Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

On June 29, 2017, Solitario held its Annual Meeting of
Shareholders at which holders of 32,260,325 shares or 83.4%
of the total outstanding shares eligible to vote as of the
record date were present in person or by proxy. The seven
matters identified below were submitted to a vote of the
shareholders. Each proposal is more fully described in
Solitarios definitive proxy statement (the Proxy Statement)
filed with the Securities and Exchange Commission on May
24, 2017.

1. Election of Directors. Six directors
were elected to serve until the next Annual Meeting of
Shareholders or until their successors are elected and
qualified, with each director receiving the votes below:

2. Approval of the Issuance of
Solitario Arrangement Shares. Subject to the
completion of the Plan of Arrangement, the proposal seeking
the approval of the issuance of 19,788,183 shares of
Solitario common stock to be issued to effect the Plan of
Arrangement was approved, with 20,223,777 shares voting for
(98.27% of shares voting), 313,033 shares voting against,
44,201 shares abstaining, and 11,679,314 broker non-votes.

3. Amendment of the 2013 Solitario Exploration
Royalty Corp. Omnibus Stock Incentive Plan. The
First Amendment to the 2013 Plan was approved, with
19,412,538 shares voting for (94.32% of shares voting),
989,295 shares voting against, 179,178 shares abstaining,
and 11,679,314 broker non-votes. As described under Item
5.02 above, a portion of this amendment will not be
effective until the Plan of Arrangement is completed.

4. Approval of Grant of Replacement
Options. Subject to completion of the Plan of
Arrangement, the grant of replacement options for 1,782,428
shares to holders of Zazu options to the Arrangement
Agreement was approved, with 19,592,822 shares voting for
(95.20% of shares voting), 885,372 voting against, 102,817
shares abstaining, and 11,679,314 broker non-votes.

5. Name Change to Solitario Zinc Corp.
Subject to completion of the Plan of Arrangement, the
approval of an amendment to Solitarios Articles of
Incorporation to change the name of the corporation to
Solitario Zinc Corp. was approved, with 29,784,552 shares
voting for (98.06% of shares voting), 578,520 voting
against, 13,331 shares abstaining, and 1,883,992 broker
non-votes.

6. Advisory Vote on Executive
Compensation. The shareholders approved the
following resolution with 19,739,858 shares voting for
(95.91% of shares voting), 841,153 shares voting against,
and 11,679,314 broker non-votes:

RESOLVED THAT: Solitario shareholders
approve the compensation of Solitarios named executive
officers, as disclosed in the Companys proxy statement,
dated May 23, 2017, to the compensation disclosure rules of
the Securities and Exchange Commission set forth in Item
402 of Regulation S-K, including, but not limited to, the
Compensation Discussion and Analysis, the compensation
tables, and any related material disclosed in the proxy
statement for the 2017 annual general meeting.

7. Appointment of Auditors. The
appointment of EKSH LLLC as Solitarios auditors for fiscal
year 2017 was ratified with 32,049,545 shares voting for
(99.35% of shares voting), 35,296 shares voting against,
175,484 shares abstaining, and no broker non-votes.