UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): December 7, 2021
HYCROFT MINING HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-38387
82-2657796
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
8181 E. Tufts Avenue, Suite 510
Denver, Colorado
80237
(Address of Principal Executive Offices)
(Zip Code)
(303) 253-3267
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
? Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
? Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
? Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
? Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A common stock, par value $0.0001 per share HYMC
The Nasdaq Capital Market
Warrants to purchase Common Stock HYMCW
The Nasdaq Capital Market
Warrants to purchase Common Stock HYMCZ
The Nasdaq Capital Market
Warrants to purchase Common Stock HYMCL
The Nasdaq Capital Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ?
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ?
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 14, 2021, Eugene Davis notified the board of directors (the “Board”) of Hycroft Mining Holding Corporation (the “Company”) of his resignation as a director and Chairperson of the Board, effective immediately. Mr. Davis’s decision was not the result of any dispute or disagreement with the Company on any matter relating to the Company’s operations, policies or practices. On December 15, 2021, the Board appointed Diane R. Garrett, Ph.D., the Company’s President and Chief Executive Officer and a member of the Board, to serve as Acting Chairperson (non-executive) of the Board pending appointment of a non-temporary Chairperson.
Jeffrey A. Stieber, Senior Vice President, Finance and Treasurer resigned with his last day of employment on December 7, 2021. Mr. Stieber’s decision was not the result of any dispute or disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item 7.01. Regulation FD Disclosure.
On December 15, 2021, the Company issued a press release discussing the changes in the Board and providing a corporate update. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 and in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The list of exhibits is set forth on the Exhibit Index of this Current Report on Form 8-K and is incorporated herein by reference.
EXHIBIT INDEX
Exhibit
Number
Description
99.1
Press release dated December 15, 2021.*
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)
* Furnished pursuant to Regulation FD.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: December 16, 2021 Hycroft Mining Holding Corporation
By:
/s/ Stanton Rideout
Stanton Rideout
Executive Vice President and Chief Financial Officer
AI
