EARLY WARNING NEWS RELEASE PURSUANT TO
NATIONAL INSTRUMENTS 62-103 AND 62-104

NEW YORK, NY, Nov. 7, 2022 /CNW/ – Camac Partners, LLC (“Camac“) issues this press release pursuant to Part 3 of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Rules and Part 5 of National Instrument 62-104 – Take-Over Bids and Issuer Bids in respect of Gold Reserve Inc. (the “Issuer“).

Camac announced today that it has entered into a memorandum of agreement (the “Memorandum of Agreement“) between Camac, Camac Fund, LP and Camac Fund II, LP (collectively, the Camac Group“) and the Issuer pursuant to which the Issuer has agreed to increase the size of its board of directors (the “Board“) by one and appoint James Tunkey (the “New Director“) as a director for a term expiring on the completion of the upcoming 2022 annual meeting of shareholders of the Issuer set to be held on November 17, 2022 (the “2022 Annual Meeting“), unless he is elected at the 2022 Annual Meeting. Immediately following the appointment of the New Director, the Board will be composed of eight directors. A. Douglas Belanger will not stand for re-election at the 2022 Annual Meeting and shall no longer be a director effective as of the 2022 Annual Meeting. The Board shall be fixed at seven directors for purposes of the 2022 Annual Meeting, consisting of James H. Coleman, Rockne J. Timm, James P. Geyer, Robert A. Cohen, James Michael Johnston, Yves M. Gagnon and the New Director and shall not thereafter exceed seven directors until the date that is the earlier of May 17, 2023 and 45 days prior to the Issuer’s 2023 annual meeting of shareholders, which the Issuer shall hold no later than the first anniversary of the 2022 Annual Meeting.

Subject to the restrictions and limitations of the Camac Group set forth in the Memorandum of Agreement, as further described in the early warning report on Form 62-103F1 – Required Disclosure under the Early Warning Requirements (the “Early Warning Report“) to be filed by Camac on the Issuer’s profile on www.sedar.com, Camac may from time to time and in accordance with applicable law: (a) in the open market, in privately negotiated transactions or otherwise, acquire additional Class A common shares (“Shares“) or other securities of the Issuer; (b) dispose of or transfer, to any person or entity, all or a portion of the Shares that Camac now owns or may hereafter acquire; (c) engage in any hedging or similar transactions with respect to the securities of the Issuer; (d) make or propose a corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (e) propose a change in the Board or management of the Issuer; (f) solicit proxies from securityholders of the Issuer; (g) engage in communications with one or more shareholders, officers or directors of the Issuer and other persons regarding any of the matters described in clauses (a) through (f) above. Subject to the restrictions and limitations of the Camac Group set forth in the Memorandum of Agreement, Camac reserves the right to change its intentions and develop plans or proposals with respect to any and all matters referred to in Item 5 of the Early Warning Report at any time, as it deems appropriate, depending on market conditions and other factors material to Camac’s investment decisions.

As of the date hereof, Camac, on behalf of Camac Fund, LP and Camac Fund II, LP, exercises control and direction over 15,406,499 Shares, representing approximately 15.48% of the issued and outstanding Shares.

Camac will file the Early Warning Report in accordance with applicable securities laws, which will be available under the Issuer’s profile at www.sedar.com. The head office of the Issuer is 999 West Riverside Avenue, Suite 401 Spokane, Washington 99201. The address of Camac is 350 Park Avenue, 13th Floor, New York, NY 10016.

For further information and to obtain a copy of the Early Warning Report, please see the Issuer’s profile on the SEDAR website (www.sedar.com) or contact Eric Shahinian, Managing Member of Camac, at (914) 629-8496.

Camac is a private investment advisor founded in 2011 that manages funds for a small number of sophisticated clients focused entirely on unique investment opportunities. We invest around the world in mispriced assets in discrete pockets of opportunity. We pride ourselves on our unique sourcing, flexible mandate, and constant emphasis on overlooked / out-of-favor opportunities. Our investments are long-term in nature and we are focused on compounding capital over several decades rather than months or years.

SOURCE Camac Partners, LLC