Form 51-102F3

Material Change Report

Item 1 Name and Address of Company

TriStar Gold Inc. (the "Company")

16360 Park Ten Place, Suite 125

Houston, Texas 77084

Item 2 Date of Material Change

February 12, 2015

Item 3 News Release

Issued February 17, 2015 and distributed through the facilities of TheNewswire.

Item 4 Summary of Material Change

The Company announced that stock options to purchase a total of 500,000 common shares of the Company have been voluntarily cancelled. In addition, the Company has granted an option to a consultant to purchase 100,000 common shares.

Item 5 Full Description of Material Change

5.1 Full Description of Material Change

Please see the attached news release for a full description of the material change.

5.2 Disclosure for Restructuring Transactions

Not applicable.

Item 6 Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

No information has been omitted on the basis that it is confidential information.

Item 8 Executive Officer

Contact: Mark E. Jones III, Chairman and CEO Telephone: (281) 579-3400

Item 9 Date of Report

February 17, 2015

February 17, 2015 Trading Symbol: TSG-TSX.V

500,000 TriStar Options Cancelled

Houston, TX - TriStar Gold Inc. (the "Company" or "TriStar") announces that stock options to purchase a total of 500,000 common shares of TriStar held by Mark E. Jones III, President and CEO, have been voluntarily cancelled by Mr. Jones to accommodate the issuance of stock options to Dr. Quinton Hennigh, as announced February 12, 2015. The exercise prices of the cancelled options range from $0.20 to $0.81. In addition, TriStar has granted an option to a consultant to purchase 100,000 common shares of the Company at $0.20 per share expiring February 11,

2020.

About TriStar:

TriStar Gold is a gold exploration company focused on high-potential properties in Brazil. In addition to Castelo de Sonhos, TriStar holds another exploration project in the Tapajós district known as the Bom Jardim Property. The Company's shares are listed on the TSX Venture Exchange under the symbol TSG-V. Further information is available at www.Tristarau.com

For further information, please contact:

TriStar Gold Inc. Mark Jones III Chairman and CEO

281-579-3400

[email protected]
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or ot her regulatory authority has approved or disapproved the information contained herein.
Forward-Looking Statements
Certain statements contained in this press release may constitute forward-looking statements under Canadian securities legislation which are not historical facts and are made pursuant to the "safe harbour" provisions under the United States Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based upon the Company's reasonable expectations and business plan at the date hereof, which are subject to change depending on economic, political and competitive circumstances and contingencies. Readers are cautioned that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause a change in such assumptions and the actual outcomes and estimates to be materially different from those estimated or anticipated future results, achievements or position expressed or implied by those forward -looking statements. Risks, uncertainties and other factors that could cause the Company's plans to change include changes in demand for and price of gold and other commodities (such as fuel and electricity) and currencies; changes or disruptions in the securities markets; legislative, political or economic developments in Brazil; the need to obtain permits and comply with laws and regulations and other regulatory requirements; the possibility that actual results of work may differ from projections/expectations or may not real ize the perceived potential of the company's projects; risks of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in development programs; operating or technical difficulties in connection with exploration, mining or development activities; the speculative nature of gold exploration and development, including the risks of diminishing quantities of grades of reserves and resources; and the risks involved in the exploration, development and mining business. The Company disclaims any intention or obligation to update or revise any forward - looking statements whether as a result of new information, future events or otherwise.

TriStar Gold, Inc.

16360 Park Ten Place, Suite 125, Houston, Texas 77084 | Tel: 281.579.3400 Fax: 281.579.9799