6-K
Almaden Minerals Ltd (AAUAF)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM6-K
Reportof Foreign Private Issuer
Pursuantto Rule 13A-16 or 15D-16
ofthe Securities Exchange Act of 1934
For the month of July 2025
CommissionFile Number: 001-32702
AlmadenMinerals Ltd.
(Translation of registrant's name into English)
Suite210 – 1333 Johnston St., Vancouver, B.C. Canada V6H 3R9
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
| Form 20-F | ☒ |
|---|---|
| Form 40-F | ☐ |
Signature
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.
| Almaden Minerals Ltd. | ||
|---|---|---|
| Dated: July 18, 2025 | ||
| By: | /s/ Duane<br> Poliquin <br><br> Duane Poliquin<br><br> <br>Chairman |
ExhibitIndex
| Exhibit | Description of Exhibit |
|---|---|
| 99.1 | Form 51-102F3 - Material Change Report |
Exhibit 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
| ITEM 1. | Name and Address of Company |
|---|
Almaden Minerals Ltd. (“Almaden” or the “Company”)
210 - 1333 Johnson Street
Vancouver, British Columbia
V6H 3R9
| ITEM 2. | Date of Material Change |
|---|
July 11, 2025
| ITEM 3. | News Release |
|---|
A news release was issued and disseminated via GLOBE NEWSWIRE by the Company on July 11, 2025.
| ITEM 4. | Summary of Material Change |
|---|
Almaden closed the sale of certain assets comprising the Rock Creek Mill for aggregate gross proceeds of US$9,700,000. 15% of the Purchase Price was payable as a commission by Almaden to an equipment sales broker.
With the completion of the sale, Almaden announced it would proceed with the early repayment of the outstanding gold loan pursuant to the secured gold loan agreement, as amended (“Gold Loan”), between Almaden and Almadex Minerals Ltd. (“Almadex”) (see press release dated May 22, 2025).
| ITEM 5. | Full Description of Material Change |
|---|
Almaden closed the sale of certain assets comprising the Rock Creek Mill to Metals Exploration PLC (LSE AIM: MTL) (the “Transaction”) and received aggregate gross proceeds of US$9,700,000 (the “Purchase Price”) (see press release dated March 3, 2025). 15% of the Purchase Price was payable as a commission by Almaden to an equipment sales broker.
With the completion of the Transaction, Almaden announced it would proceed with the early repayment of the Gold Loan by the return of the undrawn gold balance of 397 ounces, along with physical delivery of gold bullion of 99.99% purity to Almadex representing the outstanding loan balance (including accrued interest and standby fees) of USD$5,194,354, with the amount of gold bullion determined based on the prevailing London Bullion Market Association AM gold price in U.S. dollars as of the time of settlement.
| ITEM 5.2. | Disclosure of Restructuring Transactions |
|---|
Not applicable.
| ITEM 6. | Reliance on Subsection 7.1(2) of National Instrument 51-102 |
|---|
Not applicable.
| ITEM 7. | Omitted Information |
|---|
There are no significant facts required to be disclosed herein which have been omitted.
| ITEM 8. | Executive Officer |
|---|
For further information, please contact:
Douglas McDonald, Executive Vice President
(604) 689-7644
info@almadenminerals.com
| ITEM 9. | Date of Report |
|---|
July 18, 2025
Safe Harbor Statement
Certain of the statements and information in this Material Change Report(“MCR”) constitute “forward-looking statements” within the meaning of the United States Private Securities LitigationReform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian provincial securities laws.All statements, other than statements of historical fact, are forward-looking statements or information. Forward-looking statements orinformation in this MCR relate to, among other things, the repayment of the Gold Loan.
These forward-looking statements and information reflect the Company’scurrent views with respect to future events and are necessarily based upon a number of assumptions that, while considered reasonable bythe Company, are inherently subject to significant legal, regulatory, business, operational and economic uncertainties and contingencies,and such uncertainty generally increases with longer-term forecasts and outlook.
The Company cautions the reader that forward-looking statements andinformation involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differmaterially from those expressed or implied by such forward-looking statements or information contained in this MCR. Such risks and otherfactors include, among other, those factors discussed the section entitled “Risk Factors” in Almaden’s Annual InformationForm and Almaden’s latest Form 20-F on file with the United States Securities and Exchange Commission in Washington, D.C. Althoughthe Company has attempted to identify important factors that could affect the Company and may cause actual actions, events or resultsto differ materially from those described in forward-looking statements or information, there may be other factors that cause actions,events or results not to be as anticipated, estimated or intended. There can be no assurance that our forward-looking statements or informationwill prove to be accurate. Accordingly, readers should not place undue reliance on forward-looking statements or information. Except asrequired by law, the Company does not assume any obligation to release publicly any revisions to on forward-looking statements or informationcontained in this MCR to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
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