Headwater Gold Upgrades Trading to OTCQX Best Market

(TheNewswire)

Vancouver, BritishColumbia - TheNewswire - February 17, 2026:  Headwater Gold Inc. (CSE: HWG, OTCQX: HWAUF) (the"Company" or "Headwater") is pleased to announceit has graduated from the OTCQB Venture Market to the OTCQX BestMarket and begins trading on the OTCQX Market today under the symbol“HWAUF”.

The OTCQX Market is designed for established, investor-focused U.S.and international companies. To qualify for OTCQX, companies must meethigh financial standards, follow best practice corporate governance,and demonstrate compliance with applicable securities laws. Graduatingto the OTCQX Market marks an important milestone for companies,enabling them to demonstrate their qualifications and build visibilityamong U.S. investors.

Caleb Stroup, Headwater Gold Inc.’s President and CEO, states:“Our upgrade to theOTCQX underscores the progress we’ve made in building a disciplined,growth-focused company. This upgrade will allow the Company to broadenour shareholder base in the USA, as well as promote greater liquidityas we continue aggressive exploration on our large portfolio of goldproperties in Nevada and Idaho”.

United States investors can find current financial disclosure andReal-Time Level 2 quotes for the Company on www.otcmarkets.com.

ManagementUpdate

Dr. Gregory Dering, the Company’s Vice President of Exploration,will be departing the Company effective February 28, 2026 to pursue anacademic career, having accepted a position as a Research Geologistwith the Nevada Bureau of Mines and Geology (“NBMG”). Dr.Dering’s new role will support research initiatives that benefitNevada’s geological and mining community and align with ongoingfederal and state critical mineral initiatives. The Company very muchappreciates Dr. Dering’s contributions to Headwater’s success andlooks forward to continued collaboration with him and the NBMG inadvancing geoscience and resource development in Nevada.

About HeadwaterGold:

Headwater Gold Inc. (CSE: HWG, OTCQX: HWAUF) is atechnically-driven mineral exploration company focused on exploringfor and discovering high-grade precious metal deposits in the WesternUSA.  Headwater is actively exploring one of the world’s mostwell-endowed, mining-friendly jurisdictions, with a goal of makingworld-class precious metal discoveries.  The Company has a largeportfolio of epithermal vein exploration projects and a technical teamwith diverse experience in capital markets and major mining companies. Headwater is systematically drill-testing several projects in Nevadaand has strategic earn-in agreements with Newmont Corporation on itsSpring Peak and Lodestar projects and OceanaGold Corporation on itsTJ, Jake Creek and Hot Creek projects.  In August 2022 and September2024, Newmont and Centerra acquired strategic equity interests in theCompany, further strengthening Headwater’s explorationcapabilities.

Headwater is part of the NewQuest Capital Group whichis a discovery-driven investment enterprise that builds value throughthe incubation and financing of mineral projects and companies. Further information about NewQuest can be found on its website atwww.nqcapitalgroup.com.

For more information about Headwater, please visit theCompany's website at www.headwatergold.com.

On Behalf of the Board ofDirectors

Caleb Stroup

President and CEO

+1 (775) 409-3197

cstroup@headwatergold.com

For further information, please contact:

Brennan Zerb
Investor Relations Manager
+1 (778) 867-5016
bzerb@headwatergold.com

Forward-LookingStatements:

This news release includes certainforward-looking statements and forward-looking information(collectively, “forward-looking statements”) within the meaning ofapplicable Canadian securities legislation. All statements, other thanstatements of historical fact, included herein including, withoutlimitation, statements regarding future capital expenditures,exploration activities and the specifications, targets, results,analyses, interpretations, benefits, costs and timing of them,anticipated funding of the earn-in projects and the timing thereof,and the anticipated business plans and timing of future activities ofthe Company, are forward-looking statements. Although the Companybelieves that such statements are reasonable, it can give no assurancethat such expectations will prove to be correct. Often, but notalways, forward looking information can be identified by words such as“pro forma”, “plans”, “expects”, “may”, “should”,“budget”, “scheduled”, “estimates”, “forecasts”,“intends”, “anticipates”, “believes”, “potential” orvariations of such words including negative variations thereof, andphrases that refer to certain actions, events or results that may,could, would, might or will occur or be taken or achieved.Forward-looking statements involve known and unknown risks,uncertainties and other factors which may cause the actual results,performance or achievements of the Company to differ materially fromany future results, performance or achievements expressed or impliedby the forward-looking statements. Such risks and other factorsinclude, among others, risks related to the anticipated business plansand timing of future activities of the Company, including theCompany’s exploration plans and the proposed expenditures forexploration work thereon, the ability of the Company to obtainsufficient financing to fund its business activities and plans, therisk that earn-in partners will not elect to obtain any additionalinterest in the earn-in projects in excess of the minimum commitment,the ability of the Company to obtain the required permits, changes inlaws, regulations and policies affecting mining operations, theCompany’s limited operating history, currency fluctuations, titledisputes or claims, environmental issues and liabilities, as well asthose factors discussed under the heading “Risk Factors” in theCompany’s prospectus dated May 26, 2021 and other filings of theCompany with the Canadian Securities Authorities, copies of which canbe found under the Company’s profile on the SEDAR+ website atwww.sedarplus.ca.

Readers are cautioned not to placeundue reliance on forward-looking statements. The Company undertakesno obligation to update any of the forward-looking statements, exceptas otherwise required by law.

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