection with COVID-19 to protect both our workforce and the local communities in which we operate.

Dropped from FY2022

In addition, the Company has an established Health & Safety Management System and Health, Safety and Security Standards that in most cases exceed regulatory requirements in the jurisdictions in which we operate.

Dropped from FY2022

In 2022, we launched a refreshed three-year Health, Safety and Security Strategy that advances our journey toward a fatality, injury and illness-free workplace.

Dropped from FY2022

The updated strategy recognizes the progress we have made while also acknowledging the need to further improve our performance.

Dropped from FY2022

The strategy links our health, safety and security work together across three themes:

Dropped from FY2022

- Act on risk — Control future outcomes by acting to reduce risks and minimize potential impacts.

Dropped from FY2022

- Actively care — Consistently take action to engage and support our employees and business partners.

Dropped from FY2022

- Apply knowledge — Foster a knowledge-sharing mindset, apply what we learn and inspire innovation.

Dropped from FY2022

Supporting and extending the impact of our strategy are the following three amplifiers:

Dropped from FY2022

- Data — Consolidating the various data systems into a data warehouse we can analyze and obtain insights.

Dropped from FY2022

- Technology — Leverage new and existing technology and innovation to provide data, reduce risk, improve decision making and engage our people.

An excerpt. Shown here: 40 of 78 rewritten, 40 of 99 added and 40 of 72 removed. The counts are complete. For every sentence, read Item 1. BUSINESS (dollars in millions, except per share, per ounce and per pound amounts) in the FY2023 filing and the FY2022 filing.

Cover and table of contents

109 rewritten, 35 added, 20 removed, 147 unchanged

Rewritten

For the Fiscal Year Ended December 31, [removed: 2022][added: 2023]

Rewritten

[removed: ![nem-20221231_g1.jpg](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000011/nem-20221231_g1.jpg)][added: ![Newmont-Color-RGB.jpg](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/nem-20231231_g1.jpg)]

Rewritten

| [removed: (State] [added: (State] or Other Jurisdiction of Incorporation or [removed: Organization)] [added: Organization)] | | | | | | [removed: (I.R.S.] [added: (I.R.S.] Employer Identification [removed: No.)] [added: No.)] | | |

Rewritten

| [removed: (Address] [added: (Address] of Principal Executive [removed: Offices)] [added: Offices)] | | | | | | [removed: (Zip Code)] [added: (Zip Code)] | | |

Rewritten

At June 30, [removed: 2022,] [added: 2023,] the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant was [removed: $47,327,306,028] [added: $33,878,942,644] based on the closing sale price as reported on the New York Stock Exchange.

Rewritten

There were [removed: 793,794,062] [added: 1,152,551,607] shares of common stock outstanding on February [removed: 16, 2023.][added: 15, 2024.]

Rewritten

Portions of Registrant’s definitive Proxy Statement for the Registrant’s [removed: 2023] [added: 2024] Annual Stockholders Meeting will be filed no later than 120 days after the close of the Registrant's fiscal year ended December 31, [removed: 2022,] [added: 2023,] are incorporated by reference into Part III of this report.

Rewritten

| | | | [PART [removed: I](#i2d17b310f5b549aca71eb52c29055740_13)] [added: I](#ie307b7f42be4454998f44b456109c9aa_16)] | | | Page | | |

Rewritten

| [GLOSSARY: UNITS OF MEASURE AND [removed: ABBREVIATIONS](#i2d17b310f5b549aca71eb52c29055740_2161)] [added: ABBREVIATIONS](#ie307b7f42be4454998f44b456109c9aa_10)] | | | | | | 1 | | |

Rewritten

[removed: | [2022] [added: 2023] RESULTS AND [removed: HIGHLIGHTS](#i2d17b310f5b549aca71eb52c29055740_10) | | | | | | [2](#i2d17b310f5b549aca71eb52c29055740_10) | | |][added: HIGHLIGHTS]

Rewritten

| [ITEM [removed: 1.](#i2d17b310f5b549aca71eb52c29055740_16)] [added: 1.](#ie307b7f42be4454998f44b456109c9aa_19)] | | | [removed: [BUSINESS](#i2d17b310f5b549aca71eb52c29055740_16)] [added: [BUSINESS](#ie307b7f42be4454998f44b456109c9aa_19)] | | | [removed: [5](#i2d17b310f5b549aca71eb52c29055740_16)] [added: [5](#ie307b7f42be4454998f44b456109c9aa_19)] | | |

Rewritten

| | | | [Segment [removed: Information](#i2d17b310f5b549aca71eb52c29055740_22)] [added: Information](#ie307b7f42be4454998f44b456109c9aa_25)] | | | [removed: [5](#i2d17b310f5b549aca71eb52c29055740_22)] [added: [5](#ie307b7f42be4454998f44b456109c9aa_25)] | | |

Rewritten

| | | | [Licenses and [removed: Concessions](#i2d17b310f5b549aca71eb52c29055740_31)] [added: Concessions](#ie307b7f42be4454998f44b456109c9aa_34)] | | | [removed: [7](#i2d17b310f5b549aca71eb52c29055740_31)] [added: [8](#ie307b7f42be4454998f44b456109c9aa_34)] | | |

Rewritten

| | | | [Condition of Physical Assets and [removed: Insurance](#i2d17b310f5b549aca71eb52c29055740_34)] [added: Insurance](#ie307b7f42be4454998f44b456109c9aa_37)] | | | [removed: [7](#i2d17b310f5b549aca71eb52c29055740_34)] [added: [8](#ie307b7f42be4454998f44b456109c9aa_37)] | | |

Rewritten

| | | | [Environmental, Social and [removed: Governance](#i2d17b310f5b549aca71eb52c29055740_37)] [added: Governance](#ie307b7f42be4454998f44b456109c9aa_40)] | | | [removed: [7](#i2d17b310f5b549aca71eb52c29055740_37)] [added: [9](#ie307b7f42be4454998f44b456109c9aa_40)] | | |

Rewritten

| | | | [Risk Factor [removed: Summary](#i2d17b310f5b549aca71eb52c29055740_49)] [added: Summary](#ie307b7f42be4454998f44b456109c9aa_52)] | | | [removed: [12](#i2d17b310f5b549aca71eb52c29055740_49)] [added: [12](#ie307b7f42be4454998f44b456109c9aa_52)] | | |

Rewritten

| | | | [Forward-Looking [removed: Statements](#i2d17b310f5b549aca71eb52c29055740_52)] [added: Statements](#ie307b7f42be4454998f44b456109c9aa_55)] | | | [removed: [13](#i2d17b310f5b549aca71eb52c29055740_52)] [added: [14](#ie307b7f42be4454998f44b456109c9aa_55)] | | |

Rewritten

| | | | [Available [removed: Information](#i2d17b310f5b549aca71eb52c29055740_55)] [added: Information](#ie307b7f42be4454998f44b456109c9aa_58)] | | | [removed: [15](#i2d17b310f5b549aca71eb52c29055740_55)] [added: [16](#ie307b7f42be4454998f44b456109c9aa_58)] | | |

Rewritten

| [ITEM [removed: 1A.](#i2d17b310f5b549aca71eb52c29055740_58)] [added: 1A.](#ie307b7f42be4454998f44b456109c9aa_61)] | | | [RISK [removed: FACTORS](#i2d17b310f5b549aca71eb52c29055740_58)] [added: FACTORS](#ie307b7f42be4454998f44b456109c9aa_61)] | | | [removed: [15](#i2d17b310f5b549aca71eb52c29055740_58)] [added: [16](#ie307b7f42be4454998f44b456109c9aa_61)] | | |

Rewritten

| [ITEM [removed: 1B.](#i2d17b310f5b549aca71eb52c29055740_64)] [added: 1B.](#ie307b7f42be4454998f44b456109c9aa_67)] | | | [UNRESOLVED STAFF [removed: COMMENTS](#i2d17b310f5b549aca71eb52c29055740_64)] [added: COMMENTS](#ie307b7f42be4454998f44b456109c9aa_67)] | | | [removed: [37](#i2d17b310f5b549aca71eb52c29055740_64)] [added: [47](#ie307b7f42be4454998f44b456109c9aa_67)] | | |

Rewritten

| [ITEM [removed: 2.](#i2d17b310f5b549aca71eb52c29055740_67)] [added: 2.](#ie307b7f42be4454998f44b456109c9aa_70)] | | | [removed: [PROPERTIES](#i2d17b310f5b549aca71eb52c29055740_67)] [added: [PROPERTIES](#ie307b7f42be4454998f44b456109c9aa_70)] | | | [removed: [38](#i2d17b310f5b549aca71eb52c29055740_67)] [added: [50](#ie307b7f42be4454998f44b456109c9aa_70)] | | |

Rewritten

| | | | [Production and Development [removed: Properties](#i2d17b310f5b549aca71eb52c29055740_70)] [added: Properties](#ie307b7f42be4454998f44b456109c9aa_73)] | | | [removed: [38](#i2d17b310f5b549aca71eb52c29055740_70)] [added: [50](#ie307b7f42be4454998f44b456109c9aa_73)] | | |

Rewritten

| | | | [Operating [removed: Statistics](#i2d17b310f5b549aca71eb52c29055740_73)] [added: Statistics](#ie307b7f42be4454998f44b456109c9aa_91)] | | | [removed: [45](#i2d17b310f5b549aca71eb52c29055740_73)] [added: [60](#ie307b7f42be4454998f44b456109c9aa_91)] | | |

Rewritten

| | | | [Proven and Probable [removed: Reserves](#i2d17b310f5b549aca71eb52c29055740_76)] [added: Reserves](#ie307b7f42be4454998f44b456109c9aa_100)] | | | [removed: [50](#i2d17b310f5b549aca71eb52c29055740_76)] [added: [67](#ie307b7f42be4454998f44b456109c9aa_100)] | | |

Rewritten

| | | | [Measured, Indicated, and Inferred [removed: Resources](#i2d17b310f5b549aca71eb52c29055740_79)] [added: Resources](#ie307b7f42be4454998f44b456109c9aa_106)] | | | [removed: [59](#i2d17b310f5b549aca71eb52c29055740_79)] [added: [76](#ie307b7f42be4454998f44b456109c9aa_106)] | | |

Rewritten

| [ITEM [removed: 3.](#i2d17b310f5b549aca71eb52c29055740_85)] [added: 3.](#ie307b7f42be4454998f44b456109c9aa_112)] | | | [LEGAL [removed: PROCEEDINGS](#i2d17b310f5b549aca71eb52c29055740_85)] [added: PROCEEDINGS](#ie307b7f42be4454998f44b456109c9aa_112)] | | | [removed: [71](#i2d17b310f5b549aca71eb52c29055740_85)] [added: [88](#ie307b7f42be4454998f44b456109c9aa_112)] | | |

Rewritten

| [ITEM [removed: 4.](#i2d17b310f5b549aca71eb52c29055740_88)] [added: 4.](#ie307b7f42be4454998f44b456109c9aa_115)] | | | [MINE SAFETY [removed: DISCLOSURES](#i2d17b310f5b549aca71eb52c29055740_88)] [added: DISCLOSURES](#ie307b7f42be4454998f44b456109c9aa_115)] | | | [removed: [71](#i2d17b310f5b549aca71eb52c29055740_88)] [added: [88](#ie307b7f42be4454998f44b456109c9aa_115)] | | |

Rewritten

| [ITEM [removed: 5.](#i2d17b310f5b549aca71eb52c29055740_94)] [added: 5.](#ie307b7f42be4454998f44b456109c9aa_121)] | | | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY [removed: SECURITIES](#i2d17b310f5b549aca71eb52c29055740_94)] [added: SECURITIES](#ie307b7f42be4454998f44b456109c9aa_121)] | | | [removed: [72](#i2d17b310f5b549aca71eb52c29055740_94)] [added: [89](#ie307b7f42be4454998f44b456109c9aa_121)] | | |

Rewritten

| [ITEM [removed: 6.](#i2d17b310f5b549aca71eb52c29055740_97)] [added: 6.](#ie307b7f42be4454998f44b456109c9aa_124)] | | | [removed: [RESERVED](#i2d17b310f5b549aca71eb52c29055740_97)] [added: [RESERVED](#ie307b7f42be4454998f44b456109c9aa_124)] | | | [removed: [72](#i2d17b310f5b549aca71eb52c29055740_97)] [added: [89](#ie307b7f42be4454998f44b456109c9aa_124)] | | |

Rewritten

| [ITEM [removed: 7.](#i2d17b310f5b549aca71eb52c29055740_100)] [added: 7.](#ie307b7f42be4454998f44b456109c9aa_127)] | | | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#i2d17b310f5b549aca71eb52c29055740_100)] [added: OPERATIONS](#ie307b7f42be4454998f44b456109c9aa_127)] | | | [removed: [73](#i2d17b310f5b549aca71eb52c29055740_100)] [added: [90](#ie307b7f42be4454998f44b456109c9aa_127)] | | |

Rewritten

| | | | [Consolidated Financial [removed: Results](#i2d17b310f5b549aca71eb52c29055740_106)] [added: Results](#ie307b7f42be4454998f44b456109c9aa_133)] | | | [removed: [74](#i2d17b310f5b549aca71eb52c29055740_106)] [added: [91](#ie307b7f42be4454998f44b456109c9aa_133)] | | |

Rewritten

| | | | [Results of Consolidated [removed: Operations](#i2d17b310f5b549aca71eb52c29055740_109)] [added: Operations](#ie307b7f42be4454998f44b456109c9aa_157)] | | | [removed: [79](#i2d17b310f5b549aca71eb52c29055740_109)] [added: [96](#ie307b7f42be4454998f44b456109c9aa_157)] | | |

Rewritten

| | | | [Foreign Currency Exchange [removed: Rates](#i2d17b310f5b549aca71eb52c29055740_127)] [added: Rates](#ie307b7f42be4454998f44b456109c9aa_160)] | | | [removed: [83](#i2d17b310f5b549aca71eb52c29055740_127)] [added: [99](#ie307b7f42be4454998f44b456109c9aa_160)] | | |

Rewritten

| | | | [Liquidity and Capital [removed: Resources](#i2d17b310f5b549aca71eb52c29055740_130)] [added: Resources](#ie307b7f42be4454998f44b456109c9aa_163)] | | | [removed: [84](#i2d17b310f5b549aca71eb52c29055740_130)] [added: [111](#ie307b7f42be4454998f44b456109c9aa_163)] | | |

Rewritten

| | | | [Non-GAAP Financial [removed: Measures](#i2d17b310f5b549aca71eb52c29055740_157)] [added: Measures](#ie307b7f42be4454998f44b456109c9aa_190)] | | | [removed: [90](#i2d17b310f5b549aca71eb52c29055740_157)] [added: [100](#ie307b7f42be4454998f44b456109c9aa_190)] | | |

Rewritten

| [ITEM [removed: 7A.](#i2d17b310f5b549aca71eb52c29055740_178)] [added: 7A.](#ie307b7f42be4454998f44b456109c9aa_214)] | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i2d17b310f5b549aca71eb52c29055740_178)] [added: RISK](#ie307b7f42be4454998f44b456109c9aa_214)] | | | [removed: [109](#i2d17b310f5b549aca71eb52c29055740_178)] [added: [123](#ie307b7f42be4454998f44b456109c9aa_214)] | | |

Rewritten

| [ITEM [removed: 8.](#i2d17b310f5b549aca71eb52c29055740_193)] [added: 8.](#ie307b7f42be4454998f44b456109c9aa_232)] | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i2d17b310f5b549aca71eb52c29055740_193)] [added: DATA](#ie307b7f42be4454998f44b456109c9aa_232)] | | | [removed: [112](#i2d17b310f5b549aca71eb52c29055740_193)] [added: [126](#ie307b7f42be4454998f44b456109c9aa_232)] | | |

Rewritten

| [ITEM [removed: 9.](#i2d17b310f5b549aca71eb52c29055740_301)] [added: 9.](#ie307b7f42be4454998f44b456109c9aa_337)] | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i2d17b310f5b549aca71eb52c29055740_301)] [added: DISCLOSURE](#ie307b7f42be4454998f44b456109c9aa_337)] | | | [removed: [174](#i2d17b310f5b549aca71eb52c29055740_301)] [added: [193](#ie307b7f42be4454998f44b456109c9aa_337)] | | |

Rewritten

| [ITEM [removed: 9A.](#i2d17b310f5b549aca71eb52c29055740_304)] [added: 9A.](#ie307b7f42be4454998f44b456109c9aa_340)] | | | [CONTROLS AND [removed: PROCEDURES](#i2d17b310f5b549aca71eb52c29055740_304)] [added: PROCEDURES](#ie307b7f42be4454998f44b456109c9aa_340)] | | | [removed: [174](#i2d17b310f5b549aca71eb52c29055740_304)] [added: [193](#ie307b7f42be4454998f44b456109c9aa_340)] | | |

Rewritten

| [ITEM [removed: 9B.](#i2d17b310f5b549aca71eb52c29055740_310)] [added: 9B.](#ie307b7f42be4454998f44b456109c9aa_346)] | | | [OTHER [removed: INFORMATION](#i2d17b310f5b549aca71eb52c29055740_310)] [added: INFORMATION](#ie307b7f42be4454998f44b456109c9aa_346)] | | | [removed: [176](#i2d17b310f5b549aca71eb52c29055740_310)] [added: [195](#ie307b7f42be4454998f44b456109c9aa_346)] | | |

New in FY2023

| [2023 RESULTS AND HIGHLIGHTS](#ie307b7f42be4454998f44b456109c9aa_13) | | | | | | [2](#ie307b7f42be4454998f44b456109c9aa_13) | | |

New in FY2023

| | | | [Introduction](#ie307b7f42be4454998f44b456109c9aa_22) | | | [5](#ie307b7f42be4454998f44b456109c9aa_22) | | |

New in FY2023

| | | | [Products](#ie307b7f42be4454998f44b456109c9aa_28) | | | [5](#ie307b7f42be4454998f44b456109c9aa_28) | | |

New in FY2023

| | | | [Competition](#ie307b7f42be4454998f44b456109c9aa_31) | | | [8](#ie307b7f42be4454998f44b456109c9aa_31) | | |

New in FY2023

| [ITEM 1](#ie307b7f42be4454998f44b456109c9aa_2352)[C](#ie307b7f42be4454998f44b456109c9aa_2352)[.](#ie307b7f42be4454998f44b456109c9aa_2352) | | | [CYBERSECURITY](#ie307b7f42be4454998f44b456109c9aa_2352) | | | [48](#ie307b7f42be4454998f44b456109c9aa_2352) | | |

New in FY2023

| | | | [PART II](#ie307b7f42be4454998f44b456109c9aa_118) | | | | | |

New in FY2023

| | | | [Overview](#ie307b7f42be4454998f44b456109c9aa_130) | | | [90](#ie307b7f42be4454998f44b456109c9aa_130) | | |

New in FY2023

| | | | [Environmental](#ie307b7f42be4454998f44b456109c9aa_184) | | | [117](#ie307b7f42be4454998f44b456109c9aa_184) | | |

New in FY2023

| | | | [Forward Looking Statements](#ie307b7f42be4454998f44b456109c9aa_187) | | | [117](#ie307b7f42be4454998f44b456109c9aa_187) | | |

New in FY2023

| | | | [Accounting Developments](#ie307b7f42be4454998f44b456109c9aa_208) | | | [117](#ie307b7f42be4454998f44b456109c9aa_208) | | |

New in FY2023

| | | | [Critical Accounting Estimates](#ie307b7f42be4454998f44b456109c9aa_211) | | | [117](#ie307b7f42be4454998f44b456109c9aa_211) | | |

New in FY2023

| | | | [Metal Prices](#ie307b7f42be4454998f44b456109c9aa_217) | | | [123](#ie307b7f42be4454998f44b456109c9aa_217) | | |

New in FY2023

| | | | [Foreign Currency](#ie307b7f42be4454998f44b456109c9aa_223) | | | [124](#ie307b7f42be4454998f44b456109c9aa_223) | | |

New in FY2023

| | | | [Commodity Price Exposure](#ie307b7f42be4454998f44b456109c9aa_229) | | | [125](#ie307b7f42be4454998f44b456109c9aa_229) | | |

New in FY2023

| | | | [PART III](#ie307b7f42be4454998f44b456109c9aa_349) | | | | | |

New in FY2023

| | | | [PART IV](#ie307b7f42be4454998f44b456109c9aa_367) | | | | | |

New in FY2023

| [ITEM 16.](#ie307b7f42be4454998f44b456109c9aa_373) | | | [FORM 10-K SUMMARY](#ie307b7f42be4454998f44b456109c9aa_373) | | | [199](#ie307b7f42be4454998f44b456109c9aa_370) | | |

New in FY2023

| [SIGNATURES](#ie307b7f42be4454998f44b456109c9aa_376) | | | | | | SCH-[1](#ie307b7f42be4454998f44b456109c9aa_376) | | |

New in FY2023

| PGK | | | | | | Papua New Guinea Kina | | |

New in FY2023

| PNG | | | | | | Papua New Guinea | | |

New in FY2023

| SAG | | | | | | Semi-Autogenous Grinding | | |

New in FY2023

| Sold | | | | | | | | | | | | | | | 896 | | | | | | 1,275 | | | | | | 1,258 | | |

New in FY2023

| Produced silver (million ounces) | | | | | | | | | | | | | | | 18 | | | | | | 30 | | | | | | 31 | | |

New in FY2023

| Sold silver (million ounces) | | | | | | | | | | | | | | | 17 | | | | | | 30 | | | | | | 32 | | |

New in FY2023

(3)Gold equivalent ounces are calculated as pounds or ounces produced or sold multiplied by the ratio of the other metals’ price to the gold price.

New in FY2023

In 2023, the Company updated the metal prices utilized for this calculation to align with reserve metal price assumptions; this resulted in fewer calculated gold equivalent ounces - other metals produced and sold of 148 thousand ounces and 145 thousand ounces, respectively, for the year ended December 31, 2023, than would have been calculated based on the pricing used in 2022 for this calculation.

New in FY2023

- Newcrest Transaction: On November 6, 2023, the Company completed its business combination transaction with Newcrest Mining Limited, a public Australian mining company limited by shares ("Newcrest"), whereby Newmont, through Newmont Overseas Holdings Pty Ltd, an Australian proprietary company limited by shares (“Newmont Sub”), acquired all of the ordinary shares of Newcrest in a fully stock transaction for total non-cash consideration of $13,549.

New in FY2023

Newcrest became a direct wholly owned subsidiary of Newmont Sub and an indirect wholly owned subsidiary of Newmont.

New in FY2023

The combined company continues to be traded on the New York Stock Exchange under the ticker NEM.

New in FY2023

The combined company is also listed on the Toronto Stock Exchange under the ticker NGT, on the Australian Securities Exchange under the ticker NEM, and on the Papua New Guinea Securities Exchange under the ticker NEM.

New in FY2023

- Net income: Delivered *Net income (loss) from continuing operations attributable to Newmont stockholders* of $(2,521) or $(3.00) per diluted share, a decrease of $2,062 from the prior year primarily due to higher *Reclamation and Remediation*, higher *Impairment charges*, the Peñasquito labor strike, Newcrest transaction and integration costs, a loss on abandonment of the Peñasquito pyrite leach plant, higher income tax expense, and lower production at Akyem, partially offset by higher average realized prices for gold, silver and copper.

New in FY2023

*Cadia Block Caves, Cadia.* This project includes two panel caves to recover approximately 5.9 million ounces of gold reserves and 2.9 billion pounds of copper reserves.

New in FY2023

First ore has been delivered from the first panel cave (PC2-3), and development is underway at the second panel cave (PC1-2).

New in FY2023

The newly acquired project is currently under review, and a more fulsome update on the anticipated metrics is expected to be provided in mid 2024.

New in FY2023

Development capital costs (excluding capitalized interest) since approval were $36, of which all related to 2023.

Dropped from FY2022

| | | | [Introduction](#i2d17b310f5b549aca71eb52c29055740_19) | | | [5](#i2d17b310f5b549aca71eb52c29055740_19) | | |

Dropped from FY2022

| | | | [Products](#i2d17b310f5b549aca71eb52c29055740_25) | | | [5](#i2d17b310f5b549aca71eb52c29055740_25) | | |

Dropped from FY2022

| | | | [Competition](#i2d17b310f5b549aca71eb52c29055740_28) | | | [7](#i2d17b310f5b549aca71eb52c29055740_28) | | |

Dropped from FY2022

| | | | [PART II](#i2d17b310f5b549aca71eb52c29055740_91) | | | | | |

Dropped from FY2022

| | | | [Overview](#i2d17b310f5b549aca71eb52c29055740_103) | | | [73](#i2d17b310f5b549aca71eb52c29055740_103) | | |

Dropped from FY2022

| | | | [Environmental](#i2d17b310f5b549aca71eb52c29055740_151) | | | [89](#i2d17b310f5b549aca71eb52c29055740_151) | | |

Dropped from FY2022

| | | | [Forward Looking Statements](#i2d17b310f5b549aca71eb52c29055740_154) | | | [90](#i2d17b310f5b549aca71eb52c29055740_154) | | |

Dropped from FY2022

| | | | [Accounting Developments](#i2d17b310f5b549aca71eb52c29055740_172) | | | [104](#i2d17b310f5b549aca71eb52c29055740_172) | | |

Dropped from FY2022

| | | | [Critical Accounting Estimates](#i2d17b310f5b549aca71eb52c29055740_175) | | | [104](#i2d17b310f5b549aca71eb52c29055740_175) | | |

Dropped from FY2022

| | | | [Metal Prices](#i2d17b310f5b549aca71eb52c29055740_181) | | | [109](#i2d17b310f5b549aca71eb52c29055740_181) | | |

Dropped from FY2022

| | | | [Foreign Currency](#i2d17b310f5b549aca71eb52c29055740_187) | | | [110](#i2d17b310f5b549aca71eb52c29055740_187) | | |

Dropped from FY2022

| | | | [Commodity Price Exposure](#i2d17b310f5b549aca71eb52c29055740_190) | | | [111](#i2d17b310f5b549aca71eb52c29055740_190) | | |

Dropped from FY2022

| | | | [PART III](#i2d17b310f5b549aca71eb52c29055740_313) | | | | | |

Dropped from FY2022

| | | | [PART IV](#i2d17b310f5b549aca71eb52c29055740_331) | | | | | |

Dropped from FY2022

| [ITEM 16.](#i2d17b310f5b549aca71eb52c29055740_337) | | | [FORM 10-K SUMMARY](#i2d17b310f5b549aca71eb52c29055740_337) | | | [180](#i2d17b310f5b549aca71eb52c29055740_334) | | |

Dropped from FY2022

| [SIGNATURES](#i2d17b310f5b549aca71eb52c29055740_340) | | | | | | SCH-[1](#i2d17b310f5b549aca71eb52c29055740_340) | | |

Dropped from FY2022

| Sold | | | | | | | | | | | | | | | 1,275 | | | | | | 1.258 | | | | | | 1,062 | | |

Dropped from FY2022

| Produced silver (thousand ounces) | | | | | | | | | | | | | | | 29,667 | | | | | | 31,375 | | | | | | 27,801 | | |

Dropped from FY2022

| Sold silver (thousand ounces) | | | | | | | | | | | | | | | 29,743 | | | | | | 32,237 | | | | | | 28,596 | | |

Dropped from FY2022

- Net income: Delivered *Net income (loss) from continuing operations attributable to Newmont stockholders* of $(459) or $(0.58) per diluted share, a decrease of $1,568 from the prior year primarily due to higher *Impairment charges* resulting from impairment of goodwill at Cerro Negro and Porcupine and impairment of long-lived assets at CC&V, higher *Costs applicable to sales* predominately resulting from cost inflation impacts, and lower sales volumes for all metals except copper, partially offset by lower *Reclamation and remediation*, lower income tax expense, and the *Loss on assets held for sale* in 2021 related to the Conga mill assets.

An excerpt. Shown here: 40 of 109 rewritten, all 35 added and all 20 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2023 filing and the FY2022 filing.

Item 1C. CYBERSECURITY

0 rewritten, 41 added, 0 removed, 0 unchanged

New section this year

New in FY2023

Risk Management and Strategy

New in FY2023

We rely upon technology and information systems to support our mining and business operations globally.

New in FY2023

These systems may be susceptible to cybersecurity risks including, but not limited to, external attackers, malware, viruses, and unauthorized access to our IT systems.

New in FY2023

We continuously invest and develop our cybersecurity controls and processes to address these threats and reduce the risk of future breaches and cyber attacks.

New in FY2023

Risk associated with a cybersecurity incident, impacting our operations, has been integrated into our overall global risk management system and process.

New in FY2023

Foundationally, we seek to manage cyber risk through a structure of controls that includes cybersecurity standards, policies and cyber solutions that protect the availability, integrity, and confidentiality of our critical IT and mining systems.

New in FY2023

We monitor for emergent cyber threats and assess any actions required to reduce those risks.

New in FY2023

Our cybersecurity program is aligned to globally recognized security frameworks including the Mitre Att&ck Framework, NIST and ISO27001.

New in FY2023

We are currently certified compliant against ISO27001 and engage a certified audit firm to conduct annual control testing and reaffirm our certification.

New in FY2023

We further test our cybersecurity controls by engaging leading third-party cybersecurity service providers to perform external and internal penetration tests of critical business applications and mining system.

New in FY2023

Additionally, we review and tabletop test our incident response plan.

New in FY2023

We leverage continuous monitoring of our internet facing presence, as well as, known internet based criminal communities for mentions of Newmont, our executives, and employees.

New in FY2023

Our Security Operations Center ("SOC") continuously monitors for security events and threats, responding and escalating when appropriate.

New in FY2023

We also hold employee trainings on privacy and current cybersecurity topics, conduct phishing tests and generally seek to promote awareness of cybersecurity risk through communication and education of our employee population.

New in FY2023

Newmont requires third parties that supply IT services, have access to Newmont systems, or manage Newmont data to adhere to established Newmont security policies.

New in FY2023

Additionally, Newmont requires that such third parties are required to provide detailed information on their established security controls via our third party risk assessment process.

New in FY2023

The third party risk assessment informs our contracting process.

New in FY2023

Specific certification may be required of critical third party IT service providers and partners.

New in FY2023

All third party workers are bound by our Acceptable Technology Use standard which governs appropriate IT systems access and usage.

New in FY2023

Our operations rely on the secure processing, storage and transmission of confidential and other information in our computer systems and networks.

New in FY2023

Computer viruses, hackers, employee or vendor misconduct, and other external hazards could expose our information systems, and those of our vendors, to security breaches, cybersecurity incidents or other disruptions, any of which could materially and adversely affect our business.

New in FY2023

Cybersecurity incidents may also cause disruption to mining operations; critical financial or reporting systems impairment; breach or integrity loss of Newmont proprietary or confidential data; or external reputational damage.

New in FY2023

The sophistication of cybersecurity threats, including through the use of artificial intelligence, continues to increase, and the controls and preventative actions we take to reduce the risk of cybersecurity incidents and protect our systems, including the regular testing of our cybersecurity incident response plan, may become insufficient.

New in FY2023

In addition, new technology that could result in greater operational efficiency such as our use of artificial intelligence, fleet electrification, and autonomous vehicles may further expose our operations and computer systems to the risk of cybersecurity incidents.

New in FY2023

Newmont did not identify any cybersecurity incidents during the year ended December 31, 2023 that have materially affected or are reasonably likely to materially affect Newmont's business strategy, results of operations, or financial condition.

New in FY2023

Additional information about cybersecurity risks we face is discussed in Item 1A, Risk Factors if this report under the heading "*We are dependent upon information technology and operational technology systems, which are subject to disruption, damage, failure and risks associated with implementation, upgrade, operation and integration*" which should be read in conjunction with the information above.

New in FY2023

Governance

New in FY2023

As part of our overall risk management approach, we prioritize the identification and management of cybersecurity risk at several levels, including Board oversight, executive commitment and employee training.

New in FY2023

Our Audit Committee, comprised of independent directors from our Board, oversees the responsibilities relating to the operational (including information technology (IT) risks and data security) risk affairs of the Company.

New in FY2023

Our Audit Committee is informed of such risks through quarterly reports from our cybersecurity leadership and it reports any material findings and recommendations to the full Board for consideration.

New in FY2023

Our Cybersecurity team, comprised of seasoned IT and cybersecurity members, has decades of experience across multiple technical and compliance disciplines including cyber incident response, forensics, IT compliance, incident recovery, threat investigation and information technology.

New in FY2023

Our cybersecurity team includes several individuals who hold industry recognized certifications and advanced degrees in cybersecurity.

New in FY2023

Cybersecurity oversees the implementation and compliance of our information security standards, information technology compliance, and mitigation of information security related risks.

New in FY2023

The Chief Technology Officer (CTO) and Chief Information Officer (CIO) have direct oversight of the cybersecurity function.

New in FY2023

We also have management level committees, leaders, and a cybersecurity incident team who support our processes to assess and manage cybersecurity risk as follows:

New in FY2023

- The head of privacy, in conjunction with the cybersecurity leadership assists on identification and mitigation of privacy related risks across the enterprise.

New in FY2023

This combination brings together legal, compliance and other function leads as required.

New in FY2023

- The Cybersecurity Disclosure Steering Committee, comprised of leadership from IT, cybersecurity, operations, risk, finance, legal and compliance across business segments, contributes to the assessment of cybersecurity breach, planned response, and required disclosures and filings.

New in FY2023

- The Rapid Response Team, which includes senior executives across the Company and its global operations, is alerted as appropriate to cybersecurity incidents, natural disasters and business outages.

New in FY2023

The Rapid Response Team performs tabletop exercises on a yearly basis with inclusion across functions.

An excerpt. Shown here: all 0 rewritten, 40 of 41 added and all 0 removed. The counts are complete. For every sentence, read Item 1C. CYBERSECURITY in the FY2023 filing.

Item 2. PROPERTIES (dollars in millions, except per share, per ounce and per pound amounts)

337 rewritten, 554 added, 319 removed, 488 unchanged

Rewritten

[removed: ![nem-20221231_g2.jpg](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000011/nem-20221231_g2.jpg)][added: ![Newmont_Ops_Map_2023_Operations_Only.jpg](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/nem-20231231_g2.jpg)]

Rewritten

[removed: Operating] [added: Production and other operating] statistics are presented below in the Operating Statistics section for each [removed: region.][added: site.]

Rewritten

[removed: *Cripple] [added: Cripple] Creek & Victor, [removed: U.S.*] [added: U.S.] (100% owned) CC&V, located next to the town of Victor and the city of Cripple Creek, Colorado, is an open pit operation.

Rewritten

CC&V’s gross property, plant and mine development at December 31, [removed: 2022] [added: 2023] was [removed: $574.][added: $1,132.]

Rewritten

[removed: CC&V produced 182,000 ounces] [added: As] of [removed: gold in 2022] [added: December 31, 2023] and [added: 2022, Ahafo South] reported [removed: 1.6] [added: 5.1] million [added: and 5.7 million] ounces of gold [removed: reserves at December 31, 2022.][added: reserves, respectively.]

Rewritten

[added: Musselwhite, Canada.] (100% owned) Musselwhite, located approximately 265 miles (430 kilometers) north of Thunder Bay, Ontario, is an underground operation.

Rewritten

The Musselwhite operation comprises [removed: 929] [added: 940] mining claims and 338 mining leases, issued under the Ontario Mining Act, encompassing an area of 13,366 acres (5,409 hectares).

Rewritten

Musselwhite’s gross property, plant and mine development at December 31, [removed: 2022] [added: 2023] was [removed: $1,194.][added: $1,276.]

Rewritten

Musselwhite [removed: produced 173,000 ounces of gold in 2022 and] reported [removed: 1.9] [added: 1.5] million ounces of gold reserves at December 31, [removed: 2022.][added: 2023.]

Rewritten

[added: Porcupine, Canada.] (100% owned) Porcupine consists of the Hollinger open pit and Hoyle Pond underground operations, located in the city of Timmins, Ontario, as well as the Borden underground operation, located near the town of Chapleau, Ontario.

Rewritten

The Porcupine operation is comprised of [removed: 1,129] [added: 699] mining claims, [removed: 983] [added: 1,105] mining patents, and [removed: 113] [added: 157] mining leases, issued under the Ontario Mining Act, encompassing an area of [removed: 340,420] [added: 98,138] acres [removed: (137,763] [added: (39,715] hectares).

Rewritten

The available mining fleet consists of [removed: two] [added: three] hydraulic shovels, [removed: three] [added: six] loaders, [removed: 19] [added: 21] underground [removed: loaders] [added: loaders,] and [removed: 24] [added: 27] haul trucks, with payloads ranging from [removed: 24] [added: 30] to 137 tonnes.

Rewritten

Porcupine’s gross property, plant and mine [added: development at December 31, 2023 was $1,830.]

Rewritten

Porcupine [removed: produced 280,000 ounces of gold in 2022 and] reported [removed: 2.3] [added: 2.2] million ounces of gold reserves at December 31, [removed: 2022.][added: 2023.]

Rewritten

[added: Éléonore, Canada.] (100% owned) Éléonore, located approximately 510 miles (825 kilometers) north of Montreal in Eeyou Istchee/James Bay in Northern Quebec, is an underground operation.

Rewritten

The available fleet consists of [removed: 14] [added: 15] underground [removed: loaders] [added: loaders,] and [removed: 10] [added: 11] haul trucks, each with 45 to 60-tonne payloads.

Rewritten

Éléonore’s gross property, plant and mine development at December 31, [removed: 2022] [added: 2023] was [removed: $1,104.][added: $1,208.]

Rewritten

Éléonore [removed: produced 215,000 ounces of gold in 2022 and] reported [removed: 1.6] [added: 1.5] million ounces of gold reserves at December 31, [removed: 2022.][added: 2023.]

Rewritten

| [removed: *Peñasquito, Mexico*.] [added: Peñasquito, Mexico.] (100% owned) Peñasquito is an open pit operation located in the northeast corner of Zacatecas State, [removed: Mexico,] approximately 125 miles (200 kilometers) northeast of the city of Zacatecas and is accessible by paved roads with a private airport close to the site. The property began production in 2009, with commercial production being achieved in 2010. Goldcorp acquired its ownership in the mine in 2006 when it acquired Glamis. In 2019, Newmont acquired Goldcorp, obtaining full ownership interest in Peñasquito. Peñasquito consists of the Peñasco and Chile Colorado open pit mines. Peñasquito is comprised of 20 mining concessions for operations comprising 113,231 acres (45,823 hectares) and 60 mining concessions for exploration of 107,456 acres (43,486 hectares). Surface rights in the vicinity of the Peñasco and Chile Colorado open pits are held by three ejidos: Ejido Cedros, Ejido Mazapil and Ejido Cerro Gordo. Peñasquito has signed land use agreements with each ejidos, valid through 2035 and 2036, and the relevant private owners. | | | | | | [removed: ![nem-20221231_g3.jpg](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000011/nem-20221231_g3.jpg)] [added: ![Peñasquito_LOC_MAP_v2_01192022.jpg](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/nem-20231231_g3.jpg)] | | |

Rewritten

The Company is obligated to sell 25% of silver production from the Peñasquito mine to Wheaton Precious Metals [removed: Corporation at the lesser of market price or a fixed contract price, subject to an annual inflation adjustment of up to 1.65%.]

Rewritten

Refer to Note [removed: 4] [added: 5] to the Consolidated Financial Statements for further information.

Rewritten

Process facilities include a sulfide processing plant, comprising [removed: four] [added: three] stages of flotation: carbon, lead, [removed: zinc] and [removed: pyrite.][added: zinc.]

Rewritten

The available mining fleet consists of five rope shovels, three hydraulic shovels, [removed: three] [added: four] loaders, and 82 haul trucks, each with a 312-tonne payload.

Rewritten

Peñasquito’s gross property, plant and mine development at December 31, [removed: 2022] [added: 2023] was [removed: $6,003.][added: $5,644.]

Rewritten

As of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] Peñasquito reported [removed: 5.4] [added: 4.6] million and [removed: 6.3] [added: 5.4] million ounces of gold reserves, respectively, [removed: 346] [added: 313] million ounces and [removed: 394] [added: 346] million of silver reserves, respectively, [removed: 2,300] [added: 2,100] million and [removed: 2,580] [added: 2,300] million pounds of [removed: lead,] [added: lead reserves,] respectively, and [removed: 5,540] [added: 4,900] million and [removed: 6,250] [added: 5,540] million pounds of [removed: zinc,] [added: zinc reserves,] respectively.

Rewritten

The [removed: overall reduction] [added: decrease] in gold reserves is primarily due to depletion.

Rewritten

As of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] Peñasquito reported [removed: 3.7] [added: 1.5] million and [removed: 2.9] [added: 3.7] million ounces of gold resources, respectively, [removed: 314] [added: 175] million ounces and [removed: 256] [added: 314] million of silver resources, respectively, [removed: 2,070] [added: 1,100] million and [removed: 1,710] [added: 2,070] million pounds of lead resources, respectively, and [removed: 4,740] [added: 2,900] million and [removed: 3,760] [added: 4,740] million pounds of zinc resources, respectively.

Rewritten

The [removed: overall increase] [added: decrease] in gold resources is primarily due to [added: negative] net [removed: positive] revisions.

Rewritten

[removed: *Yanacocha, Peru.*] [added: Yanacocha, Peru.] (100% owned) In 2022, the Company completed the acquisition of Compañia de Minas Buenaventura S.A.A.'s (“Buenaventura”) 43.65% noncontrolling interest and Summit Global Management II VB's, a subsidiary of Sumitomo ("Sumitomo"), 5% noncontrolling interest in Yanacocha.

Rewritten

At December 31, [removed: 2022,] [added: 2023,] the Company holds 100% ownership interest in Yanacocha.

Rewritten

Refer to Note [removed: 1 of] [added: 3 to] the Consolidated Financial Statements for further information.

Rewritten

Yanacocha [removed: is located approximately 375 miles (604 kilometers) north of Lima and 30 miles (48 kilometers) north of the city of Cajamarca and] consists of the following open pit mines: the La Quinua Complex, the Yanacocha Complex, the Carachugo [removed: Complex] [added: Complex,] and Maqui Maqui.

Rewritten

[removed: Yanacocha’s] [added: Yanacocha] is comprised of [removed: 171] [added: 18] mining concessions encompassing [removed: 244,372] [added: 245,526] acres [removed: (98,894] [added: (99,361] hectares).

Rewritten

Yanacocha [added: also] has [removed: four leach pads (La Quinua, Yanacocha, Carachugo and Maqui Maqui),] three gold processing plants (Pampa Larga, Yanacocha Norte and La Quinua), one limestone processing facility (China Linda) and one mill (Yanacocha Gold Mill).

Rewritten

Yanacocha’s available mining fleet consists of two shovels, four excavators, [removed: one loader] and [removed: 31] [added: 25] haul trucks, each with 233-tonne payload.

Rewritten

Yanacocha’s gross property, plant and mine development at December 31, [removed: 2022] [added: 2023] was [removed: $5,892.][added: $5,876.]

Rewritten

[removed: Yanacocha produced 244,000 ounces of gold (230,000 attributable ounces] [added: As] of [removed: gold) in 2022] [added: December 31, 2023] and [added: 2022, Boddington] reported [removed: 5.8] [added: 9.6] million [added: and 10.6 million] ounces of gold [removed: reserves] [added: reserves, respectively,] and [removed: 1,530] [added: 1,000] million [added: and 1,160 million] pounds of copper [removed: reserves at December 31, 2022.][added: reserves, respectively.]

Rewritten

[removed: *Merian, Suriname.*] [added: Merian, Suriname.] (75% owned) Merian is owned 75% by Newmont Suriname, LLC (“Newmont Suriname”) (formerly known as Suriname Gold Company LLC and 100% indirectly owned by Newmont Corporation) and 25% by Staatsolie Maatschappij Suriname N.V. (“Staatsolie,” a company wholly owned by the Republic of Suriname).

Rewritten

The Merian operation is comprised of one Right of Exploitation and [removed: four] [added: five] Rights of Exploration encompassing an area of 41,484 acres (16,788 hectares).

Rewritten

The operation currently includes the Merian 2 open pit, the Merian 1 open pit, [removed: and] the Maraba open [added: pit, and the Kupari open] pit.

New in FY2023

The Company maintains its corporate headquarters in Denver, Colorado U.S. and has various regional offices.

New in FY2023

CC&V is an epithermal alkalic deposit with heap leaching facilities.

New in FY2023

CC&V reported 1.3 million ounces of gold reserves at December 31, 2023.

New in FY2023

The Borden operations is comprised of 488 mining cell claims, 530 surface and mining patents, and 35 surface and mining leases encompassing an area of 245,232 acres (99,241 acres).

New in FY2023

Red Chris, Canada. (70% owned) Red Chris is 70% owned by Newcrest Red Chris Mining Limited, a Newmont subsidiary, and 30% owned by Red Chris Development Company Ltd., an Imperial Metals subsidiary, and is accounted for under proportionate consolidation.

New in FY2023

Red Chris is located in northwest British Columbia, Canada, approximately 11 miles (18 kilometers) southeast of the Iskut village, 50 miles (80 kilometers) south of Dease Lake, and 7 miles (12 kilometers) east of the Stewart-Cassiar Highway 37.

New in FY2023

The Red Chris operation is comprised of five mining leases which cover 12,703 acres (5,141 hectares) and 75 mineral claims, encompassing an area of approximately 47,140 acres (19,077 hectares).

New in FY2023

The mining leases expire in 2042.

New in FY2023

Red Chris is a copper-gold open pit mining operation.

New in FY2023

Newmont is conducting a feasibility study on a potential underground block cave mine, and has commenced an exploration decline.

New in FY2023

Gold and copper porphyry-style mineralization consists of vein, disseminated and breccia sulfides.

New in FY2023

The main sulfide mineral assemblage is pyrite-chalcopyrite-bornite.

New in FY2023

Ore from the mine is fed to a primary crusher with crushed ore conveyed to a coarse ore stockpile.

New in FY2023

From there ore is reclaimed and fed to a conventional SAG mill–ball mill–pebble crushing comminution circuit which in turn feeds a flotation circuit.

New in FY2023

Flotation concentrate is dewatered and loaded into trucks for transportation off-site.

New in FY2023

The processing facilities are housed in a single process building.

New in FY2023

Additional to crushing and processing are waste rock storage facilities, a tailings storage facility, water treatment facilities, and waste treatment facilities.

New in FY2023

The available fleet consists of three face shovels, five drills, 23 trucks (dump and water trucks), three graders, five excavators, nine loaders, and five dozers.

New in FY2023

Red Chris’s gross property, plant and mine development at December 31, 2023 was $1,671.

New in FY2023

Red Chris reported 3.9 million ounces of gold reserves and 2,300 million pounds of copper reserves at December 31, 2023.

New in FY2023

Brucejack, Canada. (100% owned) Brucejack, located in western British Columbia, approximately 40 miles (65 kilometers) north of Stewart and 28 miles (45 kilometers) southwest of the Stewart-Cassiar Highway 37, is an underground operation.

New in FY2023

The Brucejack operation comprises four mining leases and six core mineral claims which cover 8,169 acres (3,306 hectares) and 337 mineral claims covering 298,795 acres (120,918 hectares).

New in FY2023

The mining leases expire in 2045.

New in FY2023

Brucejack is a deformed, porphyry-related transitional to intermediate sulphidation epithermal high-grade gold-silver deposit.

New in FY2023

Gold is hosted in quartz-calcite vein stockworks, sheeted veins and veinlets and can also be associated with arsenian pyrite.

New in FY2023

Process facilities include a mill building containing process equipment, including a rock bin, SAG mill-ball mill circuit followed by conventional flotation, concentrate dewatering, concentrate load-out and tailings dewater operations, a water treatment plant, a paste backfill plant, and a metallurgical laboratory.

New in FY2023

The mining fleet includes a fleet of load-haul-dump vehicles, trucks for material loading and transport to surface, excavators, bolters, shotcrete sprayers, long-hole drills, and cable bolters.

New in FY2023

Brucejack’s gross property, plant and mine development at December 31, 2023 was $2,910.

New in FY2023

Brucejack reported 3.1 million ounces of gold reserves at December 31, 2023.

New in FY2023

Corporation at the lesser of market price or a fixed contract price, subject to an annual inflation adjustment of up to 1.65%.

New in FY2023

These changes represent a decrease of approximately 15% in gold reserves, a decrease of approximately 10% in silver reserves, a decrease of approximately 9% in lead reserves, and a decrease of approximately 12% in zinc reserves in 2023 compared to 2022.

New in FY2023

The overall reduction in gold reserves is primarily due to depletion, resource model updates, and other modifying factors, including mill recovery and geotechnical considerations.

New in FY2023

These changes represent a decrease of approximately 59% in gold resources, a decrease of approximately 44% in silver resources, a decrease of approximately 47% in lead resources, and a decrease of approximately 39% in zinc resources in 2023 compared to 2022.

New in FY2023

The overall decrease in gold resources is primarily due to resource model and cost updates.

New in FY2023

We also own lands in the Cerro

New in FY2023

The plant expansion project is nearing completion and adds a new crusher, SAG mill, carbon-in-leach circuit and a flotation circuit.

New in FY2023

The tailings storage facility continues to advance.

New in FY2023

These changes represent a decrease of approximately 2% in attributable gold reserves and a decrease of approximately 3% in attributable silver reserves in 2023 compared to 2022.

New in FY2023

These changes represent an increase of

New in FY2023

approximately 8% in attributable gold resources and an increase of approximately 5% in attributable silver resources in 2023 compared to 2022.

Dropped from FY2022

North America

Dropped from FY2022

The North America region maintains its headquarters in Vancouver, Canada and operates five sites, Cripple Creek & Victor (“CC&V”), Musselwhite, Porcupine, Éléonore and Peñasquito.

Dropped from FY2022

On March 31, 2020, we completed the sale of the Red Lake complex in Ontario, Canada, included as part of the Company’s North America segment, to Evolution Mining Limited (“Evolution”).

Dropped from FY2022

CC&V is an epithermal alkalic deposit with heap leaching facilities and a mill, which consists of a crushing and grinding circuit, located on site.

Dropped from FY2022

The mill is currently idled as of December 31, 2022.

Dropped from FY2022

*Musselwhite, Canada*.

Dropped from FY2022

*Porcupine, Canada*.

Dropped from FY2022

development at December 31, 2022 was $1,672.

Dropped from FY2022

*Éléonore, Canada*.

Dropped from FY2022

The pyrite circuit flotation was added at the end of 2018, which treats the zinc tailings in a pyrite flotation leach, and Merrill Crowe process to recover additional silver and gold in the form of doré.

Dropped from FY2022

Peñasquito produced 566,000 ounces of gold and 1,048,000 gold equivalent ounces of other metals in 2022.

Dropped from FY2022

South America

Dropped from FY2022

The South America region maintains its headquarters in Miami, Florida and operates three sites, Yanacocha, Merian and Cerro Negro.

Dropped from FY2022

We also hold a 40% interest in the Pueblo Viejo Mine, an open pit gold mine located in the Dominican Republic.

Dropped from FY2022

Barrick operates the Pueblo Viejo Mine and holds the remaining 60% interest.

Dropped from FY2022

Contemporaneous with the Company's acquisition of the 43.65% noncontrolling interest, Chaupiloma, an indirect subsidiary of Buenaventura, assigned the mining rights to the remaining acres and concessions to Yanacocha in 2022.

Dropped from FY2022

Brownfield exploration and development for new reserves is ongoing and we continue to evaluate the potential for mining oxide and sulfide gold and copper mineralization.

Dropped from FY2022

The Kupari open pit is currently in development.

Dropped from FY2022

*Cerro Negro, Argentina*.

Dropped from FY2022

Pueblo Viejo produced 285,000 attributable ounces of gold in 2022.

Dropped from FY2022

The increase in reserves is primarily due the completion of the pre-feasibility study for the Tailings Storage Facility which resulted in the conversion of resources to reserves.

Dropped from FY2022

The decrease to resources is primarily due to the conversion of resources to reserves.

Dropped from FY2022

Australia

Dropped from FY2022

The Australia region maintains its headquarters in Perth, Australia and operates two sites, Boddington and Tanami.

Dropped from FY2022

Boddington produced 798,000 ounces of gold and 227,000 gold equivalent ounces of other metals in 2022.

Dropped from FY2022

respectively.

Dropped from FY2022

Africa

Dropped from FY2022

The Africa region maintains its headquarters in Accra, Ghana and operates two sites, Ahafo and Akyem.

Dropped from FY2022

Ahafo South produced 574,000 ounces of gold in 2022.

Dropped from FY2022

As of December 31, 2022 and 2021, Ahafo South reported 5.2 million and 5.0 million ounces of gold resources respectively.

Dropped from FY2022

The overall increase in gold resources is primarily due to exploration additions and positive net revisions partially offset by conversion to reserves.

Dropped from FY2022

Nevada

Dropped from FY2022

NGM produced 1,169,000 attributable ounces of gold in 2022.

Dropped from FY2022

As of December 31, 2022 and 2021, NGM reported 19.2 million and 16.2 million attributable ounces of gold resources, respectively.

Dropped from FY2022

metal content for gold and silver is presented in ounces while metal content for copper, lead, zinc and molybdenum is presented in pounds.

Dropped from FY2022

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2022

| Year Ended December 31, 2022 | | | North America | | | | | | South America | | | | | | Australia | | | | | | Africa | | | | | | Nevada | | | | | | Total Gold | | |

Dropped from FY2022

| Tonnes mined (000 tonnes): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| Open pit | | | 219,388 | | | | | | 97,320 | | | | | | 59,270 | | | | | | 59,224 | | | | | | 103,158 | | | | | | 538,360 | | |

An excerpt. Shown here: 40 of 337 rewritten, 40 of 554 added and 40 of 319 removed. The counts are complete. For every sentence, read Item 2. PROPERTIES (dollars in millions, except per share, per ounce and per pound amounts) in the FY2023 filing and the FY2022 filing.

Item 4. MINE SAFETY DISCLOSURES

1 rewritten, 0 added, 2 removed, 12 unchanged

Rewritten

The dollar penalties assessed for citations issued [removed: has] [added: have] also increased in recent years.

Dropped from FY2022

This is why Newmont engaged its Rapid Response process early in connection with the on-going COVID-19 pandemic and continues to sustain robust controls at our operations and offices globally.

Dropped from FY2022

For steps taken by the Company, refer to "COVID-19 Pandemic" in Item 1, Business.

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES

3 rewritten, 7 added, 4 removed, 15 unchanged

Rewritten

Our common stock is listed and principally traded on the New York Stock Exchange under the symbol “NEM.” On February [removed: 16, 2023,] [added: 15, 2024,] there were [removed: 793,794,062] [added: 1,152,551,607] shares of Newmont’s common stock outstanding, which were held by approximately [removed: 7,100] [added: 6,900] stockholders of record.

Rewritten

During the period from October 1, [removed: 2022] [added: 2023] to December 31, [removed: 2022, 20,607] [added: 2023, 16,175] shares of Newmont's equity securities registered pursuant to Section 12 of the Exchange Act of 1934, as amended, were purchased by the Company, or an affiliated purchaser.

Rewritten

[removed: (2)In January 2021, the Company announced that] [added: (2)On February 21, 2024,] the Board of Directors authorized a stock repurchase program to repurchase shares of outstanding common stock to offset the dilutive impact of employee stock award vesting and to provide returns to shareholders, provided that the aggregate value of shares of common stock repurchased [removed: under the new program] does not exceed $1 billion.

New in FY2023

| October 1, 2023 through October 31, 2023 | | | 798 | | | | | | $ | 41.13 | | | | | — | | | | | | $ | — | |

New in FY2023

| November 1, 2023 through November 30, 2023 | | | 14,957 | | | | | | $ | 37.79 | | | | | — | | | | | | $ | — | |

New in FY2023

| December 1, 2023 through December 31, 2023 | | | 420 | | | | | | $ | 38.70 | | | | | — | | | | | | $ | — | |

New in FY2023

The program will expire after 24 months (in February 2026).

New in FY2023

The program will be executed at the Company's discretion, utilizing open market repurchases to occur from time to time throughout the authorization period.

New in FY2023

The repurchase program may be discontinued at any time, and the program does not obligate the Company to acquire any specific number of shares of its common stock or to repurchase the full authorized amount during the authorization period.

New in FY2023

Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future.

Dropped from FY2022

| October 1, 2022 through October 31, 2022 | | | 10,269 | | | | | | $ | 68.76 | | | | | — | | | | | | $ | 475,022,834 | |

Dropped from FY2022

| November 1, 2022 through November 30, 2022 | | | 8,457 | | | | | | $ | 41.82 | | | | | — | | | | | | $ | 475,022,834 | |

Dropped from FY2022

| December 1, 2022 through December 31, 2022 | | | 1,881 | | | | | | $ | 49.24 | | | | | — | | | | | | $ | — | |

Dropped from FY2022

The program expired on December 31, 2022.

Item 6. RESERVED

404 rewritten, 269 added, 224 removed, 738 unchanged

Rewritten

The following MD&A generally discusses our consolidated financial condition and results of operations for [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

Rewritten

Discussions of our consolidated financial condition and results of operations for [removed: 2020] [added: 2021] and year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] are included in [added: "Exhibit 99.1 Updated portions of Newmont Corporation's Annual Reports on Form 10-K for the fiscal year ended December 31, 2022",] Item 7, Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations, [removed: in] [added: of] the Company’s [removed: [Annual] [added: [Current] Report on Form [removed: 10-K](https://www.sec.gov/ix?doc=/Archives/edgar/data/1164727/000116472722000007/nem-20211231.htm) for the fiscal year ended December 31, 2021,] [added: 8-K](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000035/nem-20230720.htm),] filed with the Securities and Exchange Commission on [removed: February 24, 2022.][added: July 20, 2023.]

Rewritten

We have significant operations and/or assets in the U.S., Canada, Mexico, Dominican Republic, Peru, Suriname, Argentina, Chile, [removed: Australia] [added: Australia, Papua New Guinea, Ecuador, Fiji,] and Ghana.

Rewritten

[removed: With the delay of the Yanacocha Sulfides project,] management will focus its efforts on optimizing its allocation of funds to current operations and other capital commitments, while also assessing execution options and project plans options, up to and including transitioning Yanacocha operations into full closure.

Rewritten

Refer to Note 2 [removed: of] [added: to] the Consolidated Financial Statements for further [removed: discussion][added: discussion.]

Rewritten

At December 31, [removed: 2022,] [added: 2023,] the Company holds 100% ownership interest in Yanacocha.

Rewritten

Refer to Note 1 [removed: of] [added: to] the Consolidated Financial Statements for further details regarding these transactions.

Rewritten

For information on asset sales impacting comparability of below results, refer to Note [removed: 8] [added: 9] to the Consolidated Financial Statements.

Rewritten

| Net income (loss) [removed: from continuing operations] attributable to Newmont stockholders [added: from continuing operations (3)] | | | [removed: $] | [removed: 1,109] | | | | | [removed: $] | [removed: 2,666] | | | | | [removed: $] | [removed: (1,557)] | | | | | [added: (2,521)] | | | [added: | | | (3.00) | | | | | | (3.00) | | |]

Rewritten

| Net income (loss) from continuing operations attributable to Newmont stockholders per common share, diluted | | | $ | [removed: 1.39] [added: (3.00)] | | | | | $ | [removed: 3.31] [added: (0.58)] | | | | | $ | [removed: (1.92)] [added: (2.42)] | | | | | | | |

Rewritten

For additional information, refer to [removed: the Notes of] [added: Note 6 in] the Consolidated Financial Statements.

Rewritten

| Consolidated [removed: ounces (thousands)/pounds (millions)] [added: ounces/pounds] sold [added: (millions)] | | | 5,812 | | | | | | 85 | | | | | | [removed: 29,743] [added: 30] | | | | | | 147 | | | | | | 373 | | |

Rewritten

| Consolidated [removed: ounces (thousands)/pounds (millions)] [added: ounces/pounds] sold [added: (millions)] | | | 5,897 | | | | | | 69 | | | | | | [removed: 32,237] [added: 32] | | | | | | 173 | | | | | | 433 | | |

Rewritten

| | | | Year Ended December 31, [removed: 2020 | | | | | | | | | | | | | | | | | |] [added: 2023] | | | | | | | | | | | | | | | | | | | | | | | | | | |

Rewritten

| | | | Gold | | | | | | Copper | | | | | | Silver | | | | | | Lead | | | | | | Zinc | | | [removed: | | | | | | | | | | | | | | | | | |]

Rewritten

| | | | (ounces) | | | | | | (pounds) | | | | | | (ounces) | | | | | | (pounds) | | | | | | (pounds) | | | [removed: | | | | | | | | | | | | | | | | | |]

Rewritten

| Consolidated sales: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

Rewritten

| Gross before provisional pricing and streaming impact | | | $ | [removed: 10,365] [added: 10,605] | | | | | $ | [removed: 160] [added: 601] | | | | | $ | [removed: 468] [added: 312] | | | | | $ | [removed: 155] [added: 103] | | | | | $ | [removed: 419 | | | | | | | | | | | | | | | | | |] [added: 281] | |

Rewritten

| Provisional pricing mark-to-market | | | [removed: 54 | | | | | | 1 | | | | | | 21 | | | | | | (2)] [added: 34] | | | | | | [removed: 6] [added: 15] | | | | | | [added: 7] | | | | | | [added: (4)] | | | | | | [added: (15)] | | |

Rewritten

| Silver streaming amortization | | | — | | | | | | — | | | | | | [removed: 67] [added: 42] | | | | | | — | | | | | | — | | | [removed: | | | | | | | | | | | | | | | | | |]

Rewritten

| Gross after provisional pricing and streaming impact | | | [removed: 10,419 | | | | | | 161 | | | | | | 556 | | | | | | 153] [added: 10,639] | | | | | | [removed: 425] [added: 616] | | | | | | [added: 361] | | | | | | [added: 99] | | | | | | [added: 266] | | |

Rewritten

| Treatment and refining charges | | | [removed: (69) | | | | | | (6) | | | | | |] (46) | | | | | | [removed: (19) | | | | | | (77)] [added: (41)] | | | | | | [added: (26)] | | | | | | [added: (3)] | | | | | | [added: (53)] | | |

Rewritten

| Average realized price (per ounce/pound): (1) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

Rewritten

| Gross before provisional pricing and streaming impact | | | $ | [removed: 1,778] [added: 1,957] | | | | | $ | [removed: 2.88] [added: 3.87] | | | | | $ | [removed: 16.37] [added: 18.53] | | | | | $ | [removed: 0.84] [added: 0.96] | | | | | $ | [removed: 1.03 | | | | | | | | | | | | | | | | | |] [added: 1.27] | |

Rewritten

| Provisional pricing mark-to-market | | | [removed: 9 | | | | | | 0.01 | | | | | | 0.74 | | | | | | (0.01)] [added: 6] | | | | | | [removed: 0.01] [added: 0.10] | | | | | | [added: 0.44] | | | | | | [added: (0.03)] | | | | | | [added: (0.07)] | | |

Rewritten

| Silver streaming amortization | | | — | | | | | | — | | | | | | [removed: 2.34] [added: 2.56] | | | | | | — | | | | | | — | | | [removed: | | | | | | | | | | | | | | | | | |]

Rewritten

| Gross after provisional pricing and streaming impact | | | [removed: 1,787 | | | | | | 2.89 | | | | | | 19.45 | | | | | | 0.83] [added: 1,963] | | | | | | [removed: 1.04] [added: 3.97] | | | | | | [added: 21.53] | | | | | | [added: 0.93] | | | | | | [added: 1.20] | | |

Rewritten

| [removed: Treatment] [added: Decrease (increase) in treatment] and refining charges | | | [removed: (12) | | | | | | (0.11) | | | | | | (1.59) | | | | | | (0.11)] [added: (3)] | | | | | | [removed: (0.18)] [added: (31)] | | | | | | [added: 20] | | | | | | [added: 8] | | | | | | [added: 20] | | |

Rewritten

| Increase (decrease) in consolidated ounces/pounds sold | | | $ | [removed: 117] [added: (704)] | | | | | $ | [removed: 32] [added: 266] | | | | | $ | [removed: 71] [added: (260)] | | | | | $ | [removed: (9)] [added: (39)] | | | | | $ | [removed: 27] [added: (233)] | |

Rewritten

| Increase (decrease) in average realized price | | | [removed: 54] [added: 884] | | | | | | [removed: 109] [added: 24] | | | | | | [removed: 81] [added: 26] | | | | | | [removed: 33] [added: (6)] | | | | | | [removed: 162] [added: (75)] | | |

Rewritten

| [removed: Decrease (increase) in treatment] [added: Treatment] and refining charges | | | [removed: 22] [added: (9)] | | | | | | [removed: (1)] [added: (0.26)] | | | | | | [removed: (11)] [added: (1.56)] | | | | | | [removed: 14] [added: (0.03)] | | | | | | [removed: 24] [added: (0.24)] | | |

Rewritten

Refer to Note [removed: 3 of] [added: 5 to] the Consolidated Financial Statements for additional information.

Rewritten

| Lead | | | [removed: 76] [added: 98] | | | | | | [removed: 77] [added: 94] | | | | | | [removed: (1)] [added: 4] | | | | | | [removed: (1)] [added: 4] | | |

Rewritten

| Copper | | | [removed: 23] [added: 53] | | | | | | [removed: 19] [added: 34] | | | | | | [removed: 4] [added: 19] | | | | | | [removed: 21] [added: 56] | | |

Rewritten

| Lead | | | [removed: 39] [added: 45] | | | | | | [removed: 45] [added: 32] | | | | | | [removed: (6)] [added: 13] | | | | | | [removed: (13)] [added: 41] | | |

Rewritten

| Other | | | [removed: 45] [added: 41] | | | | | | [removed: 56] [added: 34] | | | | | | [removed: (11)] [added: 7] | | | | | | [removed: (20)] [added: 21] | | |

Rewritten

The decrease in *Depreciation and amortization* during the year ended December 31, [removed: 2022,] [added: 2023,] compared to the same period in [removed: 2021,] [added: 2022,] is primarily due to [removed: the ramp down] [added: (i) a decrease] of [removed: mining] [added: $76] at [removed: NGM for Long Canyon and] [added: Peñasquito resulting from] lower [removed: production volumes at] [added: sales due to the] Peñasquito [added: labor strike that began in June 2023] and [removed: Éléonore] [added: continued into the fourth quarter; (ii) a decrease in the depreciable asset base at CC&V resulting from the impairment charge recognized during the fourth quarter of 2022; (iii) lower depreciation rates] as a result of lower [removed: ore grade] [added: gold ounces] mined [added: at Akyem;] and [added: (iv) lower depreciation] at NGM [removed: as a result of] [added: due to] lower leach pad production [added: at Long Canyon as a result of the ramp down of mining] and [removed: ore grade mined,] [added: lower amortization rates at Carlin as a result of a longer mill life,] partially offset by higher [removed: production] [added: *Depreciation and amortization*] at [added: Porcupine,] Ahafo, [removed: Akyem,] and [removed: Boddington as a result of higher ore grade milled.][added: Tanami due to asset additions.]

Rewritten

*Exploration* expense was [removed: $231, $209] [added: $265, $231] and [removed: $187] [added: $209] in [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] respectively.

Rewritten

*Exploration* expense increased in [removed: 2022,] [added: 2023,] compared to [removed: 2021,] [added: 2022,] primarily due to an increase in drilling projects in the current year, particularly at [removed: South America, NGM] [added: Galore Creek] and [removed: Africa,] [added: Ahafo North,] as a result of [added: COVID-19 related delay to] projects [removed: being delayed from] [added: in the] prior [removed: years due to COVID-19] [added: years,] and higher drilling costs due to cost inflation.

Rewritten

*Advanced projects, research and development* expense was [removed: $229, $154] [added: $200, $229] and [removed: $122] [added: $154] in [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] respectively.

New in FY2023

Based on a comprehensive review of the Company’s portfolio of assets following the Newcrest acquisition, the Company’s Board of Directors approved a portfolio optimization program to divest six non-core assets and a development project in February 2024.

New in FY2023

The non-core assets to be divested include Akyem, CC&V, Éléonore, Porcupine, Musselwhite, Telfer, and a development project in Canada.

New in FY2023

In February 2024, the Company concluded that these non-core assets and the development project met the accounting requirements to be presented as Held for Sale in the first quarter of 2024, based on progress made through our active sales program and management’s expectation that the sale is probable and will be completed within 12 months.

New in FY2023

As of December 31, 2023, the aggregate net book value of the non-core assets and the development project was $3,419.

New in FY2023

On November 6, 2023, the Company completed its business combination transaction with Newcrest Mining Limited, a public Australian mining company limited by shares ("Newcrest"), whereby Newmont, through Newmont Overseas Holdings Pty Ltd, an Australian proprietary company limited by shares (“Newmont Sub”), acquired all of the ordinary shares of Newcrest in a fully stock transaction for total non-cash consideration of $13,549.

New in FY2023

Newcrest became a direct wholly owned subsidiary of Newmont Sub and an indirect wholly owned subsidiary of Newmont (such acquisition, the “Newcrest transaction”).

New in FY2023

The combined company continues to be traded on the New York Stock Exchange under the ticker NEM.

New in FY2023

The combined company is also listed on the Toronto Stock Exchange under the ticker NGT, on the Australian Securities Exchange under the ticker NEM, and on the Papua New Guinea Securities Exchange under the ticker NEM.

New in FY2023

In January 2023, Newmont reassessed and revised its operating strategies and the accountabilities of the senior leadership team in light of the continuing volatile and uncertain market conditions, and in November 2023, the Company completed the Newcrest transaction.

New in FY2023

Following these changes, the Company reevaluated its segments to reflect the mining operations acquired and certain changes in the financial information regularly reviewed by Newmont's Chief Operating Decision Maker ("CODM").

New in FY2023

As a result, the Company determined that its reportable segments were each of its 17 mining operations that it manages and its 38.5% proportionate interest in Nevada Gold Mines ("NGM") which it does not directly manage.

New in FY2023

Segment results for the prior periods have been recast to reflect the change in reportable segments.

New in FY2023

In the second quarter of 2023, the Company announced the deferral of the full-funds investment decision for the Yanacocha Sulfides project in Peru for at least two years, currently estimated to occur in 2026.

New in FY2023

With the delay of the Yanacocha Sulfides project,

New in FY2023

| | | | 2023 | | | | | | 2022 | | | | | | | | | | | | | | |

New in FY2023

*Net income (loss) from continuing operations attributable to Newmont stockholders* decreased during the year ended December 31, 2023, compared to the same period in 2022, primarily due to (i) higher *Reclamation and Remediation*; (ii) higher *Impairment charges* in 2023 compared to 2022; (iii) the Peñasquito labor strike; (iv) Newcrest transaction and integration costs of $464 incurred in 2023; (v) a loss on abandonment of $235 related to the Peñasquito pyrite leach plant; (vi) higher income tax expense; and (vii) lower production at Akyem to re-sequence the mine plan and temporarily suspend mining in the main pit to make safety improvements and fortify the catch berms above the haul road into the pit.

New in FY2023

The decrease in *Net income (loss) from continuing operations attributable to Newmont stockholders* is partially offset by (i) higher average realized prices for gold, silver and copper; (ii) lower *Depreciation and amortization;* (iii) an increase to *Net income (loss) from continuing operations attributable to Newmont stockholders* of $136 related to the acquired Newcrest sites; (iv) a higher non-cash pension settlement charge recognized in 2022 compared to 2023; and (v) higher interest income due to interest earned on time deposits in 2023.

New in FY2023

See below for further information on the change in *Depreciation and amortization.*

New in FY2023

| | | | 2023 | | | | | | 2022 | | | | | | | | | | | | | | |

New in FY2023

| Gold | | | $ | 10,593 | | | | | $ | 10,416 | | | | | $ | 177 | | | | | 2 | | % |

New in FY2023

| Copper | | | 575 | | | | | | 316 | | | | | | 259 | | | | | | 82 | | |

New in FY2023

| Silver | | | 335 | | | | | | 549 | | | | | | (214) | | | | | | (39) | | |

New in FY2023

| Lead | | | 96 | | | | | | 133 | | | | | | (37) | | | | | | (28) | | |

New in FY2023

| Zinc | | | 213 | | | | | | 501 | | | | | | (288) | | | | | | (57) | | |

New in FY2023

| | | | $ | 11,812 | | | | | $ | 11,915 | | | | | $ | (103) | | | | | (1) | | % |

New in FY2023

| Net | | | $ | 10,593 | | | | | $ | 575 | | | | | $ | 335 | | | | | $ | 96 | | | | | $ | 213 | |

New in FY2023

| Consolidated ounces/pounds sold (millions) | | | 5,420 | | | | | | 155 | | | | | | 17 | | | | | | 107 | | | | | | 222 | | |

New in FY2023

| Net | | | $ | 1,954 | | | | | $ | 3.71 | | | | | $ | 19.97 | | | | | $ | 0.90 | | | | | $ | 0.96 | |

New in FY2023

| | | | 2023 vs. 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |

New in FY2023

| | | | $ | 177 | | | | | $ | 259 | | | | | $ | (214) | | | | | $ | (37) | | | | | $ | (288) | |

New in FY2023

*Sales* decreased during the year ended December 31, 2023, compared to the same period in 2022, by $103.

New in FY2023

Of the $10,593 of gold sales and $575 of copper sales in 2023, $732 and $212, respectively, were attributable to sites acquired in the Newcrest transaction.

New in FY2023

Excluding the impact of these sites, gold sales decreased $555 (5%) and copper sales increased $47 (15%).

New in FY2023

| | | | 2023 | | | | | | 2022 | | | | | | | | | | | | | | |

New in FY2023

| Gold | | | $ | 5,689 | | | | | $ | 5,423 | | | | | $ | 266 | | | | | 5 | | % |

New in FY2023

| Copper | | | 359 | | | | | | 181 | | | | | | 178 | | | | | | 98 | | |

New in FY2023

| Silver | | | 300 | | | | | | 454 | | | | | | (154) | | | | | | (34) | | |

New in FY2023

| Zinc | | | 253 | | | | | | 316 | | | | | | (63) | | | | | | (20) | | |

New in FY2023

| | | | $ | 6,699 | | | | | $ | 6,468 | | | | | $ | 231 | | | | | 4 | | % |

New in FY2023

The increase in *Costs applicable to sales* during the year ended December 31, 2023, compared to the same period in 2022, is primarily due to the impact of sites acquired in the Newcrest transaction, which contributed $629 to *Costs applicable to sales*.

Dropped from FY2022

In the third quarter of 2022, as a result of these challenging market conditions, record inflation rates, the rising prices for commodities and raw materials, prolonged supply chain disruptions, competitive labor markets and consideration of capital allocation, the Company announced the delay of the full-funds investment decision for the Yanacocha Sulfides project in Peru.

Dropped from FY2022

| | | | 2021 | | | | | | 2020 | | | | | | | | | | | | | | |

Dropped from FY2022

The decrease in *Net income (loss) from continuing operations attributable to Newmont stockholders* during the year ended December 31, 2022, compared to the same period in 2021, is primarily due to higher *Impairment charges* resulting from impairment of goodwill at Cerro Negro and Porcupine and impairment of long-lived assets at CC&V, higher *Costs applicable to sales* predominately resulting from cost inflation impacts and $70 related to the profit-sharing agreement entered into by the Company in 2022 at Peñasquito (the "Peñasquito Profit-Sharing Agreement") related to 2021 site performance, and lower sales volumes for all metals except copper, partially offset by lower *Reclamation and remediation,* lower income tax expense, and the *Loss on assets held for sale* in 2021 related to the Conga mill assets.

Dropped from FY2022

| Gold | | | $ | 10,543 | | | | | $ | 10,350 | | | | | $ | 193 | | | | | 2 | | % |

Dropped from FY2022

| Copper | | | 295 | | | | | | 155 | | | | | | 140 | | | | | | 90 | | |

Dropped from FY2022

| Silver | | | 651 | | | | | | 510 | | | | | | 141 | | | | | | 28 | | |

Dropped from FY2022

| Lead | | | 172 | | | | | | 134 | | | | | | 38 | | | | | | 28 | | |

Dropped from FY2022

| Zinc | | | 561 | | | | | | 348 | | | | | | 213 | | | | | | 61 | | |

Dropped from FY2022

| | | | $ | 12,222 | | | | | $ | 11,497 | | | | | $ | 725 | | | | | 6 | | % |

Dropped from FY2022

___________________________

Dropped from FY2022

____________________________

Dropped from FY2022

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2022

| Net | | | $ | 10,350 | | | | | $ | 155 | | | | | $ | 510 | | | | | $ | 134 | | | | | $ | 348 | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| Consolidated ounces (thousands)/pounds (millions) sold | | | 5,831 | | | | | | 56 | | | | | | 28,596 | | | | | | 185 | | | | | | 407 | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| Net | | | $ | 1,775 | | | | | $ | 2.78 | | | | | $ | 17.86 | | | | | $ | 0.72 | | | | | $ | 0.86 | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| | | | 2021 vs. 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| | | | $ | 193 | | | | | $ | 140 | | | | | $ | 141 | | | | | $ | 38 | | | | | $ | 213 | |

Dropped from FY2022

| Gold | | | $ | 4,628 | | | | | $ | 4,408 | | | | | $ | 220 | | | | | 5 | | % |

Dropped from FY2022

| Copper | | | 143 | | | | | | 107 | | | | | | 36 | | | | | | 34 | | |

Dropped from FY2022

| Silver | | | 332 | | | | | | 201 | | | | | | 131 | | | | | | 65 | | |

Dropped from FY2022

| Zinc | | | 256 | | | | | | 221 | | | | | | 35 | | | | | | 16 | | |

Dropped from FY2022

| | | | $ | 5,435 | | | | | $ | 5,014 | | | | | $ | 421 | | | | | 8 | | % |

Dropped from FY2022

The increase in *Costs applicable to sales* during the year ended December 31, 2022, compared to the same period in 2021, is primarily due to (i) impacts from cost inflation due to higher input commodity prices, notably fuel and energy costs, and increased labor costs (ii) higher inventory adjustments primarily at NGM, Yanacocha, CC&V, and Akyem (iii) the Peñasquito Profit-Sharing Agreement and (iv) lower by-product credits, partially offset by lower sales volumes.

Dropped from FY2022

| Gold | | | $ | 1,935 | | | | | $ | 1,942 | | | | | $ | (7) | | | | | — | | % |

Dropped from FY2022

| Silver | | | 169 | | | | | | 117 | | | | | | 52 | | | | | | 44 | | |

Dropped from FY2022

| Zinc | | | 112 | | | | | | 121 | | | | | | (9) | | | | | | (7) | | |

Dropped from FY2022

| | | | $ | 2,323 | | | | | $ | 2,300 | | | | | $ | 23 | | | | | 1 | | % |

Dropped from FY2022

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| Australia | | | 1,109 | | | | | | 36 | | | | | | 400 | | | | | | 269 | | | | | | 94 | | | | | | 1,093 | | | | | | 34 | | | | | | 371 | | | | | | 268 | | | | | | 102 | | |

Dropped from FY2022

| Peru | | | (644) | | | | | | (1) | | | | | | 4 | | | (2) | | | 33 | | | | | | 4 | | | | | | (2,121) | | | | | | (5) | | | | | | 106 | | | (2) | | | 148 | | | (2) | | | 10 | | |

Dropped from FY2022

| Consolidated | | | $ | (51) | | | | | (892) | | % | (4) | | | $ | 455 | | | | | $ | 852 | | | | | $ | 272 | | | | | $ | 1,108 | | | | | 99 | | % | (4) | | | $ | 1,098 | | | | | $ | 1,212 | | | | | $ | 322 | |

Dropped from FY2022

(2)Includes tax expense of $— and $55 for the Yanacocha Tax Dispute.

Dropped from FY2022

The federal and state cash tax payment includes $80 paid for the Yanacocha Tax Dispute.

Dropped from FY2022

(5)Includes $16 of withholding tax.

Dropped from FY2022

| 2020 GEO Price | | | $ | 1,200 | | | | | $ | 2.75 | | | | | $ | 16.00 | | | | | $ | 0.95 | | | | | $ | 1.20 | |

Dropped from FY2022

Our mines continued to incur costs related to health and safety measures taken to combat the on-going COVID-19 pandemic.

Dropped from FY2022

For the years ended December 31, 2022, 2021 and 2020, we incurred $38, $87 and $92, respectively, of incremental direct costs related to our response to the COVID-19 pandemic, included in *Other expense, net.*

Dropped from FY2022

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

An excerpt. Shown here: 40 of 404 rewritten, 40 of 269 added and 40 of 224 removed. The counts are complete. For every sentence, read Item 6. RESERVED in the FY2023 filing and the FY2022 filing.

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

755 rewritten, 636 added, 342 removed, 1,474 unchanged

Rewritten

| [Report of Independent Registered Public Accounting [removed: Firm](#i2d17b310f5b549aca71eb52c29055740_199)] [added: Firm](#ie307b7f42be4454998f44b456109c9aa_238)] (Ernst & Young LLP; PCAOB ID: 42) | | | | | | [removed: [113](#i2d17b310f5b549aca71eb52c29055740_199)] [added: [127](#ie307b7f42be4454998f44b456109c9aa_238)] | | |

Rewritten

| [Report of Independent Registered Public Accounting [removed: Firm](#i2d17b310f5b549aca71eb52c29055740_202)] [added: Firm](#ie307b7f42be4454998f44b456109c9aa_241)] (PricewaterhouseCoopers LLP; PCAOB ID: 271) | | | | | | [removed: [115](#i2d17b310f5b549aca71eb52c29055740_202)] [added: [129](#ie307b7f42be4454998f44b456109c9aa_241)] | | |

Rewritten

| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i2d17b310f5b549aca71eb52c29055740_208)] [added: (Loss)](#ie307b7f42be4454998f44b456109c9aa_247)] | | | | | | [removed: [118](#i2d17b310f5b549aca71eb52c29055740_208)] [added: [132](#ie307b7f42be4454998f44b456109c9aa_247)] | | |

Rewritten

| [Consolidated Statements of Cash [removed: Flows](#i2d17b310f5b549aca71eb52c29055740_211)] [added: Flows](#ie307b7f42be4454998f44b456109c9aa_253)] | | | | | | [removed: [120](#i2d17b310f5b549aca71eb52c29055740_211)] [added: [134](#ie307b7f42be4454998f44b456109c9aa_253)] | | |

Rewritten

| [Consolidated Statement of Changes in [removed: Equity](#i2d17b310f5b549aca71eb52c29055740_217)] [added: Equity](#ie307b7f42be4454998f44b456109c9aa_256)] | | | | | | [removed: [122](#i2d17b310f5b549aca71eb52c29055740_217)] [added: [136](#ie307b7f42be4454998f44b456109c9aa_256)] | | |

Rewritten

[removed: | [Notes to Consolidated Financial Statements](#i2d17b310f5b549aca71eb52c29055740_220) | | | | | | [123](#i2d17b310f5b549aca71eb52c29055740_220) | | |][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS]

Rewritten

| | | | [Note [removed: 2,](#i2d17b310f5b549aca71eb52c29055740_226) [Summary] [added: 2, Summary] of Significant Accounting [removed: Policies](#i2d17b310f5b549aca71eb52c29055740_226)] [added: Policies](#ie307b7f42be4454998f44b456109c9aa_265)] | | | [removed: [124](#i2d17b310f5b549aca71eb52c29055740_226)] [added: [138](#ie307b7f42be4454998f44b456109c9aa_265)] | | |

Rewritten

[removed: | | | | [Note 3,](#i2d17b310f5b549aca71eb52c29055740_232) [Segment Information](#i2d17b310f5b549aca71eb52c29055740_232) | | | [134](#i2d17b310f5b549aca71eb52c29055740_232) | | |][added: NOTE 4 SEGMENT INFORMATION]

Rewritten

[removed: | | | | [Note](#i2d17b310f5b549aca71eb52c29055740_235) [4](#i2d17b310f5b549aca71eb52c29055740_235)[,](#i2d17b310f5b549aca71eb52c29055740_235) [Sales](#i2d17b310f5b549aca71eb52c29055740_235) | | | [139](#i2d17b310f5b549aca71eb52c29055740_235) | | |][added: NOTE 5 SALES]

Rewritten

[removed: | | | | [Note](#i2d17b310f5b549aca71eb52c29055740_238) [5](#i2d17b310f5b549aca71eb52c29055740_238)[,](#i2d17b310f5b549aca71eb52c29055740_238) [Reclamation and Remediation](#i2d17b310f5b549aca71eb52c29055740_238) | | | [142](#i2d17b310f5b549aca71eb52c29055740_238) | | |][added: NOTE 6 RECLAMATION AND REMEDIATION]

Rewritten

[removed: | | | | [Note 7, Other Expense, Net](#i2d17b310f5b549aca71eb52c29055740_247) | | | [145](#i2d17b310f5b549aca71eb52c29055740_247) | | |][added: NOTE 8 OTHER EXPENSE, NET]

Rewritten

| [added: (Gain) loss on asset and investment sales, net] | | | [removed: [Note 8, Gain on Asset and Investment Sales, Net](#i2d17b310f5b549aca71eb52c29055740_250)] [added: 197] | | | [removed: [146](#i2d17b310f5b549aca71eb52c29055740_250)] | | | [added: (35) | | | | | | (212) | | |]

Rewritten

| [added: Other income (loss), net (Note 9)] | | | [removed: [Note 9, Other Income, Net](#i2d17b310f5b549aca71eb52c29055740_253)] | | | [removed: [147](#i2d17b310f5b549aca71eb52c29055740_253)] | | | [added: | | | | | | (88) | | | | | | (27) | | | | | | 125 | | |]

Rewritten

| | | | [Note 10, Income and Mining [removed: Taxes](#i2d17b310f5b549aca71eb52c29055740_256)] [added: Taxes](#ie307b7f42be4454998f44b456109c9aa_289)] | | | [removed: [147](#i2d17b310f5b549aca71eb52c29055740_256)] [added: [163](#ie307b7f42be4454998f44b456109c9aa_289)] | | |

Rewritten

| [added: Employee-related benefits (Note 11)] | | | [removed: [Note 11, Employee-Related Benefits](#i2d17b310f5b549aca71eb52c29055740_259)] [added: 551] | | | [removed: [151](#i2d17b310f5b549aca71eb52c29055740_259)] | | | [added: 399 | | |]

Rewritten

| [added: Stock-based compensation (Note 12)] | | | [removed: [Note 12, Stock-Based Compensation](#i2d17b310f5b549aca71eb52c29055740_262)] [added: 80] | | | [removed: [155](#i2d17b310f5b549aca71eb52c29055740_262)] | | | [added: 73 | | | | | | 72 | | |]

Rewritten

| | | | [Note 13, Fair Value [removed: Accounting](#i2d17b310f5b549aca71eb52c29055740_265)] [added: Accounting](#ie307b7f42be4454998f44b456109c9aa_298)] | | | [removed: [157](#i2d17b310f5b549aca71eb52c29055740_265)] [added: [172](#ie307b7f42be4454998f44b456109c9aa_298)] | | |

Rewritten

| [removed: | | | [Note 17,] Stockpiles and [removed: Ore] [added: ore] on [removed: Leach Pads](#i2d17b310f5b549aca71eb52c29055740_274)] [added: leach pads (Note 17)] | | | [removed: [163](#i2d17b310f5b549aca71eb52c29055740_274)] [added: 979] | | | [added: | | | 774 | | |]

Rewritten

| | | | [Note 18, Property, Plant and Mine [removed: Development](#i2d17b310f5b549aca71eb52c29055740_277)] [added: Development](#ie307b7f42be4454998f44b456109c9aa_313)] | | | [removed: [164](#i2d17b310f5b549aca71eb52c29055740_277)] [added: [181](#ie307b7f42be4454998f44b456109c9aa_313)] | | |

Rewritten

| [added: Lease and other financing obligations (Note 21)] | | | [removed: [Note 21, Lease and Other Financing Obligations](#i2d17b310f5b549aca71eb52c29055740_286)] [added: 114] | | | [removed: [166](#i2d17b310f5b549aca71eb52c29055740_286)] | | | [added: 96 | | |]

Rewritten

| [added: Accumulated other comprehensive income (loss) (Note 23)] | | | [removed: [Note 23, Reclassifications out of Accumulated Other Comprehensive Income (Loss)](#i2d17b310f5b549aca71eb52c29055740_292)] [added: 14] | | | [removed: [168](#i2d17b310f5b549aca71eb52c29055740_292)] | | | [added: 29 | | |]

Rewritten

| | | | [Note 24, Net Change in Operating Assets and [removed: Liabilities](#i2d17b310f5b549aca71eb52c29055740_295)] [added: Liabilities](#ie307b7f42be4454998f44b456109c9aa_331)] | | | [removed: [169](#i2d17b310f5b549aca71eb52c29055740_295)] [added: [188](#ie307b7f42be4454998f44b456109c9aa_331)] | | |

Rewritten

| | | | [Note 25, Commitments and [removed: Contingencies](#i2d17b310f5b549aca71eb52c29055740_298)] [added: Contingencies](#ie307b7f42be4454998f44b456109c9aa_334)] | | | [removed: [169](#i2d17b310f5b549aca71eb52c29055740_298)] [added: [188](#ie307b7f42be4454998f44b456109c9aa_334)] | | |

Rewritten

We have audited the accompanying consolidated balance sheets of Newmont Corporation (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of operations, comprehensive income (loss), changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] the related notes and the financial statement schedule in Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

Rewritten

In our opinion, based on our audits and the report of other auditors, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.

Rewritten

We did not audit the financial statements of Nevada Gold Mines LLC, a 38.5% owned investment which is proportionately consolidated, which reflects total assets constituting [removed: 19%] [added: 13%] and 19% at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively, and sales constituting [removed: 18%,] 19%, [added: 18%,] and [removed: 21%] [added: 19%] in [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] respectively, of the related consolidated totals.

Rewritten

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission 2013 framework, and our report dated February [removed: 23, 2023] [added: 29, 2024] expressed an unqualified opinion thereon, based on our audit and the report of the other auditors.

Rewritten

| *Description of the Matter* | | | As discussed in Notes 2, [removed: 5] [added: 6] and 25 of the consolidated financial statements, the Company’s mining and exploration activities are subject to various domestic and international laws and regulations governing the protection of the environment. Reclamation obligations are recognized when incurred and recorded as liabilities at fair value. Reclamation liabilities are periodically adjusted to reflect changes in the estimated present value resulting from revisions to the estimates of either the timing or amount of the reclamation costs. Auditing management’s accounting for reclamation liabilities was [removed: especially] challenging, as significant judgment is required by the Company to estimate required cash flows to meet obligations established by mining [removed: permit,] [added: permits,] local statutes and promissory estoppel at the end of mine life as well as estimation [added: of] uncertainty inherent in the cash flows. The significant judgment was primarily related to the inherent estimation uncertainty relating to the extent of future reclamation activities and related costs. | | |

Rewritten

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of the controls over the Company’s accounting for reclamation liabilities, including controls over management’s review of estimated future [removed: costs, premiums for uncertainty] [added: costs] and the reclamation liability calculation. To test the reclamation liabilities, among other procedures, we evaluated the methodology, significant assumptions and the underlying data used by the Company in its estimate. To assess the estimates of reclamation activities and cash flows, we evaluated significant changes from the prior estimate, verified consistency between timing of reclamation activities and projected mine life, compared anticipated costs across the Company’s mines, verified cost rates against third-party information or internal cost records and recalculated management’s estimate. We also evaluated the significant assumptions included in the fair value calculation, including market risk premium, cost inflation, and credit-adjusted risk-free rate. We involved our reclamation specialists to interview members of the Company’s engineering staff, assess the completeness of the mine reclamation estimates with respect to meeting mine closure and post closure requirements, and evaluate the reasonableness of the engineering estimates and assumptions. | | |

Rewritten

[removed: | | | | Impairment of goodwill | | |][added: *Annual goodwill impairment assessment*]

Rewritten

We have audited the consolidated balance sheets of Nevada Gold Mines LLC and its subsidiaries (together, the Joint Venture) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related consolidated statements of operations and comprehensive income, of changes in members’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] including the related notes (collectively referred to as the consolidated financial statements) (not presented herein).

Rewritten

We also have audited the Joint Venture’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Rewritten

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Joint Venture as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022] [added: 2023] in conformity with accounting principles generally accepted in the United States of America.

Rewritten

Also in our opinion, the Joint Venture maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework* (2013) issued by the COSO.

Rewritten

[removed: The communication of critical audit matters does not alter in any way our opinion on] the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Rewritten

As described in [removed: note] [added: Notes] 2 [added: and 7] to the [removed: Joint Venture’s] consolidated financial [removed: statements,] [added: statements of] the Joint [added: Venture, the Joint] Venture’s goodwill balance was [removed: $696] [added: $668] million (at a 100 percent economic interest) as of December 31, [removed: 2022.][added: 2023.]

Rewritten

[removed: Goodwill is allocated to reporting units and assessed for] [added: Management conducts an] impairment [removed: annually,] [added: assessment annually] in the fourth quarter of [removed: the fiscal] [added: each] year, and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value.

Rewritten

[removed: Management uses future production levels] [added: Management’s estimates of proven] and [added: probable] mineral reserves and [removed: mineral] resources [added: are] based on information compiled by qualified persons (management’s specialists).

Rewritten

The principal considerations for our determination that performing procedures relating to the [removed: qualitative] [added: annual] goodwill impairment assessment is a critical audit matter are [added: (i)] the [added: significant] judgment by [removed: management in assessing] [added: management, including] the [removed: qualitative factors] [added: use of management’s specialists,] in [added: determining] the [removed: qualitative goodwill impairment assessment for each] [added: fair values of the] reporting [removed: unit to determine whether further quantitative impairment testing is required, and a high] [added: units; (ii) the] degree of auditor judgment, [removed: subjectivity] [added: subjectivity,] and effort in performing procedures and evaluating [removed: management’s assessment of qualitative factors in] [added: audit evidence relating to] the [removed: qualitative goodwill impairment assessment for each reporting unit] [added: assumptions and estimates] with respect to [removed: significant adverse changes to future gold] [added: short-term and long-term metal] prices, [removed: future] operating and capital costs, [added: discount rates, NAV multiples, proven and probable mineral reserves and resources,] future production levels and [added: the fair value of] mineral [removed: reserves] [added: resource estimates outside of current business plans;] and [removed: mineral resources.][added: (iii) the audit effort included the use of professionals with specialized skill and knowledge.]

Rewritten

These procedures included testing the effectiveness of controls relating to management’s [removed: qualitative] goodwill impairment [removed: assessment.][added: assessments, including controls over the assumptions used in management’s valuation of the Joint Venture’s reporting units.]

New in FY2023

| [Consolidated Statements of Operations](#ie307b7f42be4454998f44b456109c9aa_244) | | | | | | [131](#ie307b7f42be4454998f44b456109c9aa_244) | | |

New in FY2023

| [Consolidated Balance Sheets](#ie307b7f42be4454998f44b456109c9aa_250) | | | | | | [133](#ie307b7f42be4454998f44b456109c9aa_250) | | |

New in FY2023

| [Notes to Consolidated Financial Statements](#ie307b7f42be4454998f44b456109c9aa_259) | | | | | | [137](#ie307b7f42be4454998f44b456109c9aa_259) | | |

New in FY2023

| | | | [Note 1, The Company](#ie307b7f42be4454998f44b456109c9aa_262) | | | [137](#ie307b7f42be4454998f44b456109c9aa_262) | | |

New in FY2023

| | | | [Note 3, Business Acquisition](#ie307b7f42be4454998f44b456109c9aa_2321) | | | [149](#ie307b7f42be4454998f44b456109c9aa_2321) | | |

New in FY2023

| | | | [Note 7, Impairment Charges](#ie307b7f42be4454998f44b456109c9aa_277) | | | [160](#ie307b7f42be4454998f44b456109c9aa_277) | | |

New in FY2023

| | | | [Note 9, Other Income, Net](#ie307b7f42be4454998f44b456109c9aa_286) | | | [162](#ie307b7f42be4454998f44b456109c9aa_286) | | |

New in FY2023

| | | | [Note 11, Employee-Related Benefits](#ie307b7f42be4454998f44b456109c9aa_292) | | | [166](#ie307b7f42be4454998f44b456109c9aa_292) | | |

New in FY2023

| | | | [Note 14, Derivatives](#ie307b7f42be4454998f44b456109c9aa_301) | | | [175](#ie307b7f42be4454998f44b456109c9aa_301) | | |

New in FY2023

| | | | [Note 15, Investments](#ie307b7f42be4454998f44b456109c9aa_304) | | | [179](#ie307b7f42be4454998f44b456109c9aa_304) | | |

New in FY2023

| | | | [Note 16, Inventories](#ie307b7f42be4454998f44b456109c9aa_307) | | | [181](#ie307b7f42be4454998f44b456109c9aa_307) | | |

New in FY2023

| | | | [Note 17, Stockpiles and Ore on Leach Pads](#ie307b7f42be4454998f44b456109c9aa_310) | | | [181](#ie307b7f42be4454998f44b456109c9aa_310) | | |

New in FY2023

| | | | [Note 19, Goodwill](#ie307b7f42be4454998f44b456109c9aa_316) | | | [183](#ie307b7f42be4454998f44b456109c9aa_316) | | |

New in FY2023

| | | | [Note 20, Debt](#ie307b7f42be4454998f44b456109c9aa_319) | | | [183](#ie307b7f42be4454998f44b456109c9aa_319) | | |

New in FY2023

| | | | [Note 21, Lease and Other Financing Obligations](#ie307b7f42be4454998f44b456109c9aa_322) | | | [185](#ie307b7f42be4454998f44b456109c9aa_322) | | |

New in FY2023

| | | | [Note 22, Other Liabilities](#ie307b7f42be4454998f44b456109c9aa_325) | | | [187](#ie307b7f42be4454998f44b456109c9aa_325) | | |

New in FY2023

| | | | Business Combination | | |

New in FY2023

| *Description of the Matter* | | | As discussed in Notes 1 and 3 to the financial statements, during 2023 the Company completed its acquisition of Newcrest Mining Limited for consideration of $13,549 million. The transaction was accounted for as a business combination. Auditing management’s accounting for the business combination was challenging due to the significant estimation required by management to determine the provisional fair values of mineral interests (included in property, plant and mine development, net) and significant judgment required to evaluate management’s estimate. The significant judgment was primarily due to the sensitivity of the significant underlying assumptions to the estimated fair values. Significant assumptions used to estimate the fair value of mineral interests included long-term metal prices, estimated quantities of ore reserves and mineral resources, and the weighted average cost of capital. These significant assumptions are forward-looking and could be affected by future economic and market conditions. | | |

New in FY2023

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s accounting for the business combination and valuation of the acquired assets. For example, we tested controls over management’s valuation of acquired mineral interests, including the review of the valuation model and underlying assumptions used to develop such estimates. Our audit procedures included, among others, evaluating the Company's valuation methodology, significant assumptions used by the Company, and evaluating the completeness and accuracy of the underlying data supporting the significant assumptions and estimates. We involved our valuation specialists to assist with our evaluation of the selection and application of the valuation methodology used by the Company and significant assumptions included in the fair value estimates. We compared the long-term metal prices to consensus market views of future prices. We assessed the estimated quantities of ore reserves and mineral resources by comparing to information compiled by qualified persons and evaluated extraction and production of those quantities compared to historical performance. We examined the inputs to the weighted average cost of capital assumptions. | | |

New in FY2023

The communication of critical audit matters does not alter in any way our opinion on

New in FY2023

During the fourth quarter of 2023, the Joint Venture performed a quantitative assessment of goodwill impairment test for all reporting units.

New in FY2023

The fair value of a reporting unit is determined through the use of an income approach utilizing discounted estimates of future cash flow models, fair values of mineral resource estimates outside of current business plans and the application of a specific Net Asset Value (NAV) multiple for each reporting unit.

New in FY2023

The estimated future cash flows used to determine the fair values of reporting units are derived from current business plans, which are developed using short-term price forecasts reflective of the current price environment and management’s projections for long-term metal prices.

New in FY2023

In addition to short-term and long-term metal price assumptions, other assumptions and estimates used in determining the fair values of reporting units include: operating and capital costs, discount rates, NAV multiples, proven and probable mineral reserves and resources, future production levels and the fair value of mineral resource estimates outside of current business plans.

New in FY2023

These procedures also included, among others: testing management’s process for determining the fair value of the reporting units; evaluating the appropriateness of the discounted estimates of future cash flow models; testing the completeness and accuracy of underlying data used in the models; and evaluating the reasonableness of the assumptions used by management in the estimated fair value of the reporting units.

New in FY2023

Evaluating the reasonableness of the short-term and long-term metal prices involved comparing those prices to external industry data.

New in FY2023

Evaluating the reasonableness of operating and capital costs was done by comparing those costs to recent actual operating and capital costs incurred and assessing whether these assumptions were consistent with evidence obtained in other areas of the audit.

New in FY2023

Evaluating the reasonableness of the NAV multiples was done by comparing the assumptions with relevant market information.

New in FY2023

Professionals with specialized skill and knowledge assisted us in evaluating the reasonableness of the discount rates and NAV multiples.

New in FY2023

| Discontinued operations | | | | | | | | | | | | | | | 0.03 | | | | | | 0.04 | | | | | | 0.07 | | |

New in FY2023

| Other receivables | | | 493 | | | | | | 324 | | |

New in FY2023

| Derivative assets (Note 14) | | | 444 | | | | | | 196 | | |

New in FY2023

| Other non-current assets | | | 640 | | | | | | 560 | | |

New in FY2023

| Shares issued for Newcrest transaction | | | 358 | | | | | | 572 | | | | | | — | | | | | | — | | | | | | 12,977 | | | | | | — | | | | | | — | | | | | | — | | | | | | 13,549 | | | | | | — | | |

New in FY2023

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

New in FY2023

| Balance at December 31, 2023 | | | 1,159 | | | | | | $ | 1,854 | | | | | (7) | | | | | | $ | (264) | | | | | $ | 30,419 | | | | | $ | 14 | | | | | $ | (2,996) | | | | | $ | 178 | | | | | $ | 29,205 | | | | | $ | — | |

New in FY2023

Planned Divestiture of Non-core Assets (Subsequent Event)

New in FY2023

Based on a comprehensive review of the Company’s portfolio of assets following the Newcrest acquisition, the Company’s Board of Directors approved a portfolio optimization program to divest six non-core assets and a development project in February 2024.

New in FY2023

The non-core assets to be divested include Akyem, CC&V, Éléonore, Porcupine, Musselwhite, Telfer, and a development project in Canada.

New in FY2023

In February 2024, the Company concluded that these non-core assets and the development project met the accounting requirements to be presented as Held for Sale in the first quarter of 2024, based on progress made through our active sales program and management’s expectation that the sale is probable and will be completed within 12 months.

Dropped from FY2022

| [Consolidated Statements of Operations](#i2d17b310f5b549aca71eb52c29055740_205) | | | | | | [117](#i2d17b310f5b549aca71eb52c29055740_205) | | |

Dropped from FY2022

| [Consolidated Balance Sheets](#i2d17b310f5b549aca71eb52c29055740_214) | | | | | | [119](#i2d17b310f5b549aca71eb52c29055740_214) | | |

Dropped from FY2022

| | | | [Note 1,](#i2d17b310f5b549aca71eb52c29055740_223) [The Company](#i2d17b310f5b549aca71eb52c29055740_223) | | | [123](#i2d17b310f5b549aca71eb52c29055740_223) | | |

Dropped from FY2022

| | | | [Note](#i2d17b310f5b549aca71eb52c29055740_2199023257783) [6](#i2d17b310f5b549aca71eb52c29055740_2199023257783)[,](#i2d17b310f5b549aca71eb52c29055740_2199023257783) [](#i2d17b310f5b549aca71eb52c29055740_2199023257783)Impairment | | | [144](#i2d17b310f5b549aca71eb52c29055740_2199023257783) | | |

Dropped from FY2022

| | | | [Note 14, Derivatives](#i2d17b310f5b549aca71eb52c29055740_2199023257758) | | | [160](#i2d17b310f5b549aca71eb52c29055740_2199023257758) | | |

Dropped from FY2022

| | | | [Note 15, Investments](#i2d17b310f5b549aca71eb52c29055740_268) | | | [161](#i2d17b310f5b549aca71eb52c29055740_268) | | |

Dropped from FY2022

| | | | [Note 16, Inventories](#i2d17b310f5b549aca71eb52c29055740_271) | | | [163](#i2d17b310f5b549aca71eb52c29055740_271) | | |

Dropped from FY2022

| | | | [Note 19, Goodwill](#i2d17b310f5b549aca71eb52c29055740_280) | | | [164](#i2d17b310f5b549aca71eb52c29055740_280) | | |

Dropped from FY2022

| | | | [Note 20, Debt](#i2d17b310f5b549aca71eb52c29055740_283) | | | [165](#i2d17b310f5b549aca71eb52c29055740_283) | | |

Dropped from FY2022

| | | | [Note 22, Other Liabilities](#i2d17b310f5b549aca71eb52c29055740_289) | | | [168](#i2d17b310f5b549aca71eb52c29055740_289) | | |

Dropped from FY2022

| *Description of the Matter* | | | As discussed in Notes 2, 6, and 13 to the consolidated financial statements, management conducts a goodwill impairment assessment annually at December 31, and when events or changes in circumstances indicate that the carrying value of a reporting unit exceeds its fair value. The fair value of a reporting unit is determined through the use of the income approach using estimates of future cash flows attributable to the respective reporting units. As a result of the annual impairment assessment, the Company recognized $800 million of goodwill impairment charges related to the Cerro Negro and Porcupine reporting units. Auditing management’s fair value assessment was especially challenging, as significant judgment is required by the company to estimate future cash flows attributable to the respective reporting units, and changes in management’s assumptions could have a significant impact on either the fair value, the amount of impairment charge, or both. The estimated future cash flows used to determine the fair values of reporting units are derived from current business plans, which are developed using short-term price forecasts reflective of the current price environment and management’s projections for long-term metal prices, and proven and probable mineral reserves estimates, including the timing and cost to develop and produce the reserves. A high degree of auditor judgment and an increased extent of effort was required when performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions. | | |

Dropped from FY2022

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of the controls over the assessment of goodwill impairment, including those over the determination of fair value, such as controls related to management’s development of future cash flows and the cost of capital. To test the estimated fair value of each reporting unit, we performed audit procedures that included, among others, the evaluation of significant assumptions and the underlying data used by the Company in its estimate. To assess the reasonableness of estimated future cash flows, we compared the Company’s short-term and long-term metal price projections to third-party sources and verified the consistency between management’s projections and the Company’s qualified person’s estimate of proven and probable reserves and resources. We also evaluated management’s projections, including timing and costs to develop and produce the reserves, against historical operating results, and evaluated management’s ability to accurately forecast future cash flows by comparing actual results to historical forecasts. We involved our valuation specialist to assist in reviewing the valuation methods selected by management. | | |

Dropped from FY2022

February 23, 2023

Dropped from FY2022

*Qualitative Goodwill Impairment Assessment*

Dropped from FY2022

The Joint Venture has five reporting units.

Dropped from FY2022

The Joint Venture’s management first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount (qualitative goodwill impairment assessment).

Dropped from FY2022

If it is determined that the fair value is more likely than not to be lower than the carrying value, a quantitative goodwill impairment test is performed.

Dropped from FY2022

Management uses judgment in assessing the qualitative factors in the qualitative goodwill impairment assessment for each reporting unit, including significant adverse changes to future gold prices, future operating and capital costs, future production levels and mineral reserves and mineral resources.

Dropped from FY2022

These procedures also included, among others, evaluating the reasonableness of management’s qualitative goodwill impairment assessment for each reporting unit with respect to significant adverse changes to future gold prices and future operating and capital costs by (i) comparing gold prices to external industry data; (ii) comparing operating and capital costs to recent actual operating and capital costs incurred; and (iii) considering consistency with evidence obtained in other areas of the audit.

Dropped from FY2022

| Contingently redeemable noncontrolling interest | | | — | | | | | | 48 | | |

Dropped from FY2022

| Gain on asset and investment sales, net (Note 8) | | | (35) | | | | | | (212) | | | | | | (677) | | |

Dropped from FY2022

| Net cash provided by (used in) investing activities of discontinued operations (Note 1) | | | — | | | | | | — | | | | | | (75) | | |

Dropped from FY2022

| Net cash provided by (used in) financing activities | | | (2,356) | | | | | | (2,958) | | | | | | (1,680) | | |

Dropped from FY2022

| Balance at December 31, 2019 | | | 811 | | | | | | $ | 1,298 | | | | | (3) | | | | | | $ | (120) | | | | | $ | 18,216 | | | | | $ | (265) | | | | | $ | 2,291 | | | | | $ | 950 | | | | | $ | 22,370 | | | | | $ | 47 | |

Dropped from FY2022

| Cumulative-effect adjustment of adopting ASU No. 2016-13 | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (5) | | | | | | — | | | | | | (5) | | | | | | — | | |

Dropped from FY2022

| Repurchase and retirement of common stock | | | (10) | | | | | | (17) | | | | | | — | | | | | | — | | | | | | (230) | | | | | | — | | | | | | (274) | | | | | | — | | | | | | (521) | | | | | | — | | |

Dropped from FY2022

| Stock options exercised | | | 1 | | | | | | 2 | | | | | | — | | | | | | — | | | | | | 49 | | | | | | — | | | | | | — | | | | | | — | | | | | | 51 | | | | | | — | | |

Dropped from FY2022

Refer to "Yanacocha transaction" and "Contingently redeemable noncontrolling interest" below for further information.

Dropped from FY2022

At December 31, 2021, Buenaventura held 43.65% ownership interest in Yanacocha.

Dropped from FY2022

Upon close of the Yanacocha Transaction, the Company’s ownership interest in Yanacocha increased to 95%.

Dropped from FY2022

The Company acquired the remaining 5% ownership interest from Sumitomo in the second quarter of 2022.

Dropped from FY2022

Contingently redeemable noncontrolling interest

Dropped from FY2022

If exercised, the Holt option will allow the Company to prevent Kirkland from mining minerals subject to the Holt royalty obligation.

Dropped from FY2022

The continued impacts from the COVID-19 pandemic, the Russian invasion of Ukraine, and the resulting significant inflation experienced globally, as well as the effects of certain countermeasures taken by central banks, have been and are expected to continue to adversely affect the Company.

Dropped from FY2022

Although the Company does not currently have operations in Ukraine, Russia or other parts of Europe, impacts arising from Russia’s invasion of Ukraine include the Company’s ability to complete the sale of assets currently classified as held for sale within one year as originally planned.

Dropped from FY2022

Should

Dropped from FY2022

The Company will continue to monitor and evaluate the potential impacts to its business plans, asset retirement cost updates, operations, estimated capital expenditures and timing of other key development projects related to the current and ongoing inflationary pressures and supply chain disruptions.

Dropped from FY2022

Depending on the duration and extent of COVID-19, ongoing global developments and increasing inflationary pressures, these factors could materially impact the Company’s results of operations, cash flows and financial condition and could result in material impairment charges to the Company’s *Property, plant and mine development, net*; *Inventories*; *Stockpiles and ore on leach pads*; *Investments*; *Deferred income tax assets*; and *Goodwill*.

Dropped from FY2022

assets as of the acquisition date and any direct acquisition-related transaction costs are capitalized as part of the purchase consideration.

Dropped from FY2022

pad.

An excerpt. Shown here: 40 of 755 rewritten, 40 of 636 added and 40 of 342 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2023 filing and the FY2022 filing.

Item 9A. CONTROLS AND PROCEDURES

12 rewritten, 8 added, 1 removed, 29 unchanged

Rewritten

The Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of December 31, [removed: 2022,] [added: 2023,] the end of the period covered by this report.

Rewritten

Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, [removed: 2022,] [added: 2023,] the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the required time periods and are designed to ensure that information required to be disclosed in its reports is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Rewritten

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting at December 31, [removed: 2022.][added: 2023.]

Rewritten

Based upon its assessment, management concluded that, at December 31, [removed: 2022,] [added: 2023,] the Company’s internal control over financial reporting was effective.

Rewritten

As permitted by the SEC Staff interpretive guidance for proportionately consolidated entities, the Company’s management excluded NGM from its assessment of internal control over financial reporting at December 31, [removed: 2022,] [added: 2023,] as management does not have the ability to dictate, modify or assess the controls at NGM.

Rewritten

NGM represented [removed: 19%] [added: 13%] of the Company’s consolidated *Total assets* at December 31, [removed: 2022,] [added: 2023,] while its *Sales* comprised [removed: 18%] [added: 19%] of the Company’s consolidated sales for the year ended December 31, [removed: 2022.][added: 2023.]

Rewritten

Ernst & Young LLP, an independent registered public accounting firm, who audited the Company’s Consolidated Financial Statements at December 31, [removed: 2022] [added: 2023] and the year then ended included in this Form 10-K, has issued an attestation report on the Company’s internal control over financial reporting, at December 31, [removed: 2022,] [added: 2023,] which is included herein.

Rewritten

[removed: There] [added: Subject to the above, there] were no changes in the Company’s internal control over financial reporting that occurred during the quarter ended December 31, [removed: 2022,] [added: 2023,] that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Rewritten

We have audited Newmont Corporation’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission 2013 framework (the COSO criteria).

Rewritten

In our opinion, Newmont Corporation (the Company), based on our audit and the report of other auditors, maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on the COSO criteria.

Rewritten

We did not examine the effectiveness of internal control over financial reporting of Nevada Gold Mines LLC, a 38.5% owned investment which is proportionately consolidated, whose financial statements reflect total assets and sales constituting [removed: 19%] [added: 13%] and [removed: 18%,] [added: 19%,] respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, [removed: 2022.][added: 2023.]

Rewritten

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of operations, comprehensive income (loss), changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] the related notes and financial statement schedule in Item 15(a)(2) and our report dated February [removed: 23, 2023] [added: 29, 2024] expressed an unqualified opinion thereon, based on our audit and the report of the other auditors.

New in FY2023

On November 6, 2023, the Company completed the acquisition of Newcrest Mining Limited ("Newcrest") (refer to Note 3 to the Consolidated Financial Statements) which operated under its own set of internal controls.

New in FY2023

As permitted by the SEC Staff interpretive guidance for newly acquired businesses, the Company’s management excluded Newcrest from the evaluation of internal control over financial reporting as of December 31, 2023.

New in FY2023

Since the acquisition, the Company transitioned certain Newcrest processes to the Company’s internal control processes and added other internal controls over significant processes specific to the tangible and intangible assets acquired and liabilities assumes as a result of the acquisition, and to post-acquisition activities, including internal controls associated with the valuation of certain assets acquired and liabilities assumed in the transaction.

New in FY2023

The Company will continue the process of integrating internal controls over financial reporting for Newcrest and plans to incorporate Newcrest in the evaluation of internal controls over financial reporting beginning in the fourth quarter of 2024.

New in FY2023

Newcrest represented 31% of the Company’s consolidated *Total assets* as of December 31, 2023, while its *Sales* comprised 8% of the Company’s consolidated sales for the year ended December 31, 2023.

New in FY2023

As indicated in the accompanying Management’s Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Newcrest Mining Limited, which is included in the 2023 consolidated financial statements of the Company and constituted 31% of total assets as of December 31, 2023 and 8% of revenues for the year then ended.

New in FY2023

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Newcrest.

New in FY2023

February 29, 2024

Dropped from FY2022

February 23, 2023

Item 9B. OTHER INFORMATION

0 rewritten, 21 added, 1 removed, 1 unchanged

New in FY2023

On February 27, 2024, following review of market compensation, the Company’s Leadership Development and Compensation Committee of the Board of Directors, approved for Ms. Karyn Ovelmen, Executive Vice President and Chief Financial Officer, an annual base salary of $780,000, effective March 1, 2024, and an increase in target long term incentives to $2,700,000, payable in future years according to the terms of the Company’s long term incentive programs; and also approved for Mr. Peter Toth, Executive Vice President and Chief Development Officer, an annual base salary of $710,000, effective March 1, 2024, and an increase in target long term incentives to $2,050,000, payable in future years according to the terms of the Company’s long term incentive programs.

New in FY2023

Additionally, following review of market compensation, the Company’s Board of Directors approved for Mr. Tom Palmer, President and Chief Executive Officer, an increase in target long term incentives from $8,900,000 to $9,500,000, payable in future years according to the terms of the Company’s long term incentive programs.

New in FY2023

Rule 10b5-1 Trading Plans

New in FY2023

Our directors and executive officers may purchase or sell shares of our common stock in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act and in compliance with guidelines specified by the Company’s stock trading standard, which has been filed as Exhibit 19 to this annual report.

New in FY2023

In accordance with Rule 10b5-1 and the Company’s insider trading policy, directors, officers and certain employees who, at such time, are not in possession of material non-public information about the Company are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock, including shares acquired pursuant to the Company’s employee and director equity plans.

New in FY2023

Under the Company’s stock trading standard, the first trade made pursuant to a Rule 10b5-1 trading plan may take place no earlier than 90 days after adoption of the trading plan.

New in FY2023

Under a Rule 10b5-1 trading plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them.

New in FY2023

The use of these trading plans permits asset diversification as well as financial and tax planning.

New in FY2023

Our directors and executive officers also may buy or sell additional shares outside of a Rule 10b5-1 plan when they are not in possession of material nonpublic information, subject to compliance with SEC rules, the terms of our stock trading standard and holding requirements.

New in FY2023

During the three months ended December 31, 2023, the following directors and executive officers adopted or terminated Rule 10b5-1 trading plans intended to satisfy the affirmative defense conditions of Rule 10b5-1(c):

New in FY2023

On November 8, 2023, Mark Ebel, Interim Chief Legal Officer, terminated a trading arrangement previously adopted with respect to the sale of securities of the Company’s common stock (a “Rule 10b5-1 Trading Plan”).

New in FY2023

Mr. Ebel’s Rule 10b5-1 Trading Plan was adopted on May 23, 2023, had a term of 1 year, and provided for the sale of up to 8,663 shares of common stock pursuant to the terms of the plan.

New in FY2023

As of the date of termination of the Rule 10b5-1 Trading Plan, Mr. Ebel had sold 549 shares of common stock under its terms.

New in FY2023

The adoption of such 10b5-1 Trading Plan, and its subsequent termination, each occurred during an open insider trading window and complied with the Company’s standards on insider trading.

New in FY2023

On November 28, 2023, Tom Palmer, President, Chief Executive Officer and Director, terminated a previously adopted Rule 10b5-1 Trading Plan.

New in FY2023

Mr. Palmer’s Rule 10b5-1 Trading Plan was adopted on March 7, 2022, had a term of 2 years, and provided for the sale of up to 264,000 shares of common stock pursuant to the terms of the plan.

New in FY2023

As of the date of termination of the Rule 10b5-1 Trading Plan, Mr. Palmer had sold 220,000 shares of common stock under its terms.

New in FY2023

The adoption of such 10b5-1 Trading Plan, and its subsequent termination, each occurred during an open insider trading window and complied with the Company’s standards on insider trading.

New in FY2023

Transactions under Section 16 officer trading plans will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.

New in FY2023

No other Section 16 director or officer of the Company adopted, modified, or terminated Rule 10b5-1 trading plans during the covered period.

New in FY2023

No non-Rule 10b5-1 trading arrangements (as defined by Item 408(a) of Regulation S-K) were entered into by Section 16 director or officer of the Company during the covered period.

Dropped from FY2022

None.

Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

21 rewritten, 34 added, 24 removed, 18 unchanged

Rewritten

Information concerning Newmont’s directors, Audit Committee, compliance with Section 16(a) of the Exchange Act and Code of Ethics is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders and is incorporated herein by reference.

Rewritten

Information concerning Newmont’s executive officers, as of December 31, [removed: 2022,] [added: 2023,] is set forth below:

Rewritten

| Thomas [added: R.] Palmer | | | | | | [removed: 55] [added: 56] | | | | | | President and Chief Executive Officer | | |

Rewritten

| [removed: Rob] [added: Robert D.] Atkinson | | | | | | [removed: 52] [added: 55] | | | | | | Executive Vice President and Chief Operating Officer [added: (1)] | | |

Rewritten

| Jennifer Cmil | | | | | | [removed: 52] [added: 53] | | | | | | Executive Vice [removed: President, Human Resources] [added: President and Chief People Officer] | | |

Rewritten

| Mark [removed: Casper] [added: D. Ebel] | | | | | | [removed: 52] [added: 57] | | | | | | Interim Chief [removed: Technology] [added: Legal] Officer [added: (2)] | | |

Rewritten

| Peter Toth | | | | | | [removed: 53] [added: 54] | | | | | | Executive Vice [removed: President and] [added: President,] Chief Strategy and Sustainability [removed: Officer] [added: Officer, and Executive, Australia] | | |

Rewritten

| Dean Gehring | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice [removed: President] [added: President, Chief Integration Officer,] and [added: Interim] Chief [removed: Development] [added: Technology] Officer [removed: – Peru] | | |

Rewritten

| Joshua [added: L.] Cage | | | | | | [removed: 48] [added: 49] | | | | | | [removed: Interim Controller and] Chief Accounting Officer [added: and Controller] | | |

Rewritten

Mr. Atkinson [removed: was first elected] [added: is] Executive Vice President and Chief Operating Officer [removed: in] [added: of Newmont, positions he has held since] June 2019.

Rewritten

[added: Prior to joining Newmont,] Mr. Atkinson [removed: most recently] served as Head of Productivity and Technical Support for Rio Tinto from [removed: June] 2016 to [removed: February] 2019.

Rewritten

He also [added: formerly] served as Chief Operating Officer for Rio Tinto’s portfolio of copper interests in Mongolia, the [removed: US,] [added: United States,] Chile and [removed: Indonesia from September 2013 to May 2016.][added: Indonesia.]

Rewritten

Prior to that Mr. Atkinson lead ASX-listed Energy Resources of Australia as Chief Executive and Director [removed: from September 2008 to August 2013] and served as General Manager of Weipa [removed: Bauxite from June 2005 to August 2008.][added: Bauxite.]

Rewritten

Mr. [removed: Tabolt was elected Interim Chief Financial Officer in November 2022 after having] [added: Cage has] served as Vice President, [removed: Controller and] Chief Accounting Officer [added: and Controller] since [removed: May 2021.][added: October 2022.]

Rewritten

[removed: 1 Aaron Puna, age 45,] [added: Ms. Ovelmen] joined Newmont in [removed: January] [added: May] 2023 as Executive Vice President and Chief [removed: Technology] [added: Financial] Officer.

Rewritten

Mr. Toth joined Newmont in July 2022 as Executive Vice President, Strategic [removed: Development.][added: Development and his role was expanded to include Sustainability in September of 2022 to become Executive Vice President and Chief Strategy and Sustainability Officer.]

Rewritten

Mr. Gehring [removed: was appointed] [added: served as] Executive Vice President and Chief Development Officer – Peru to lead the [removed: Company’s] [added: Newmont’s] Yanacocha operations and the Sulfides project [removed: in] [added: since] July 2022.

Rewritten

Mr. Gehring [removed: previously served] [added: joined Newmont in 2017] as [added: Regional Senior Vice President, South America and was appointed] Executive Vice President and Chief Technology Officer since June 2019 after serving as [removed: Regional Senior Vice President, South America] since June 2017.

Rewritten

Prior to joining Newmont, Mr. Gehring [removed: spent] [added: served] 14 years with Rio Tinto in a variety of executive roles including President and Chief Executive Officer of Rio Tinto Minerals from October 2014 to October 2016.

Rewritten

[removed: He] [added: Mr. Gehring] previously worked as Manager of Technical Services at Freeport’s Grasberg mine and held various operational and technical roles with BHP Billiton prior [added: to] that.

Rewritten

Mr. Cage has over [removed: 18] [added: 19] years of service with Newmont in roles of progressive responsibility and [removed: has] held the position of Assistant Controller [removed: since 2014.][added: from 2014 to 2022.]

New in FY2023

| Natascha Viljoen | | | | | | 53 | | | | | | Executive Vice President and Chief Operating Officer (1) | | |

New in FY2023

| Karyn F. Ovelmen | | | | | | 60 | | | | | | Executive Vice President and Chief Financial Officer | | |

New in FY2023

| Suzanne Retallack | | | | | | 47 | | | | | | Executive Vice President, Chief Safety and Sustainability Officer, and Executive, Australia | | |

New in FY2023

____________________________

New in FY2023

(1)A planful transition of the Chief Operating Officer role has been underway since October 2023.

New in FY2023

It is expected that Ms. Viljoen will assume full Chief Operating Officer accountability for all Business Units, effective March 1, 2024.

New in FY2023

(2)A transition of the Chief Legal Officer role is also expected in March 2024 when Mr. Peter Wexler joins the Company.

New in FY2023

In connection with the transition of the Chief Operating Officer role to Ms. Viljoen, from October 2023 to early 2024, Mr. Atkinson continued to act as co-Chief Operating Officer and hold accountability for the Company’s Africa, Peru, and Latin America & Caribbean (formally South America) Business Units, as well as for Global Projects, and support the transition of critical operational integration activities.

New in FY2023

Following completion of the transition of all Business Units to Ms. Viljoen, Mr. Atkinson will be departing the Company, effective May 2, 2024.

New in FY2023

Ms. Viljoen joined Newmont’s Executive Leadership Team in October 2023 as Executive Vice President and Chief Operating Officer.

New in FY2023

After an onboarding period, Ms. Viljoen assumed accountability for the Company’s Australia and North America Business Units in November 2023 and the newly acquired Papua New Guinea Business Unit.

New in FY2023

Effective March 1, 2024, Ms. Viljoen will assume accountability for all Business Units.

New in FY2023

Prior to joining Newmont, Ms. Viljoen served as Chief Executive Officer of Anglo American’s platinum business in South Africa since 2020, having previously held a series of operating and technical positions within the organization, including as Group Head of Processing.

New in FY2023

Prior to joining Anglo American, she spent six years at Lonmin, where she served on the executive committee as Executive Vice President of Processing, also with responsibility for several wider corporate functions, including sustainability.

New in FY2023

Ms. Ovelmen has over 30 years of financial, accounting and operating experience across the energy, manufacturing and distribution industries, including over 12 years in Chief Financial Officer roles.

New in FY2023

Most recently, Ms. Ovelmen has served as a non-executive and independent director of Hess Corporation since November 2020, including as a member of the Audit Committee, and as a non-executive and independent director of ArcelorMittal since May 2015, including as lead independent director, chair of the Audit & Risk Committee and chair of the Appointment

New in FY2023

Remuneration and Corporate Governance Committee.

New in FY2023

From January 2019 to December 2019, Ms. Ovelmen was the Gas Power Transformation Leader for the General Electric Company.

New in FY2023

Ms. Ovelmen served on the Board of Gates Industrial Corporation plc.

New in FY2023

as a non-executive director and was a member of their Audit Committee from December 2017 to March 2019.

New in FY2023

She previously served as Executive Vice President and Chief Financial Officer of Flowserve from June 2015 to February 2017, Chief Financial Officer and Executive Vice President of LyondellBasell Industries NV from 2011 to May 2015, Executive Vice President and Chief Financial Officer of Petroplus Holdings AG from May 2006 to September 2010 and Executive Vice President and Chief Financial Officer of Argus Services Corporation from 2005 to 2006.

New in FY2023

Prior to that, she was Vice President of External Reporting and Investor Relations for Premcor Refining Group Inc. She also spent 12 years with PricewaterhouseCoopers, primarily serving energy industry accounts, as a Certified Public Accountant.

New in FY2023

Ms. Cmil is Executive Vice President and Chief People Officer of Newmont, positions she has held since October 2019.

New in FY2023

Ms. Cmil first joined Newmont in 2010 as Senior Director, Human Resources.

New in FY2023

Prior to joining Newmont, Ms. Cmil held leadership positions in human resources across multiple industries, including Vice President of Human Resources at Level 3 Telecommunications, Senior Human Resources Director at KB Home and Human Resources Partner at Sun Microsystems, where she began her career in 1994.

New in FY2023

Mr. Toth was promoted to Executive Vice President and Chief Development Officer in June 2023.

New in FY2023

Mr. Gehring was promoted to Executive Vice President and Chief Integration Officer in May 2023 and has also served as the Interim Chief Technology Officer since September 2023.

New in FY2023

Mr. Ebel was promoted to Interim Chief Legal Officer in June 2023, after previously serving as Vice President and Associate General Counsel since June 2019.

New in FY2023

Mr. Ebel joined Newmont in 2011 and served as Associate General Counsel from 2011 to 2019.

New in FY2023

He is responsible for M&A, financing and a variety of additional transactional and compliance matters.

New in FY2023

Prior to joining Newmont, Mr. Ebel was Chief Financial Officer and General Counsel at Eyeris Inc., and partner at Holland & Hart, LLP.

New in FY2023

Ms. Retallack was appointed as Executive Vice President and Chief Sustainability Officer in June 2023 and Executive, Australia in October 2023.

New in FY2023

Ms. Retallack previously served as the Company's Senior Vice President for Health, Safety and Security in 2022, and Vice President Health, Safety and Security from March 2019 through 2021.

New in FY2023

Prior to joining Newmont, Ms. Retallack held several senior roles in Health and Safety, Environment and Security within Rio Tinto from March 2003 to August 2019 and has over 20 years of experience, progressively holding more senior global Health, Safety and Security leadership roles across multiple commodities.

Dropped from FY2022

| | | | | | | | | | | | | | | |

Dropped from FY2022

| Brian Tabolt | | | | | | 41 | | | | | | Interim Chief Financial Officer | | |

Dropped from FY2022

| Nancy Lipson | | | | | | 52 | | | | | | Executive Vice President and General Counsel | | |

Dropped from FY2022

Mr. Tabolt previously served as Molson Coors Beverage Company’s Vice President, Controller and Chief Accounting Officer since 2014.

Dropped from FY2022

Prior to that role, he held other senior management roles within Molson Coors’ Accounting function, including as Senior Director of SEC Reporting and Technical Accounting and Senior Manager Technical Accounting.

Dropped from FY2022

Mr. Tabolt began his career in public accounting with Deloitte, holds Bachelor and Master of Science degrees in Accounting from Pennsylvania State University and is a Certified Public Accountant.

Dropped from FY2022

Ms. Cmil was first elected Executive Vice President, Human Resources in October 2019.

Dropped from FY2022

She served as Senior Vice President, Human Resources since June 2019 after having previously serving as Vice President, Talent Management since February 2018.

Dropped from FY2022

Ms. Cmil joined the Company in 2010 and has held the roles of Group Executive, Human Resources from April 2014 to February 2018, and Senior Director, Human Resources from May 2010 to March 2014.

Dropped from FY2022

Mr. Casper was elected Acting Chief Technology Officer in July 2022 and served in such role until January 2023.1 Mr. Casper previously served as Senior Vice President, Resource Evaluation and Mine Planning since December 2021 and as Vice President, Resource Evaluation and Mine Planning from April 2019.

Dropped from FY2022

He joined Newmont in January 2019 as Group Executive, Strategic Resource Development.

Dropped from FY2022

Prior to joining Newmont, Mr. Casper spent 25 years with Rio Tinto and more recently served as the General Manager for Strategic Production Planning.

Dropped from FY2022

Mr. Casper holds a Bachelor of Science degree in Mine Engineering from the University of Utah.

Dropped from FY2022

Mr. Puna most recently served as CEO of Anglo American’s copper business in Chile since June 2019 and has over 25 years of experience in the mining industry.

Dropped from FY2022

He has worked across a diverse group of commodities and locations that include Australia, Venezuela, the United Kingdom, and Chile.

Dropped from FY2022

Mr. Puna holds a Bachelor of Engineering degree (Mining) from the Ballarat School of Mines in Australia.

Dropped from FY2022

His role was expanded to include Sustainability in September of 2022 to become Executive Vice President and Chief Strategy and Sustainability Officer.

Dropped from FY2022

Ms. Lipson was first elected as Executive Vice President and General Counsel in June 2019, after previously serving as Vice President and Deputy General Counsel since February 2013.

Dropped from FY2022

Prior to that she served as Associate General Counsel and Assistant Secretary since January 2010.

Dropped from FY2022

From July 2005 to January 2010, she was Assistant General Counsel.

Dropped from FY2022

Prior to joining the Company in July 2005 she was Senior Counsel for Sports Authority and for Qwest Communications.

Dropped from FY2022

Ms. Lipson was also an Associate with the law firm of Otten, Johnson, Robinson, Neff & Ragonetti, P.C.

Dropped from FY2022

Mr. Cage was elected Interim Controller and Chief Accounting Officer in November 2022.

Dropped from FY2022

Mr. Cage holds a Bachelor of Science degree in Accounting from Messiah University and is a Certified Public Accountant-Inactive in the State of Colorado.

Item 11. EXECUTIVE COMPENSATION

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders and is incorporated herein by reference.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

6 rewritten, 0 added, 3 removed, 11 unchanged

Rewritten

Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders and incorporated herein by reference.

Rewritten

The following table sets forth at December 31, [removed: 2022] [added: 2023] information regarding Newmont’s Common Stock that may be issued under Newmont’s equity compensation plans:

Rewritten

| Equity compensation plans approved by security holders (2) | | | | | | [removed: 2,948,539] [added: 3,296,102] | | | [removed: (3)] | | | [removed: 46.3304] [added: —] | | | | | | [removed: 22,721,107] [added: 21,472,946] | | | [removed: (4)] [added: (3)] | | |

Rewritten

(1)The weighted average exercise price does not take into account the shares issuable upon vesting of restricted stock units, performance leveraged stock [removed: units or strategic stock] units.

Rewritten

There are currently [removed: 22,721,107] [added: 21,472,946] shares registered and available to grant under the 2020 Stock Incentive Plan.

Rewritten

[removed: (4)Securities] [added: (3)Securities] remaining available for future issuance under the 2020 Stock Incentive Plan.

Dropped from FY2022

(3)This balance includes outstanding RSUs exchanged for Newmont awards (“Substitute Awards”) upon acquisition of Goldcorp, Inc. (“Goldcorp”) in 2019.

Dropped from FY2022

These Substitute Awards do not count against Newmont’s plan balance pursuant to paragraphs 2(ww) and 4(b) (vi) of Newmont’s 2020 Stock Incentive Plan.

Dropped from FY2022

This balance does not include the Substitute Awards, as they are excluded from Newmont’s plan balance pursuant to paragraphs 2(ww) and 4(b)(vi) of Newmont’s 2020 Stock Incentive Compensation Plan.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders and incorporated herein by reference.

Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

1 rewritten, 0 added, 0 removed, 1 unchanged

Rewritten

Information concerning this item is contained in Newmont’s definitive Proxy Statement, filed pursuant to Regulation 14A promulgated under the Securities Exchange Act of 1934 for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders and incorporated herein by reference.

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

83 rewritten, 40 added, 2 removed, 132 unchanged

Rewritten

(1)The Consolidated Financial Statements, together with the reports of the independent auditors thereon dated February [removed: 23, 2023,] [added: 29, 2024,] are included as part of Item 8, Financial Statements and Supplementary Data.

Rewritten

| [Reports of Independent Registered Public Accounting [removed: Firms](#i2d17b310f5b549aca71eb52c29055740_199)] [added: Firms](#ie307b7f42be4454998f44b456109c9aa_238)] | | | [removed: [113](#i2d17b310f5b549aca71eb52c29055740_199)] [added: [127](#ie307b7f42be4454998f44b456109c9aa_238)] | | |

Rewritten

| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i2d17b310f5b549aca71eb52c29055740_208)] [added: (Loss)](#ie307b7f42be4454998f44b456109c9aa_247)] | | | [removed: [118](#i2d17b310f5b549aca71eb52c29055740_208)] [added: [132](#ie307b7f42be4454998f44b456109c9aa_247)] | | |

Rewritten

| [Consolidated Statements of Cash [removed: Flows](#i2d17b310f5b549aca71eb52c29055740_211)] [added: Flows](#ie307b7f42be4454998f44b456109c9aa_253)] | | | [removed: [120](#i2d17b310f5b549aca71eb52c29055740_211)] [added: [134](#ie307b7f42be4454998f44b456109c9aa_253)] | | |

Rewritten

| [Consolidated Statements of Changes in [removed: Equity](#i2d17b310f5b549aca71eb52c29055740_217)] [added: Equity](#ie307b7f42be4454998f44b456109c9aa_256)] | | | [removed: [122](#i2d17b310f5b549aca71eb52c29055740_217)] [added: [136](#ie307b7f42be4454998f44b456109c9aa_256)] | | |

Rewritten

| [Notes to Consolidated Financial [removed: Statements](#i2d17b310f5b549aca71eb52c29055740_220)] [added: Statements](#ie307b7f42be4454998f44b456109c9aa_259)] | | | [removed: [123](#i2d17b310f5b549aca71eb52c29055740_220)] [added: [137](#ie307b7f42be4454998f44b456109c9aa_259)] | | |

Rewritten

| [removed: 1.1] [added: 4.12] | | | [added: \-] | | | [removed: [Underwriting Agreement,] [added: [Fifth Supplemental Indenture,] dated [added: as of] December [removed: 6,] [added: 20,] 2021, among the Company, the Guarantor and [removed: BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of] the [removed: several Underwriters named therein.] [added: Trustee.] Incorporated by reference to Exhibit [removed: 1.1] [added: 4.2] to Registrant’s Form 8-K filed with the Securities and Exchange Commission on December [removed: 7, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000110465921146923/tm2133737d4_ex1-1.htm).] [added: 21, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000110465921152155/tm2135846d1_ex4-2.htm).] | | | | | |

Rewritten

| 3.1 | | | \- | | | [removed: [Amended] [added: [Second Amended] and Restated Certificate of Incorporation of Registrant, dated [removed: April 17, 2019.] [added: November 3, 2023.] Incorporated by reference to Exhibit 3.1 to Registrants’ Form 8-K filed with the Securities and Exchange Commission on [removed: April 22, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000110465919022663/a19-7870_6ex3d1.htm)] [added: November 6, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000110465923114506/tm2329893d1_ex3-1.htm)] | | | | | |

Rewritten

| 3.2 | | | \- | | | [removed: [Certificate] [added: [By-Laws] of [removed: Amendment to] the [removed: Amended] [added: Registrant's amended] and [removed: Restated Certificate] [added: restated as] of [removed: Incorporation, dated] January [removed: 6, 2020.] [added: 17, 2023.] Incorporated by reference to Exhibit [removed: 3.1] [added: 3.2] to Registrant’s Form 8-K filed with the Securities and Exchange Commission on January [removed: 6, 2020.](http://www.sec.gov/Archives/edgar/data/1164727/000110465920001511/tm201258d1_ex3-1.htm)] [added: 18, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001164727/000110465923004649/tm233709d1_8k.htm)] | | | | | |

Rewritten

| [removed: 3.3] [added: 2.1] | | | \- | | | [removed: [By-Laws] [added: [Scheme Implementation Deed, dated as] of [added: May 15, 2023, by and among] the [removed: Registrant amended] [added: Registrant, Newmont Overseas Holdings Pty Ltd] and [removed: restated as of January 17, 2023.] [added: Newcrest Mining Limited.] Incorporated by reference to Exhibit [removed: 3.2] [added: 2.1] to [added: the] Registrant’s Form 8-K filed with the Securities and Exchange Commission on [removed: January 17, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001164727/000110465923004649/tm233709d1_8k.htm)] [added: May 15, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001164727/000110465923060865/tm2315741d1_8k.htm)] | | | | | |

Rewritten

| 4.1 | | | \- | | | [Indenture, dated as of March 22, 2005, among [added: the] Registrant, Newmont USA Limited and Citibank, N.A. [added: (including the form of notes and form of guarantee under Article 2 thereof).] Incorporated by reference to Exhibit 4.1 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on March 22, 2005](http://www.sec.gov/Archives/edgar/data/1164727/000095012705000169/exh_4-1.txt). | | | | | |

Rewritten

| 4.5 | | | \- | | | [First Supplemental Indenture, dated September 18, 2009, among Registrant, Newmont USA Limited and The Bank of New York Mellon Trust Company, N.A., as trustee (including form of [removed: 5.125% Senior Note due 2019, form of] 6.250% Senior Note due 2039, and forms of Guaranty for the [removed: 2019 Notes and] 2039 Notes). Incorporated by reference to Exhibit 4.2 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on September 18, 2009.](http://www.sec.gov/Archives/edgar/data/1164727/000095012309044097/c90316exv4w2.htm) | | | | | |

Rewritten

| 4.6 | | | \- | | | [Second Supplemental Indenture, dated March 8, 2012, among Registrant, Newmont USA Limited and The Bank of New York Mellon Trust Company, N.A., as trustee (including form of [removed: 3.500% Senior Note due 2022 and form of] 4.875% Senior Note due 2042, and forms of Guaranty for the [removed: 2022 Notes and] 2042 Notes). Incorporated by reference to Exhibit 4.2 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on March 9, 2012](http://www.sec.gov/Archives/edgar/data/1164727/000119312512104369/d313058dex42.htm). | | | | | |

Rewritten

| [removed: 4.8] [added: 4.1] | | | \- | | | [Fourth Supplemental Indenture, dated as of March 18, 2020, among the Company, The Guarantor and the Trustee. Incorporated by reference to Exhibit 4.2 to Registrant's Form 8-K filed with the Securities and Exchange Commission on March 18, 2020](https://www.sec.gov/Archives/edgar/data/1164727/000110465920035541/tm2012943d1_ex4-2.htm). | | | | | |

Rewritten

| [removed: 4.9] [added: 4.11] | | | \- | | | [Form of 2.250% Notes due 2030 (included as Exhibit A of Exhibit 4.8). Incorporated by reference to Exhibit 4.2 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on March 18, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000110465920035541/tm2012943d1_ex4-2.htm) | | | | | |

Rewritten

| [removed: 4.10] [added: 4.9] | | | \- | | | [removed: [Form] [added: [F](https://www.sec.gov/Archives/edgar/data/1164727/000141057819001253/tv529458_ex4-2.htm)[orm] of Guaranty for the [removed: 2.250%] [added: 2.800% Senior] Notes due [removed: 2030] [added: 2029] (included as Exhibit A of Exhibit [removed: 4.2).] [added: 4.7).] Incorporated by reference to Exhibit 4.2 to [added: the] Registrant’s Form 8-K filed with the Securities and Exchange Commission on [removed: March 18, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000110465920035541/tm2012943d1_ex4-2.htm)] [added: September 16, 2019.](https://www.sec.gov/Archives/edgar/data/1164727/000141057819001253/tv529458_ex4-2.htm)] | | | | | |

Rewritten

| [removed: 4.11] [added: 4.13] | | | [added: \-] | | | [removed: [Fifth Supplemental Indenture, dated] [added: [Form of 2.600% Sustainability-Linked Senior Notes due 2032 (included] as [added: Exhibit A] of [removed: December 20, 2021, among the Company, the Guarantor and the Trustee.] [added: Exhibit 4.11).] Incorporated by reference to Exhibit 4.2 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on December 21, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000110465921152155/tm2135846d1_ex4-2.htm). | | | | | |

Rewritten

| [removed: 4.12] [added: 4.8] | | | [added: \-] | | | [Form of [removed: 2.600% Sustainability-Linked] [added: 2.800%] Senior Notes due [removed: 2032] [added: 2029] (included as Exhibit A of Exhibit [removed: 4.11).] [added: 4.7).] Incorporated by reference to Exhibit 4.2 to [added: the] Registrant’s Form 8-K filed with the Securities and Exchange Commission on [removed: December 21, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000110465921152155/tm2135846d1_ex4-2.htm).] [added: September 16, 2019.](https://www.sec.gov/Archives/edgar/data/1164727/000141057819001253/tv529458_ex4-2.htm)] | | | | | |

Rewritten

| [removed: 4.13] [added: 4.17] | | | [added: \-] | | | [Form of [removed: Guaranty for the 2.600% Sustainability-Linked Senior] [added: 3.250%] Notes due [removed: 2032] [added: 2030] (included as [removed: Exhibit A of] [added: Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [A](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [of] Exhibit [removed: 4.11).] [added: 4.16).] Incorporated by reference to [removed: Exhibit 4.2 to] [added: Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [4.1](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [to] Registrant’s Form 8-K filed with the Securities and Exchange Commission [removed: on December 21, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000110465921152155/tm2135846d1_ex4-2.htm)] [added: on](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [December](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [28](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)] | | | | | |

Rewritten

| [removed: 4.15] [added: 4.21] | | | \- | | | [Description of Securities of Registrant registered under Section 12 of the Securities Exchange Act of 1934, as amended, filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000011/q42022exhibit412.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit412.htm)] | | | | | |

Rewritten

| 10.1* | | | \- | | | [2005 Stock Incentive Plan, amended and restated effective October 26, 2005. Incorporated by reference to Exhibit 10.1 [removed: of] [added: to the] Registrant’s Form 8-K filed with the Securities and Exchange Commission on October 31, 2005.](http://www.sec.gov/Archives/edgar/data/1164727/000119312505212127/dex101.htm) | | | | | |

Rewritten

| 10.3* | | | \- | | | [2020 Stock Incentive Plan. Incorporated by reference to Annex A of [added: the] Registrant's Schedule 14A filed with the Securities and Exchange Commission on March 6, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000120677420000729/nem3728941-def14a.htm#ANNEXA121) | | | | | |

Rewritten

| 10.4* | | | \- | | | [Form of Award Agreement used for non-employee Directors to grant director stock units pursuant to the 2005 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 of [added: the] Registrant’s Form 8-K filed with the Securities and Exchange Commission on June 17, 2005.](http://www.sec.gov/Archives/edgar/data/1164727/000119312505127271/dex101.htm) | | | | | |

Rewritten

| 10.5* | | | \- | | | [Form of Award Agreement used for non-employee Directors to grant director stock units pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.8 to [added: the] Registrant’s [removed: Quarterly Report on] Form 10-Q for the period ended June 30, 2013, filed with the Securities and Exchange Commission on July 26, 2013.](http://www.sec.gov/Archives/edgar/data/1164727/000119312513303560/d566986dex108.htm) | | | | | |

Rewritten

| 10.6* | | | \- | | | [Form of Global 2018 Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.23 [removed: of] [added: to the] Registrant’s Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on February 21, 2019.](http://www.sec.gov/Archives/edgar/data/1164727/000155837019000806/nem-20181231ex10236e755.htm) | | | | | |

Rewritten

| 10.7* | | | \- | | | [Form of Global 2019 Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.16 [removed: of] [added: to the] Registrants Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission on February 20, 2020](https://www.sec.gov/Archives/edgar/data/1164727/000155837020001041/ex-10d16.htm). | | | | | |

Rewritten

| 10.8* | | | \- | | | [Offer of Director Stock Units to Australian Resident Directors regarding the grant of Director Stock Units under the Registrant’s 2013 Stock Incentive Plan to eligible Australian resident directors of Registrant. Incorporated by reference to Exhibit 10.24 [removed: of] [added: to the] Registrant’s Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on February 21, 2019](http://www.sec.gov/Archives/edgar/data/1164727/000155837019000806/nem-20181231ex1024ed527.htm). | | | | | |

Rewritten

| 10.9* | | | \- | | | [Form of Global 2020 Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant's 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.3 to [added: the] Registrant's [removed: Quarterly Report on] Form 10-Q for the period ended March 31, 2020, filed with the Securities and Exchange Commission on May 5, 2020](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit103.htm). | | | | | |

Rewritten

| 10.10* | | | \- | | | [Form of Global 2020 Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant’s 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.3 to [removed: Registrants Quarterly Report on] [added: the Registrant's] Form 10-Q for the period ended June 30, 2020, filed with the Securities and Exchange Commission on July 30, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit103.htm) | | | | | |

Rewritten

| 10.11* | | | \- | | | [Form of Global 2022 Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant's 2020 Stock Incentive Plan, filed herewith. Incorporated by reference to Exhibit 10.3 of [added: the] Registrant’s Form 10-Q for the period ending March 31, 2022, filed with the Securities and Exchange Commission on April 22, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000017/q12022exhibit103.htm) | | | | | |

Rewritten

| [removed: 10.12*] [added: 10.14*] | | | \- | | | [removed: [2019] [added: [2020] Form of Award Agreement used globally to grant restricted stock units, pursuant to [removed: Registrant’s] [added: Registrant's] 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 [added: Registrant's Form 10-Q 2020 Form] of [removed: Registrant’s] [added: Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 Registrant's] Form 10-Q for the period ending March 31, [removed: 2019,] [added: 2020,] filed with the Securities and Exchange Commission on [removed: April 25, 2019](http://www.sec.gov/Archives/edgar/data/1164727/000155837019003261/nem-20190331ex102a90131.htm).] [added: May 5, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit102.htm)] | | | | | |

Rewritten

| 10.13* | | | \- | | | [removed: [2019] [added: [2020] Form of Award Agreement used for Executive Officers to grant performance leveraged stock units, pursuant to Registrant’s 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 [removed: of Registrant’s] [added: to Registrant's] Form 10-Q for the period ending March 31, [removed: 2019,] [added: 2020,] filed with the Securities and Exchange Commission on [removed: April 25, 2019](http://www.sec.gov/Archives/edgar/data/1164727/000155837019003261/nem-20190331ex101959d06.htm).] [added: May 5, 2020](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit101.htm).] | | | | | |

Rewritten

| [removed: 10.14*] [added: 10.15*] | | | \- | | | [2020 Form of Award Agreement used for Executive Officers to grant performance leveraged stock units, pursuant to Registrant’s [removed: 2013] [added: 2020] Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 to [added: the] Registrant's Form 10-Q for the period ending [removed: March 31,] [added: June 30,] 2020, filed with the Securities and Exchange Commission on [removed: May 5, 2020](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit101.htm).] [added: July 20, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit101.htm)] | | | | | |

Rewritten

| [removed: 10.15*] [added: 10.16*] | | | \- | | | [2020 Form of Award Agreement used globally to grant restricted stock units, pursuant to [removed: Registrant's 2013 Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 Registrant's Form 10-Q] [added: Registrant’s] 2020 [removed: Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2013] Stock Incentive Plan. Incorporated by reference to Exhibit 10.2 [added: to the] Registrant's Form 10-Q for the period ending [removed: March 31, 2020, filed with the Securities and Exchange Commission on May 5, 2020. the period ending March 31,] [added: June 30,] 2020, filed with the Securities and Exchange Commission on [removed: May 5, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000132/q12020exhibit102.htm)] [added: July 20, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit102.htm)] | | | | | |

Rewritten

| [removed: 10.16*] [added: 10.18*] | | | \- | | | [removed: [2020] [added: [2022] Form of Award Agreement used for Executive Officers to grant performance [removed: leveraged] stock units, pursuant to [removed: Registrant’s] [added: Registrant's] 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.1 [removed: of Registrant's] [added: to the Registrant’s] Form 10-Q for the period ending [removed: June 30, 2020,] [added: March 31, 2022,] filed with the Securities and Exchange Commission on [removed: July 20, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit101.htm)] [added: April 22, 2022.](https://www.sec.gov/Archives/edgar/data/1164727/000116472722000017/q12022exhibit101.htm)] | | | | | |

Rewritten

| [removed: 10.17*] [added: 10.22*] | | | \- | | | [removed: [2020] [added: [2023] Form of Award Agreement used globally to grant restricted stock units, pursuant to [removed: Registrant’s] [added: Registrant's] 2020 Stock Incentive Plan. Incorporated by reference to Exhibit [removed: 10.2 of Registrant's] [added: 10.4 to the Registrant’s] Form 10-Q for the period ending [removed: June 30, 2020,] [added: March 31, 2023,] filed with the Securities and Exchange Commission on [removed: July 20, 2020.](https://www.sec.gov/Archives/edgar/data/1164727/000116472720000178/q22020exhibit102.htm)] [added: April 27, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000021/q12023exhibit104.htm)] | | | | | |

Rewritten

| [removed: 10.18*] [added: 10.17*] | | | \- | | | [2021 Form of Award Agreement used for Executive Officers to grant performance stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.4 to Registrant’s Form 10-Q for the period ended March 31, 2021, filed with the Securities and Exchange Commission on April 29, 2021.](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit104.htm) | | | | | |

Rewritten

| 10.19* | | | \- | | | [removed: [2022] [added: [2023] Form of Award Agreement used for Executive Officers to grant performance stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit [removed: 10.1 of] [added: 10.3 to the] Registrant’s Form 10-Q for the period ending March 31, [removed: 2022,] [added: 2023,] filed with the Securities and Exchange Commission on April [removed: 22, 2022.](https://www.sec.gov/Archives/edgar/data/1164727/000116472722000017/q12022exhibit101.htm)] [added: 27, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000021/q12023exhibit103.htm)] | | | | | |

Rewritten

| 10.20* | | | \- | | | [2021 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.5 to [added: the] Registrant’s Form 10-Q for the period ended March 31, 2021, filed with the Securities and Exchange Commission on April 29, 2021](https://www.sec.gov/Archives/edgar/data/1164727/000116472721000114/q12021exhibit105.htm). | | | | | |

Rewritten

| 10.21* | | | \- | | | [2022 Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2020 Stock Incentive Plan, filed herewith. Incorporated by reference to Exhibit 10.2 [removed: of] [added: to the] Registrant’s Form 10-Q for the period ending March 31, 2022, filed with the Securities and Exchange Commission on April 22, 2022.](https://www.sec.gov/Archives/edgar/data/0001164727/000116472722000017/q12022exhibit102.htm) | | | | | |

New in FY2023

| [Consolidated Statements of Operations](#ie307b7f42be4454998f44b456109c9aa_244) | | | [131](#ie307b7f42be4454998f44b456109c9aa_244) | | |

New in FY2023

| [Consolidated Balance Sheets](#ie307b7f42be4454998f44b456109c9aa_250) | | | [133](#ie307b7f42be4454998f44b456109c9aa_250) | | |

New in FY2023

| 2.2 | | | \- | | | [First Letter Deed, dated as of September 4, 2023, by and among the Registrant, Newmont Overseas Holdings Pty Ltd and Newcrest Mining Limited. Incorporated by reference to Annex A-II of the Registrant’s Schedule 14A filed with the Securities and Exchange Commission on September 5, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000110465923098309/tm2314601-4_defm14a.htm) | | | | | |

New in FY2023

| 2.3 | | | \- | | | [Second Letter Deed, dated as of October 12, 2023, by and among the Registrant, Newmont Overseas Holdings Pty Ltd and Newcrest Mining Limited. Incorporated by reference to Exhibit 2.2 to the Registrant’s Form 10-Q filed with the Securities and Exchange Commission on October 26, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000039/q32023exhibit22.htm) | | | | | |

New in FY2023

| 4.15 | | | \- | | | [Form of 5.450% Notes due 2044 (included as Exhibit C of Exhibit 4.14). Incorporated by reference to Exhibit 4.1 to Registrant’s Form 8-K filed with the Securities and Exchange Commission on April 23, 2019.](https://www.sec.gov/Archives/edgar/data/1164727/000110465919023117/a19-7870_7ex4d1.htm#Exhibit4_1_034832) | | | | | |

New in FY2023

| 4.16 | | | \- | | | [Indenture, dated as of December](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [28](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[, 2023, by and among Registrant, Newcrest Finance Pty](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [Limited, Newmont USA Limited and The Bank of New York Mellon Trust Company, N.A. Incorporated by reference to Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [4.1](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [to the Registrant’s Form 8-K filed with the Securities and Exchange Commission on December](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [28](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[, 2023](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[.](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) | | | | | |

New in FY2023

| 4.18 | | | \- | | | [Form of 5.75% Notes due 2041 (included as Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [B](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [of Exhibit 4.16). Incorporated by reference to Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [4.1](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [to Registrant’s Form 8-K filed with the Securities and Exchange Commission on December](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [28](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) | | | | | |

New in FY2023

| 4.19 | | | \- | | | [Form of 4.200% Notes due 2050 (included as Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [C](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [of Exhibit 4.16). Incorporated by reference to Exhibit](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [4.1](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [to Registrant’s Form 8-K filed with the Securities and Exchange Commission on December](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) [28](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[, 2023](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm)[.](https://www.sec.gov/Archives/edgar/data/1164727/000110465923130194/tm2333727d1_ex4-1.htm) | | | | | |

New in FY2023

| 4.20 | | | \- | | | Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of holders of certain long-term debt are not filed. The Registrant agrees to furnish copies thereof to the Securities and Exchange Commission upon request. | | | | | |

New in FY2023

| 10.12* | | | \- | | | [2023 Form of Director Stock Unit Award Agreement to grant director stock units, pursuant to Registrant's 2020 Stock Incentive Plan. Incorporated by reference to Exhibit 10.5 of the Registrant’s Form 10-Q for the period ending March 31, 2023, filed with the Securities and Exchange Commission on April 27, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000021/q12023exhibit105.htm) | | | | | |

New in FY2023

| 10.53 | | | \- | | | [Second Amendment Agreement, dated as of April 14, 2023, to the Credit Agreement, dated as of April 4, 2019, among the Registrant as borrower, and the lenders party thereto, and Citibank N.A., as administrative agent. Incorporated by reference to Exhibit 10.6 to Registrant's Form 10-Q for the period ended March 31, 2023 filed with the Securities and Exchange Commission on April 27, 2023.](https://www.sec.gov/Archives/edgar/data/1164727/000116472723000021/q12023exhibit106.htm) | | | | | |

New in FY2023

| 10.54 | | | \- | | | [Amended and Restat](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm)[ed Credit](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [Agreement, dated as of](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [February 15, 2024](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm)[, to the Credit Agreement, dated as of April 4, 2019, among the Registrant as borrower,](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [the lenders](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [issuing](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [banks](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [party thereto, and Citibank N.A., as administrative agent. Incorporated by reference to Exhibit 10.](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm)[1](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [to Registrant's](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [Form 8-K](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [filed with the Securities and Exchange Commission on](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) [](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm)[February 22](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm)[, 2024.](https://www.sec.gov/Archives/edgar/data/1164727/000110465924026228/tm246653d1_ex10-1.htm) | | | | | |

New in FY2023

| 10.56 | | | \- | | | [Newmont Section 16 Officer and Senior Executive Short-Term Incentive Program,](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1056.htm) [effective January 1, 2023](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1056.htm)[, as](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1056.htm) [a](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1056.htm)[mended](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1056.htm)[, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1056.htm) | | | | | |

New in FY2023

| 10.57 | | | \- | | | [202](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1057.htm)[4](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1057.htm) [Form of Award Agreement used globally to grant restricted stock units, pursuant to Registrant's 2020 Stock Incentive Plan](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1057.htm)[, filed he](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1057.htm)[rewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1057.htm) | | | | | |

New in FY2023

| 10.58 | | | \- | | | [2024 Form of Award Agreement used globally to grant](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1058.htm) [off](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1058.htm) [cycle](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1058.htm) [restricted stock units, pursuant to Registrant's 2020 Stock Incentive Plan, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1058.htm) | | | | | |

New in FY2023

| 10.59 | | | \- | | | [2024](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1059.htm) [Form of Award Agreement used for Executive Officers to grant performance stock units, pursuant to Registrant's 2020 Stock Incentive Plan](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1059.htm)[,](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1059.htm) [filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit1059.htm) | | | | | |

New in FY2023

| 22 | | | \- | | | [Guarantor Subsidiaries of Newmont Corporation and issuers of guaranteed securities, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit22.htm) | | | | | |

New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

| 96.6 | | | \- | | | [Cadia](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm) [Operations](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm)[,](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm) [Australia](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm)[,](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm) [Technical Report Summary, effective as of December 31, 202](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm)[3](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm)[, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit966-cadiaoperatio.htm) | | | | | |

New in FY2023

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New in FY2023

| 96.7 | | | \- | | | [Lihir](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm) [Operations](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm)[,](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm) [](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm)[Papua New Guinea](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm)[,](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm) [Technical Report Summary, effective as of December 31, 202](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm)[3](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm)[, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/exhibit967-lihiroperatio.htm) | | | | | |

New in FY2023

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New in FY2023

| 97.1 | | | \- | | | [Newmont Corporation Policy for the Recovery of Erroneously Awarded Compensation, filed herewith.](https://www.sec.gov/Archives/edgar/data/1164727/000116472724000016/q42023exhibit971.htm) | | | | | |

New in FY2023

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New in FY2023

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New in FY2023

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Dropped from FY2022

| [Consolidated Statements of Operations](#i2d17b310f5b549aca71eb52c29055740_205) | | | [117](#i2d17b310f5b549aca71eb52c29055740_205) | | |

Dropped from FY2022

| [Consolidated Balance Sheets](#i2d17b310f5b549aca71eb52c29055740_214) | | | [119](#i2d17b310f5b549aca71eb52c29055740_214) | | |

An excerpt. Shown here: 40 of 83 rewritten, all 40 added and all 2 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES in the FY2023 filing and the FY2022 filing.

Item 16. FORM 10-K SUMMARY

11 rewritten, 11 added, 7 removed, 49 unchanged

Rewritten

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February [removed: 23, 2023.][added: 29, 2024.]

Rewritten

| [removed: *] | | | | | | [removed: Interim] [added: Mark D. Ebel *Interim] Chief [removed: Financial Officer] [added: Legal Officer*] | | |

Rewritten

| [removed: Brian C. Tabolt] [added: Karyn F. Ovelmen] | | | | | | (Principal Financial Officer) | | |

Rewritten

| José Manuel [removed: Madero*] [added: Madero Garza*] | | | | | | Director | | |

Rewritten

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

Rewritten

| Balance at beginning of year | | | $ | [removed: 3,791] [added: 3,994] | | | | | $ | [removed: 3,418] [added: 3,791] | | | | | $ | [removed: 3,112] [added: 3,418] | |

Rewritten

| Additions due to acquisition of [removed: Goldcorp] [added: Newcrest] | | | [removed: —] [added: 300] | | | | | | — | | | | | | [removed: 86] [added: —] | | |

Rewritten

| Additions to deferred income tax expense | | | [removed: 370] [added: 565] | | | | | | [removed: 769] [added: 370] | | | | | | [removed: 372] [added: 769] | | |

Rewritten

| Reduction of deferred income tax expense | | | [removed: (109)] [added: (207)] | | | | | | [removed: (350)] [added: (109)] | | | | | | [removed: (186)] [added: (350)] | | |

Rewritten

| Additions and reductions reflected in other components of the financial statements | | | [removed: (58)] [added: —] | | | | | | [removed: (46)] [added: (58)] | | | | | | [removed: 34] [added: (46)] | | |

Rewritten

| Balance at end of year | | | $ | [removed: 3,994] [added: 4,652] | | | | | $ | [removed: 3,791] [added: 3,994] | | | | | $ | [removed: 3,418] [added: 3,791] | |

New in FY2023

| | | | By: | | | /s/ MARK D. EBEL | | |

New in FY2023

| | | | | | | February 29, 2024 | | |

New in FY2023

| * | | | | | | Executive Vice President and Chief Financial Officer | | |

New in FY2023

| * | | | | | | Group Head - Accounting | | |

New in FY2023

| Philip Aiken, AM* | | | | | | Director | | |

New in FY2023

| Sally-Anne Layman* | | | | | | Director | | |

New in FY2023

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New in FY2023

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New in FY2023

| *By: | | | /s/ MARK D. EBEL | | | | | |

New in FY2023

| | | | Mark D. Ebel *Attorney-in-Fact* | | | | | |

New in FY2023

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Dropped from FY2022

| | | | By: | | | /s/ NANCY LIPSON | | |

Dropped from FY2022

| | | | | | | Nancy Lipson *Executive Vice President and General Counsel* | | |

Dropped from FY2022

| | | | | | | February 23, 2023 | | |

Dropped from FY2022

| * | | | | | | Interim Chief Accounting Officer | | |

Dropped from FY2022

| *By: | | | /s/ NANCY LIPSON | | | | | |

Dropped from FY2022

| | | | Nancy Lipson *Attorney-in-Fact* | | | | | |

Dropped from FY2022

| Re-classification to Assets Held for Sale | | | — | | | | | | — | | | | | | — | | |