(Note: This is NOT an IPO. This is a NASDAQ uplisting from the OTCQB Market. The stock also trades on the Canadian Securities Exchange (CSE.) )

(Note: Foremost Lithium Resource & Technology Ltd. changed the structure of its NASDAQ uplisting/public offering to a unit offering of stock and warrants – a revision from a stock-only public offering – in an F-1/A filing dated Aug. 9, 2023. The new terms: up to 909,090 units – each unit consisting of one share of common stock and one warrant to buy one share of common stock – at a price range of $5.00 to $6.00 – to raise $5.0 million. This represents a cut in the public offering’s size from its previous terms of 1.45 million shares at $5.00 to $6.00 to raise $8.0 million. Foremost Lithium Resource & Technology Ltd. says in the Aug. 9, 2023, filing that it intends to offer up to 909,090 pre-funded units to certain purchasers – see the prospectus for details.)  

Foremost Lithium Resource & Technology Ltd. is an exploration stage lithium mining company. (Incorporated in British Columbia)

We are an exploration stage lithium mining company with properties located in Manitoba, Canada. We control exploration stage lithium properties in the Snow Lake region of Manitoba encompassing over 43,000 acres (17,500 hectares) consisting of 78 mineral claims, which are referred to herein as the Zoro Property, the Jean Lake Property, the Grass River Property, the Peg North Property, and the Jol Property. We collectively refer to our Zoro, Jean Lake, Grass River and Peg North Properties, which we consider to be our material properties, as our Lithium Lane Properties; we consider the Jol Property and our Winston Property to be non-core properties. We seek to become one of the first North American companies to produce high quality SC6 that could be used to produce battery-grade lithium hydroxide (“LiOH”). LiOH is a strategic battery mineral mainly used as a component in the production of lithium-ion (“Li-ion”) batteries. Li-ion batteries power the daily use of consumer electronics, enable electrification of the transportation sector, and provide stationary grid storage, which is critical to meeting the needs of the electric vehicle industry.

Our primary focus is conducting discovery exploration for lithium at our Lithium Lane Properties. We are strategically located to supply the United States (“U.S.”) “Auto Alley,” from Michigan to the southern U.S., and the European battery market via our nearby access to the Hudson Bay Railway and the Port of Churchill. With access to renewable hydroelectric energy produced in Manitoba, we believe we have the potential to be a supplier in North American mined lithium with the benefit of hydroelectric power, substantially all of which is produced from sustainable, local sources.

**Note: Revenue and net income figures are in U.S. dollars for the year that ended March 31, 2023.

**Note: “On July 5, 2023, we effected the Share Consolidation of our issued and outstanding common shares at a ratio of 1-for-50. Following the Share Consolidation, each 50 of our issued and outstanding common shares were automatically converted into one issued and outstanding post-consolidation common share, without any change in par value per share. Each fractional common share remaining after consolidation that is less than 1/2 of a common share shall be cancelled and each fractional common share that is at least 1/2 of a common share shall be rounded up to one whole common share. No cash consideration will be paid in respect of fractional common shares which are cancelled. The Share Consolidation did not affect the number of shares of authorized stock. Our common shares began trading on an adjusted basis giving effect to the Share Consolidation on July 5, 2023.

“The purpose of the Share Consolidation was to allow us to meet the stock price threshold of the listing requirements of the Nasdaq Capital Market.

“Except for our historical financial statements, all option, share, and per share information in this prospectus gives effect to the Share Consolidation.“

(Foremost Lithium Resource & Technology Ltd. priced its downsized IPO – 800,000 units – down from 909,090 units in the prospectus – at $5.00, the assumed IPO price – to raise $4.0 million on Monday night, Aug. 21, 2023. The unit public offering was done in conjunction with Foremost Lithium’s uplisting of its stock to the NASDAQ from the OTCQB Market. The IPO started trading Tuesday, Aug. 22, 2023, on the NASDAQ.)

(Note – Repeated from the top of the company’s IPO Profile with additional  details: Foremost Lithium Resource & Technology Ltd. changed the structure of its NASDAQ uplisting and public offering to a unit offering of stock and warrants – a revision from a stock-only public offering – in an F-1/A filing dated Aug. 9, 2023. The new terms: up to 909,090 units – each unit consisting of one share of common stock and one warrant to buy one share of common stock – at a price range of $5.00 to $6.00 – to raise $5.0 million. This represents a 37.5 percent cut in the public offering’s size from its initial terms of 1.45 million shares at $5.00 to $6.00 to raise $8.0 million. Foremost Lithium Resource & Technology Ltd. also says in the Aug. 9, 2023, filing that it intends to offer up to 909,090 pre-funded units to certain purchasers – see the prospectus for details. The proposed NASDAQ symbol is now “FMSTU” with the stock intended to trade under the proposed NASDAQ symbol of “FMST” and the warrant under the proposed NASDAQ symbol of “FMSTW” – according to the F-1/A filing dated Aug. 9, 2023. The deal’s revision as a unit offering followed a pricing delay; the stock was initially set to start trading on NASDAQ on Aug. 8, 2023.)

(Background Note: Foremost Lithium Resource & Technology Ltd. disclosed the terms for its public offering/NASDAQ uplisting in an F-1/A filing on June 6, 2023: The company planned to offer 1,818,181 shares of common stock at $5.00 to $6.00 to raise $10.0 million. On July 7, 2023, the public offering’s size was cut in half to 909,090 shares at $5.00 to $6.00 to raise $5.0 million, according to an F-1/A filing. On July 27, 2023, the deal’s size was increased to 1.45 million shares (1,454,545 shares) at a price range of $5.00 to $6.00 to raise $8.0 million, an F-1/A filing says.)