Exhibit 10.1

SUBSCRIPTION AGREEMENT

between

GOLDEN MINERALS COMPANY

and

STREAMLINE METALS CAPITAL LTD.

dated as of

May 14, 2026

TABLE OF CONTENTS

SUBSCRIPTION AGREEMENT

This Subscription Agreement (this “Agreement”), dated as of May 14, 2026, is entered into between GOLDEN MINERALS COMPANY, a company existing under the laws of the state of Delaware (the “Company”) and STREAMLINE METALS CAPITAL LTD. (the “Investor”), a company existing under the laws of British Columbia.

RECITALS:

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE I

INTERPRETATION

As used in this Agreement (including the recitals), the following terms have the following meanings:

“Authorization” means with respect to any Person, any lease, license, permit, certificate, consent, order, grant, approval, classification, registration, exemption, clearance, relief or other similar authorization of or from any Governmental Entity having jurisdiction over such Person.

“Board” means the board of directors of the Company as constituted from time to time.

“Business Day” means any day, other than a Saturday, a Sunday or a day on which major banks are closed for business in Toronto, Ontario.

“Closing” means the completion of the purchase and sale of the Purchased Shares and the transactions contemplated by this Agreement on the Closing Date.

“Closing Date” has the meaning set forth in Section 2.01.

“Common Share” means a share of common stock, par value $0.01 per share, of the Company.

“Company” has the meaning set forth in the preamble.

“Company Filings” means all documents publicly filed by or on behalf of the Company on SEDAR+ or EDGAR since January 1, 2025.

“Constating Documents” means the certificate of incorporation, bylaws, articles and notices of articles of incorporation, amalgamation or continuance, as applicable, and any other applicable documents governing the Company or the Investor, as applicable, and all amendments thereto.

“Contract” means any written agreement, commitment, engagement, contract, franchise, licence, lease, obligation, note, bond, mortgage, indenture, undertaking or joint venture to which the Company is a party or by which the Company is bound or affected or to which any of their respective properties or assets is subject.

“Corrupt Practices Legislation” has the meaning set forth in Section 3.01(r).

“EDGAR” means the Electronic Data Gathering, Analysis and Retrieval system created by the SEC.

“Governmental Entity” means:

“Investment” has the meaning set forth in the recitals.

“Investor” has the meaning set forth in the preamble.

“Investor Indemnified Parties” has the meaning set forth in Section 8.02.

“Law” means, with respect to any Person, any and all applicable law (statutory, common or otherwise), constitution, treaty, convention, ordinance, code, rule, regulation, Order, injunction, judgment, award, decree, ruling or similar requirement, whether domestic or foreign, enacted, adopted, promulgated or applied by a Governmental Entity that is binding upon or applicable to such Person or its business, undertaking, property or securities, and to the extent that they have the force of law, written policies, guidelines, notices and protocols of any Governmental Entity, as amended, unless expressly specified otherwise.

“Loss” and “Losses” have the meaning set forth in Section 8.02.

“Material Adverse Effect” means, in respect of the Company, any fact, change, event, occurrence, effect, state of facts, or circumstance that, individually or in the aggregate, with other such facts, changes, events, occurrences, effects, states of facts or circumstances, is or would reasonably be expected to be material and adverse to the business, operations, results of operations, assets, properties, financial condition, liabilities (whether absolute, accrued, contingent or otherwise) of the Company (on a consolidated basis), other than any fact, change, event, occurrence, effect, state of facts or circumstance resulting from or arising in connection with:

“Misrepresentation” has the meaning ascribed thereto under Securities Laws.

“Money Laundering Laws” has the meaning set forth in Section 3.01(s).

“Order” means any order, writ, judgment, decree, award, decision, sanction or ruling entered by or with any Governmental Entity.

“Ordinary Course” means, with respect to an action taken by the Company, that such action is consistent with the past practices of the Company and is taken in the ordinary course of the normal day-to-day operations of the business of the Company.

“Ownership Interest” means, at any time, the percentage obtained by dividing the aggregate number of Common Shares held by the Investor by the aggregate number of outstanding Common Shares at such time.

“Parties” means the Investor and the Company, and “Party” means either one of them, as the context requires.

“Person” includes any individual, partnership, limited partnership, association, body corporate, organization, joint venture, trust, estate, trustee, executor, administrator, legal representative or government (including any Governmental Entity), syndicate or other entity, whether or not having legal status.

“Proceeding” means any suit, claim, action, charge, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, audit, examination or known investigation commenced, brought, conducted or heard by or before any Governmental Entity.

“Purchase Price” has the meaning set forth in Section 2.01.

“Purchased Shares” means an aggregate of 3,740,000 Common Shares, or such other lower number of Common Shares as may be determined in accordance with Section 2.01.

“Regulatory Approvals” means: (i) TSX Approval and (ii) any consent, waiver, permit, exemption, review, Order, decision, non-objection or approval of, or any registration, licence and filing with, any Governmental Entity, or the expiry, waiver or termination of any waiting period imposed by Law or a Governmental Entity, in each case required in relation to the Investment.

“Representative” means, in respect of any Person and, as applicable, any officer, director, trustee, partner, employee, representative (including any financial, legal or other advisor) or agent of such Person.

“Sanctions” has the meaning set forth in Section 4.01(g).

“SEC” means the U.S. Securities and Exchange Commission.

“Securities Authorities” means the securities commission or securities regulatory authority of each of the provinces and territories of Canada, the SEC, and the TSX.

“Securities Laws” means the Securities Act (Ontario), the U.S. Securities Act, and the U.S. Exchange Act, together with all other applicable securities Laws, rules, regulations and published policies thereunder or under the securities Laws of any other province, state or territory of Canada or the United States as now in effect and as they may be promulgated or amended from time to time and the policies of the TSX.

“SEDAR+” means the System for Electronic Document Analysis and Retrieval+.

“Tax Act” means the Income Tax Act (Canada) and the regulations thereunder.

“Taxes” means: (a) any and all taxes, duties, fees, excises, premiums, assessments, imposts, levies and other charges or assessments of any kind whatsoever imposed by any Governmental Entity, whether computed on a separate, consolidated, unitary, combined or other basis, including those levied on, or measured by, or described with respect to, income, gross receipts, profits, gains, windfalls, royalties, capital, capital stock, production, volume, quantity, recapture, transfer, land transfer, licence, gift, occupation, wealth, environment, net worth, indebtedness, surplus, sales, goods and services, harmonized sales, use, value-added, fuel, carbon, excise, special assessment, stamp, withholding, business, franchising, real, immovable or personal or movable property, health, employee health, payroll, workers’ compensation, employment or unemployment, severance, social services, social security, education, utility, surtaxes, customs, import or export, and including all licence and registration fees and all employment insurance, health insurance and government pension plan premiums or contributions; and (b) all interest, penalties, fines, additions to tax or other additional amounts imposed by any Governmental Entity on or in respect of amounts described in paragraph (a) above or this paragraph (b).

“TSX” means the Toronto Stock Exchange.

“TSX Approval” means the conditional approval by the TSX of the issuance of the Purchased Shares at the Purchase Price and the listing and posting for trading of Purchased Shares on the TSX, subject only to such conditions imposed by the TSX as are customary for a transaction similar to the Investment.

“U.S. Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.

“U.S. GAAP” means United States generally accepted accounting principles applied consistently.

“U.S. Securities Act” means the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

“VWAP” means the volume-weighted average trading price of the Common Shares on the TSX or on the OTC QB for the applicable day or period.

In this Agreement, unless otherwise specified:

Schedule A – Form 11 – Notice of Proposed Private Placement

ARTICLE II

SUBSCRIPTION AND CLOSING

Subject to the terms and conditions of this Agreement:

Subject to the terms and conditions of this Agreement:

(b)          The Investor shall at the Closing on the Closing Date:

ARTICLE III

REPRESENTATIONS AND WARRANTIES OF THE COMPANY

Except as disclosed in the Company Filings, the Company represents and warrants to the Investor as follows and acknowledges and agrees that the Investor is relying upon such representations and warranties in connection with the entering of this Agreement and the consummation of the transactions contemplated under this Agreement:

(a)          Organization and Qualification. The Company is:

(c)          Binding Obligations and Valid Issuance.

(f)          Capitalization.

(h)         Securities Law Matters.

(j)          Disclosure Controls and Internal Controls over Financial Reporting.

(q)          Litigation.

The Investor agrees and acknowledges that, except for the representations and warranties set forth in this Agreement (or any document or certificate delivered pursuant to this Agreement), neither the Company nor any other Person has made or makes any other representation and warranty (written or oral, express or implied, or at Law or in equity) on behalf of the Company.

ARTICLE IV

REPRESENTATIONS AND WARRANTIES OF THE INVESTOR

The Investor represents and warrants to the Company as follows and acknowledges and agrees that the Company is relying upon such representations and warranties in connection with the entering of this Agreement and the consummation of the transactions contemplated under this Agreement:

The Company agrees and acknowledges that, except for the representations and warranties set forth in this Agreement, neither the Investor nor any other Person has made or makes any other representation and warranty (written or oral, express or implied, or at Law or in equity) on behalf of the Investor.

ARTICLE V
COVENANTS

From and after the date that is three (3) months after the Closing Date, the Investor shall be entitled to designate one individual (the "Investor Nominee"), to be nominated for election to serve as a director of the Company at each meeting of shareholders of the Company at which directors of the Company are to be elected, provided that any such Investor Nominee consents in writing to serve as a director and otherwise satisfies the requirements of Section 5.03. For the avoidance of doubt, (i) although the Investor may have the right to nominate an Investor Nominee, the Investor shall not be required to nominate an Investor Nominee, and (ii) to the extent the provisions of this Section 5.03 conflict with the procedures for shareholder nomination of directors set forth in the Company's bylaws, this Section 5.03 shall control.

ARTICLE VI
CONDITIONS

The Parties are not required to complete the transactions contemplated by this Agreement unless each of the following conditions is satisfied at or prior to the Closing, which conditions may only be waived, in whole or in part, by the mutual consent of each of the Parties:

The Investor is not required to complete the transactions contemplated by this Agreement unless each of the following conditions is satisfied at or prior to the Closing, which conditions are for the exclusive benefit of the Investor and may only be waived, in whole or in part, by the Investor in its sole discretion:

The Company is not required to complete the transactions contemplated by this Agreement unless each of the following conditions is satisfied at or prior to the Closing, which conditions are for the exclusive benefit of the Company and may only be waived, in whole or in part, by the Company in its sole discretion:

ARTICLE VII
TERMINATION

If this Agreement is terminated pursuant to Section 7.01, this Agreement shall become void and of no further force or effect without liability of any Party (or any shareholder, Representative or consultant of such Party) except that, in the event of any such termination, this Section 7.02, Section 7.03, Article VIII and Article IX shall survive, and provided that no Party shall be relieved of any liability for any willful breach by it of this Agreement.

Except as otherwise expressly provided in this Agreement, the Parties agree that all out-of-pocket expenses of the Parties relating to this Agreement or the transactions contemplated under this Agreement, including legal fees, accounting fees, financial advisory fees, regulatory filing fees, stock exchange fees, all disbursements of advisors and printing and mailing costs, shall be paid by the Party incurring such expenses.

ARTICLE VIII

SURVIVAL AND INDEMNIFICATION

Subject to the limitations set forth in Section 8.03, the Company hereby agrees that from and after the Closing Date, the Company shall indemnify, defend and hold harmless each of the Investor (the "Investor Indemnified Party") from and against any losses (other than loss of profits), damages, liabilities, judgments, penalties, fines, costs or expenses of any kind (including reasonable legal fees and expenses) (each, a "Loss" and collectively "Losses") that may be made or brought against the Investor Indemnified Party, or that it may suffer or incur, directly or indirectly, as a result of or in connection with or relating to:

The rights of the Investor Indemnified Party to, and the liabilities of the Company for, indemnification under Section 8.02 are subject to the following limitations:

Once a Loss is agreed to by the Company or finally adjudicated to be payable under this Article VIII, the Company shall satisfy its obligations within 15 Business Days of such final, non-appealable adjudication by wire transfer of immediately available funds. The Parties hereto agree that, should the Company not make full payment of any such obligations within such 15 Business Day period, any amount payable shall accrue interest from and including the date of agreement of the Company or final, non-appealable adjudication to but excluding the date such payment has been made at the prime rate from time to time posted on the website of the Bank of Canada.

All indemnification payments made under this Agreement shall be treated by the Parties as an adjustment to the Aggregate Purchase Price for Tax purposes, unless otherwise required by Law.

ARTICLE IX

GENERAL PROVISIONS

"UNLESS PERMITTED UNDER APPLICABLE SECURITIES LEGISLATION IN CANADA, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE [THE DATE THAT IS FOUR MONTHS AND A DAY AFTER THE DATE OF THE ISSUANCE OF THIS SECURITY].

WITHOUT PRIOR WRITTEN APPROVAL OF TORONTO STOCK EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF TORONTO STOCK EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL [insert date that is 4 months and a day after the Closing Date].

THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. SECURITIES ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS SECURITY MAY NOT BE OFFERED, SOLD, PLEDGED, OR OTHERWISE TRANSFERRED IN THE UNITED STATES EXCEPT (A) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 903 OR RULE 904 OF REGULATION S UNDER THE U.S. SECURITIES ACT, (B) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE U.S. SECURITIES ACT, OR (C) IN ACCORDANCE WITH AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS; PROVIDED THAT IN THE CASE OF TRANSFERS PURSUANT TO (C) ABOVE, IF REQUIRED OR OTHERWISE REQUESTED BY THE ISSUER OR THE TRANSFER AGENT, THE HOLDER OF THIS SECURITY SHALL FURNISH TO THE ISSUER AN OPINION OF COUNSEL OF RECOGNIZED STANDING IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO SUCH EFFECT OR OTHER EVIDENCE OF EXEMPTION OR DECLARATION REASONABLY SATISFACTORY TO THE ISSUER OR TRANSFER AGENT, AS APPLICABLE. HEDGING TRANSACTIONS INVOLVING THIS SECURITY ARE PROHIBITED EXCEPT IN COMPLIANCE WITH THE U.S. SECURITIES ACT."

Any notice or other communication given regarding the matters contemplated by this Agreement must be in writing, sent by personal delivery, courier or electronic mail and addressed:

Any notice or other communication is deemed to have been given and received if sent by personal delivery, same day courier or electronic mail, on the date of delivery if it is a Business Day and the delivery was made before 5:00 p.m. (local time in the place of receipt) and otherwise on the next Business Day. A Party may change its address for service from time to time by providing a notice given in accordance with this Section 9.02.

Time is of the essence in this Agreement.

Subject to the provisions of this Agreement, the Parties will, from time to time, do all acts and things and execute and deliver all such further documents and instruments, as the other Party may reasonably require to effectively carry out or better evidence or perfect the full intent and meaning of this Agreement.

The Parties intend that this Agreement will not benefit or create any right or cause of action in favour of any Person, other than the Parties and that no Person, other than the Parties, shall be entitled to rely on the provisions of this Agreement in any Proceeding.

No provision of this Agreement may be amended or modified except by a written instrument signed by both Parties.

No waiver of any of the provisions of this Agreement will constitute a waiver of any other provision (whether or not similar). No waiver will be binding unless executed in writing by the Party to be bound by the waiver. A Party's failure or delay in exercising any right under this Agreement will not operate as a waiver of that right. A single or partial exercise of any right will not preclude a Party from any other or further exercise of that right or the exercise of any other right.

This Agreement (including the Schedules), constitutes the entire agreement between the Parties with respect to the transactions contemplated by this Agreement and supersedes all prior agreements, understandings, negotiations and discussions, whether oral or written, of the Parties.

If any provision of this Agreement is determined to be illegal, invalid or unenforceable by an arbitrator or any court of competent jurisdiction, that provision will be severed from this Agreement and the remaining provisions shall remain in full force and effect. Upon such determination that any provision is illegal, invalid or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to effect the original intent of the Parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the fullest extent possible.

The Parties to this Agreement waive the application of any Law or rule of construction providing that ambiguities in any agreement or other document shall be construed against the party drafting such agreement or other document.

This Agreement may be executed in any number of counterparts (including counterparts by electronic mail) and all such counterparts taken together shall be deemed to constitute one and the same instrument. The Parties shall be entitled to rely upon delivery of an executed PDF or similar executed electronic copy of this Agreement, and such PDF or similar executed electronic copy shall be legally effective to create a valid and binding agreement between the Parties.

[Signature Page Follows]

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date set out above.