Sec Form 4 Filing - Smith Mark A. @ NIOCORP DEVELOPMENTS LTD - 2024-11-13

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Smith Mark A. 2. Issuer Name and Ticker or Trading Symbol NIOCORP DEVELOPMENTS LTD [ NB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President & CEO (Last) (First) (Middle) C/O NIOCORP DEVELOPMENTS LTD., 7000 YOSEMITE STREETE, SUITE 115 3. Date of Earliest Transaction (MM/DD/YY) 11/13/2024 (Street) CENTENNIAL, CO80112 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Shares 11/13/2024 P 183,422 A 2,272,018 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Common Shares Purchase Warrant (right to buy) $ 1.75 11/13/2024 P 183,422 11/13/2024( 1 ) 11/13/2026 Common Shares 183,422 ( 2 ) 183,422 D Common Shares Purchase Warrant (right to buy) $ 2.07 11/13/2024 P 91,711 05/14/2025( 3 ) 11/13/2029 Common Shares 91,711 ( 2 ) 91,711 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Smith Mark A. C/O NIOCORP DEVELOPMENTS LTD. 7000 YOSEMITE STREETE, SUITE 115 CENTENNIAL, CO80112 X President & CEO Signatures /s/ Neal S. Shah, attorney-in-fact 11/13/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Exercisable immediately on the issue date. ( 2 )On November 13, 2023, the reporting person purchased 183,422 units (each, a "Unit") from NioCorp Developments Ltd. (the "Issuer") in a private placement. Each Unit consists of one common share, without par value (a "Common Share"), of the Issuer, one warrant to purchase one Common Share (a "Series A Warrant") and one-half of one warrant to purchase one Common Share (together with the series A Warrants, the "Warrants"). The price per Unit was $1.7675, which amount includes $0.125 per Warrant underlying each Unit. ( 3 )Exercisable beginning six months and one day from the issue date on May 14, 2025.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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