Item 1.01 Entry into a Material Definitive Agreement. Underwritten Offering On February 11, 2026, Contango ORE, Inc. (the “ Company”) entered into an underwriting agreement (the “ Underwriting Agreement”) with Canaccord Genuity LLC as representative of the several underwriters named therein, relating to an underwritten public offering to two institutional investors (the “ Offering”) of (i) 1,678,206 shares (the “ Shares”) of the Company’s common stock, $0.01 par value (the “ Common Stock”), at a public offering price of $24.96 per share and (ii) a pre-fundedwarrant to purchase up to 325,000 shares of Common Stock (the“ Pre-FundedWarrant”), at a purchase price of $24.95 per share with an exercise price of $0.01 per share. The Company estimates that the net proceeds from the Offering will be approximately $47.2 million after deducting underwriting discounts and commissions. After the payment of any offering expenses and/or underwriting discounts and commissions, the Company intends to use approximately $45,000,000 of the net proceeds to buy back gold hedge contracts and approximately $700,000 of the net proceeds to buy gold put contracts for downside protection. The Offering was made pursuant to the Company’s effective shelf registration statement on Form S-3(File No. 333-283285), filed on November 15, 2024, that was declared effective by the Securities and Exchange Commission (“ SEC”) on November 27, 2024, and a related base prospectus and prospectus supplement thereunder.

Item 8.01 Other Events. On February 11, 2026, the Company issued a press release announcing that it had priced the Offering. A copy of the press release is attached as Exhibit 99.1 hereto, and is incorporated herein by reference. A copy of the legal opinion and consent of Holland & Knight LLP relating to the Shares and the Pre-FundedWarrant is attached as Exhibit 5.1 hereto.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Description of Exhibit No. 1.1 Underwriting Agreement between Contango Ore, Inc. and Canaccord Genuity LLC, dated February 11, 2026. ────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── 4.1 Form of Pre-Funded Warrant. 5.1 Opinion of Holland & Knight LLP. 23.1 Consent of Holland & Knight LLP (contained in Exhibit 5.1). 99.1 Press Release of the Company, dated February 11, 2026. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).