Barrick Mining Corp 6-K, filed May 6, 2025
Barrick Mining Corp (B)
About this 6-K
Barrick Mining Corp filed this 6-K on May 6, 2025.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2025
Commission File Number: 1-9059
Barrick Mining Corporation
(Registrant’s name)
| Brookfield Place, TD Canada Trust Tower, Suite 3700 161 Bay Street, P.O. Box 212 Toronto, Ontario Canada M5J 2S1 (800) 720-7415 |
310 South Main Street Suite 1150 Salt Lake City, Utah 84101 (801) 990-3745 |
(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 ☒
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, thereunto duly authorized.
| Date: May 6, 2025 | BARRICK MINING CORPORATION | |||||
| By: | /s/ Joseph Heckendorn | |||||
| Name: | Joseph Heckendorn | |||||
| Title: | Vice-President, Corporate Secretary and Associate General Counsel | |||||
EXHIBIT INDEX
| Exhibit | Description | |
| 99.1 | ||
| 99.2 | ||
| 99.3 | ||
| 99.4 | ||
Exhibit 99.1
|
PRESS RELEASE | |||||
| NYSE: GOLD | TSX: ABX |
All amounts expressed in US dollars
Barrick Announces Name Change to BARRICK MINING CORPORATION and Election of Directors
Toronto, May 6, 2025 – Barrick Mining Corporation (NYSE:GOLD1)(TSX:ABX) (“Barrick” or the “Company”) today announced that it has completed its name change to Barrick Mining Corporation and « Société minière Barrick » in French, following receipt of shareholder approval at its Annual and Special Meeting of Shareholders held earlier today.
The Barrick common shares will commence trading under the Company’s new name on the New York Stock Exchange and the Toronto Stock Exchange at the start of trading on May 9, 2025. In connection with the name change, the ticker symbol for the Barrick common shares listed on the New York Stock Exchange will be changed to ‘B’, effective as of the start of trading on May 9, 2025. The Barrick common shares will continue to trade under the ‘ABX’ ticker symbol on the Toronto Stock Exchange. The new CUSIP number for the Barrick common shares effective at the start of trading on May 9, 2025 will be 06849F108.
The Company also today announced that the nominees put forward in the Information Circular for the 2025 Annual and Special Meeting of Shareholders were elected as directors of Barrick.
Detailed voting results of the business considered at the 2025 Annual and Special Meeting of Shareholders are set out below.
Voting results for the election of each of the directors are as follows:
| Nominee |
Votes For |
% For |
Votes Withheld |
% Withheld | ||||
| D. Mark Bristow | 1,020,378,227 | 98.51% | 15,416,258 | 1.49% | ||||
| Helen Cai | 1,010,295,881 | 97.54% | 25,498,604 | 2.46% | ||||
| Isela A. Costantini | 1,005,499,131 | 97.08% | 30,295,354 | 2.92% | ||||
| Brian L. Greenspun | 983,079,618 | 94.91% | 52,714,867 | 5.09% | ||||
| J. Brett Harvey | 942,971,604 | 91.04% | 92,822,881 | 8.96% | ||||
| Anne N. Kabagambe | 1,015,871,620 | 98.08% | 19,222,865 | 1.92% | ||||
| Loreto Silva | 1,014,662,624 | 97.96% | 21,131,861 | 2.04% | ||||
| John L. Thornton | 883,067,332 | 85.26% | 152,727,153 | 14.74% | ||||
| Ben van Beurden | 1,025,415,531 | 99.00% | 10,378,954 | 1.00% | ||||
| Pekka J. Vauramo | 1,005,397,144 | 97.07% | 30,397,341 | 2.93% |
Voting results for the resolution approving the appointment of the auditor are as follows:
| Votes For |
% For |
Votes Withheld |
% Withheld | |||
| 1,074,381,424 |
93.24% | 77,936,649 | 6.76% |
Voting results for the advisory resolution on executive compensation are as follows:
| Votes For |
% For |
Votes Against |
% Against | |||
| 945,831,487 |
91.28% | 90,362,970 | 8.72% |
Voting results for the special resolution approving the name change are as follows:
| Votes For |
% For |
Votes Against |
% Against | |||
| 1,131,229,279 |
98.14% | 21,482,618 | 1.86% |
Enquiries
Investor and Media Relations
Kathy du Plessis
+44 20 7557 7738
Email: barrick@dpapr.com
Website: www.barrick.com
Endnote 1
The ticker symbol for the Barrick common shares listed on the New York Stock Exchange is changing from “GOLD” to “B”, effective at the start of trading on May 9, 2025. The Barrick common shares will continue to trade under the “ABX” ticker symbol on the Toronto Stock Exchange. The new CUSIP number for the Barrick common shares effective at the start of trading on May 9, 2025 will be 06849F108.
Cautionary Statement on Forward-Looking Information
Certain information contained in this press release constitutes “forward-looking statements”. All statements, other than statements of historical fact, are forward-looking statements. The words “build”, “strategy”, “commitment”, “develop”, “replenish”, “secure”, “transform”, “continue”, “expand”, “grow”, “expand”, “extension”, “invest”, “will” and similar expressions identify forward-looking statements. In particular, this press release contains forward-looking statements including, without limitation, with respect to: Barrick’s future plans and the timing for such plans, growth potential, financial strength, investments and overall strategy; and expectations regarding future price assumptions, financial performance, shareholder returns and other outlook or guidance.
Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Barrick as at the date of this press release in light of management’s experience and perception of current conditions and expected developments, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements and undue reliance should not be placed on such statements and information.
Many of these uncertainties and contingencies can affect our actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, us. Readers are cautioned that forward-looking statements are not guarantees of future performance. All of the forward-looking statements made in this press release are qualified by these cautionary statements. Specific reference is made to the most recent Form 40-F/Annual Information Form on file with the SEC and Canadian provincial securities regulatory authorities for a more detailed discussion of some of the factors underlying forward-looking statements and the risks that may affect Barrick’s ability to achieve the expectations set forth in the forward-looking statements contained in this press release.
We disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.
| BARRICK MINING CORPORATION | PRESS RELEASE |
Exhibit 99.2
BARRICK MINING CORPORATION
FORM 51-102F3
MATERIAL CHANGE REPORT
| ITEM 1 | Name and Address of Company | |
| Barrick Mining Corporation (the Company)
161 Bay Street, Suite 3700 | ||
| ITEM 2 | Date of Material Change | |
| May 6, 2025 | ||
| ITEM 3 | News Release | |
| A news release with respect to the material change described in this report was issued by the Company on May 6, 2025 and disseminated through the facilities of a recognized news wire service. A copy of the news release is available on the Company’s website at www.barrick.com, on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. | ||
| ITEM 4 | Summary of Material Change | |
| On May 6, 2025, the Company changed its name from “Barrick Gold Corporation” to “Barrick Mining Corporation” in English and from « Société aurifère Barrick » to « Société minière Barrick » in French (the Name Change). | ||
| ITEM 5 | Full Description of Material Change | |
| On May 6, 2025, the Company changed its name from “Barrick Gold Corporation” to “Barrick Mining Corporation” in English and from « Société aurifère Barrick » to « Société minière Barrick » in French.
The common shares of the Company (the Barrick Shares) are expected to commence trading under the Company’s new name on the New York Stock Exchange and the Toronto Stock Exchange at the start of trading on May 9, 2025. In addition, in connection with the Name Change, the Company also intends to change the stock symbol of the Barrick Shares on the New York Stock Exchange from “GOLD” to “B” with effect from the start of trading on May 9, 2025. The Barrick Shares will continue to trade under the “ABX” stock symbol on the Toronto Stock Exchange. The new CUSIP number for the Barrick Shares effective at the start of trading on May 9, 2025 will be 06849F108.
All certificates evidencing Barrick Shares will remain valid and shareholders will not be required to surrender or exchange their current share certificates in connection with the Name Change. The Name Change will not affect any of the Company’s rights or obligations or the rights of shareholders. | ||
| Additional information concerning the Name Change is set forth in the Company’s 2025 Information Circular filed on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. | ||
| ITEM 6 | Reliance on subsection 7.1(2) of National Instrument 51-102 | |
| This report is not being filed on a confidential basis. | ||
| ITEM 7 | Omitted Information | |
| None. | ||
| ITEM 8 | Executive Officer | |
| For further information, please contact Joseph Heckendorn, Vice-President, Corporate Secretary and Associate General Counsel, at +1-416-861-9911. | ||
| ITEM 9 | Date of Report | |
| May 6, 2025 | ||
- 2 -
Exhibit 99.3
|
Number: C1188150 |
CERTIFICATE
OF
CHANGE OF NAME
BUSINESS CORPORATIONS ACT
I Hereby Certify that BARRICK GOLD CORPORATION/SOCIETE AURIFERE BARRICK changed its name to BARRICK MINING CORPORATION/SOCIETE MINIERE BARRICK on May 6, 2025 at 07:30 AM Pacific Time.
|
Issued under my hand at Victoria, British Columbia On May 6, 2025
SINEAD O’CALLAGHAN Registrar of Companies Province of British Columbia Canada | |
| ELECTRONIC CERTIFICATE |
Exhibit 99.4
Mailing Address: Location: PO Box 9431 Stn Prov Govt 2nd Floor—940 Blanshard Street Victoria BC V8W 9V3 Victoria BC www.corporateonline.gov.bc.ca 1 877 526-1526 CERTIFIED COPY Of a Document filed with the Province of British Columbia Registrar of Companies Notice of Articles BUSINESS CORPORATIONS ACT SINEAD O’CALLAGHAN This Notice of Articles was issued by the Registrar on: May 6, 2025 10:28 AM Pacific Time Incorporation Number: C1188150 Recognition Date and Time: Continued into British Columbia on November 27, 2018 01:34 PM Pacific Time NOTICE OF ARTICLES Name of Company: BARRICK MINING CORPORATION/SOCIETE MINIERE BARRICK REGISTERED OFFICE INFORMATION Mailing Address: Delivery Address: 1600—925 WEST GEORGIA STREET 1600—925 WEST GEORGIA STREET VANCOUVER BC V6C 3L2 VANCOUVER BC V6C 3L2 CANADA CANADA RECORDS OFFICE INFORMATION Mailing Address: Delivery Address: 1600—925 WEST GEORGIA STREET 1600—925 WEST GEORGIA STREET VANCOUVER BC V6C 3L2 VANCOUVER BC V6C 3L2 CANADA CANADA
DIRECTOR INFORMATION Last Name, First Name, Middle Name: Bristow, D. Mark Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Silva Rojas, Maria Loreto Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Vauramo, Pekka J. Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Thornton, John L. Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Costantini, Isela A. Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA
Last Name, First Name, Middle Name: Cai, Helen Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: van Beurden, Ben Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Harvey, J. Brett Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Kabagambe, Anne N. Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA Last Name, First Name, Middle Name: Greenspun, Brian L. Mailing Address: Delivery Address: C/O BARRICK GOLD CORPORATION C/O BARRICK GOLD CORPORATION 161 BAY STREET, SUITE 3700 161 BAY STREET, SUITE 3700 TORONTO ON M5J 2S1 TORONTO ON M5J 2S1 CANADA CANADA AUTHORIZED SHARE STRUCTURE 1. No Maximum Common Shares Without Par Value With Special Rights or Restrictions attached