6-K - FFMGF - Equibles

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 January 2026

Commission File Number: 000-55607

First Mining Gold Corp.

| (Translation of registrant’s name into English) |

Suite 2070, 1188 West Georgia Street, Vancouver, B.C., V6E 4A2

(Address of principal executive office)

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 ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

DOCUMENTS INCORPORATED BY REFERENCE

Exhibits 99.1 and 99.2 to this Report on Form 6-K are hereby incorporated by reference as Exhibits to the Registration Statement on Form F-10 of First Mining Gold Corp. (File No. 333-231801).

DOCUMENTS FILED AS PART OF THIS FORM 6-K

Exhibits	Description

| 99.1 | MATERIAL CHANGE REPORT DATED MARCH 28, 2025 |

| 99.2 | MATERIAL CHANGE REPORT DATED JULY 22, 2025 |

| 99.3 | MATERIAL CHANGE REPORT DATED AUGUST 5, 2025 |

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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.

	First Mining Gold Corp.

| | Richard Huang |

| | VP, Corporate Development & Corporate Secretary |

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EXHIBIT INDEX

Exhibits	Description

| 99.1 | MATERIAL CHANGE REPORT DATED MARCH 28, 2025 |

| 99.2 | MATERIAL CHANGE REPORT DATED JULY 22, 2025 |

| 99.3 | MATERIAL CHANGE REPORT DATED AUGUST 5, 2025 |

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firstmining_ex991.htm EXHIBIT 99.1

Form 51-102F3

Material Change Report

Item 1	Name and Address of Company<br> <br><br> <br>First Mining Gold Corp. (the “Company”)<br> <br>Suite 2070 1188 West Georgia St.<br> <br>Vancouver, British Columbia<br> <br>V6E 4A2

| Item 2 | Date of Material Change March 28, 2025 |

| Item 3 | News Release A news release announcing the material change was disseminated on March 28, 2025 through the facilities of CISION/Newswire and was subsequently filed on SEDAR+ at www.sedarplus.ca. |

| Item 4 | Summary of Material Change The Company announced that it has received the final payment of US$5 million from First Majestic Silver Corp. (“First Majestic”) in connection with the silver stream that First Majestic has over First Mining’s Springpole Gold Project. The parties recently entered into an amending agreement to the Silver Purchase Agreement on March 13, 2025 to amend the terms of the final payment due from First Majestic under the Silver Purchase Agreement (the “Tranche 3 Payment”), such that the Tranche 3 Payment would be for US$5 million in cash, and payable on or before March 31, 2025. |

| Item 5 | Full Description of Material Change |

| | Please refer to the Company’s news release dated March 28, 2025, which is attached as Schedule “A” to this Material Change Report. |

| Item 6 | Reliance on subsection 7.1(2) of National Instrument 51-102 Not Applicable. |

| Item 7 | Omitted Information Not Applicable. |

| Item 8 | Executive **** Officer For further information, please contact Lisa Peterson, CFO by telephone at (604) 639-8851. |

| Item 9 | Date of Report March 31, 2025. |

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Schedule “A”

News Release

(see attached)

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TSX: FF<br> <br>OTCQX: FFMGF<br> <br>FRANKFURT: FMG

NEWS RELEASE

First Mining Receives Final US$5 Million Payment from First Majestic in Connection with Springpole Gold Project Silver Stream

March 28, 2025 – Vancouver, Canada – First Mining Gold Corp. (“First Mining” or the “Company”) (TSX: FF) (OTCQX: FFMGF) (FRANKFURT: FMG) announces that it has received the final payment of US$5 million from First Majestic Silver Corp. (“First Majestic”) in connection with the silver stream that First Majestic has over First Mining’s Springpole Gold Project (“Springpole Project”) located in northwestern Ontario. On June 10, 2020, First Mining, Gold Canyon Resources Inc. (First Mining’s wholly-owned subsidiary that owns the Springpole Project) and First Majestic entered into a silver purchase agreement (the “Silver Purchase Agreement”) pursuant to which First Majestic was granted a stream over silver produced from the Springpole Project in exchange for certain cash and share payments. The parties recently entered into an amending agreement to the Silver Purchase Agreement on March 13, 2025 (the “Amending Agreement”) to amend the terms of the final payment due from First Majestic under the Silver Purchase Agreement (the “Tranche 3 Payment”), such that the Tranche 3 Payment would be for US$5 million in cash, and payable on or before March 31, 2025.

As consideration for amending the terms of the Tranche 3 Payment, First Mining has amended the terms of the common share purchase warrants (the “Warrants”) that were issued to First Majestic on July 2, 2020 under the terms of the Silver Purchase Agreement. The 32,050,228 Warrants that were issued to First Majestic had an exercise price of $0.374 per Warrant and were set to expire on July 2, 2025. Pursuant to the Amending Agreement, the exercise price of the Warrants has been revised to $0.20, and the expiry date of the Warrants has been extended to March 31, 2028. In addition, if the closing price of the Company’s common shares on the Toronto Stock Exchange (the “TSX”) equals or exceeds $0.30 for 45 consecutive trading days, First Mining may accelerate the expiry date of the Warrants to the date which is 30 days following the dissemination of a news release announcing the acceleration. The amended terms of the Warrants were approved by the TSX, and all other terms and conditions of the Warrants remain unchanged. None of the Warrants being extended are held by insiders of the Company.

About First Mining Gold Corp.

First Mining is a gold developer advancing two of the largest gold projects in Canada, the Springpole Gold Project in northwestern Ontario, where we have commenced a Feasibility Study and permitting activities are on-going with a final Environmental Impact Statement / Environmental Assessment for the project submitted in November 2024, and the Duparquet Gold Project in Quebec, a PEA-stage development project located on the Destor-Porcupine Fault Zone in the prolific Abitibi region. First Mining also owns the Cameron Gold Project in Ontario and a portfolio of gold project interests including the Pickle Crow Gold Project (being advanced in partnership with Firefly Metals Ltd.) and the Hope Brook Gold Project (being advanced in partnership with Big Ridge Gold Corp.).

First Mining was established in 2015 by Mr. Keith Neumeyer, founding President and CEO of First Majestic Silver Corp.

ON BEHALF OF FIRST MINING GOLD CORP.

Daniel W. Wilton

Chief Executive Officer and Director

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TSX: FF<br> <br>OTCQX: FFMGF<br> <br>FRANKFURT: FMG

For further information, please contact:

Toll Free: 1 844 306 8827 | **** Email: [email protected]

Paul Morris | **** Director, Investor Relations | **** Email: [email protected]

Cautionary Note Regarding Forward-Looking Statements

This news release includes certain “forward-looking information” and “forward-looking statements” (collectively “forward- looking statements”) within the meaning of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements are made as of the date of this news release. Forward-looking statements are frequently, but not always, identified by words such as “expects”, “anticipates”, “believes”, “plans”, “projects”, “intends”, “estimates”, “envisages”, “potential”, “possible”, “strategy”, “goals”, “opportunities”, “objectives”, or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions.

Forward-looking statements in this news release, including, without limitation, statements proposed extension of the expiry dates of the Warrants, relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events. All forward-looking statements are based on First Mining's or its consultants' current beliefs as well as various assumptions made by them and information currently available to them. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Such factors include, without limitation the Company’s business, operations and financial condition potentially being materially adversely affected by the outbreak of epidemics, pandemics or other health crises, and by reactions by government and private actors to such outbreaks; risks to employee health and safety as a result of the outbreak of epidemics, pandemics or other health crises, that may result in a slowdown or temporary suspension of operations at some or all of the Company's mineral properties as well as its head office; fluctuations in the spot and forward price of gold, silver, base metals or certain other commodities; fluctuations in the currency markets (such as the Canadian dollar versus the U.S. dollar); changes in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations, pressures, cave-ins and flooding); the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities, indigenous populations and other stakeholders; availability and increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development; title to properties.; and the additional risks described in the Company’s Annual Information Form for the year ended December 31, 2023 filed with the Canadian securities regulatory authorities under the Company’s SEDAR+ profile at www.sedarplus.ca, and in the Company’s Annual Report on Form 40-F filed with the SEC on EDGAR.

First Mining cautions that the foregoing list of factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect to First Mining, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. First Mining does not undertake to update any forward- looking statement, whether written or oral, that may be made from time to time by the Company or on our behalf, except as required by law.

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firstmining_ex992.htm EXHIBIT 99.2

FORM 51-102F3

MATERIAL CHANGE REPORT

1.	Name and Address of Company
	First Mining Gold Corp. (the "Company" or "First Mining")<br> <br>1188 West Georgia Street, Suite 2070

| | Vancouver, B.C., V6E 4A2 | | 2. | Date of Material Change | | | July 22, 2025. | | 3. | News Release | | | A news release announcing the material change was disseminated on July 22, 2025 through the facilities of CISION/Newswire and was subsequently filed on SEDAR+ at www.sedarplus.ca. | | 4. | Summary of Material Change | | | On July 22, 2025 the Company completed an offering (the "Offering") of units of First Mining ("Units"), issuing an aggregate of 66,670,000 Units at a price of C$0.18 per Unit, for aggregate gross proceeds of C$12,000,600. | | 5. | Full Description of Material Change | | | On July 22, 2025, the Company completed the Offering, issuing an aggregate of 66,670,000 Units at a price of C$0.18 per Unit, for aggregate gross proceeds of C$12,000,600. | | | Each Unit consists of one common share in the capital of First Mining (a "Common Share") and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire one Common Share (a "Warrant Share") for a period of 36 months from July 22, 2025, at an exercise price of C$0.27, subject to and in accordance with the terms and conditions of the warrant indenture entered into between the Company and Computershare Trust Company of Canada. | | | The Offering was conducted through a syndicate of agents led by Haywood Securities Inc., as lead agent and joint bookrunner, Cormark Securities Inc. and National Bank Financial Inc., each as joint bookrunner, together with BMO Nesbitt Burns Inc., H.C. Wainwright & Co., LLC and SCP Resource Finance LP. | | | First Mining intends to use the net proceeds of the Offering to advance First Mining's Springpole and Duparquet gold projects, as well as for general working capital and corporate purposes. | | | The Units, Common Shares, Warrants and Warrant Shares referred to in this report have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, or any state securities laws of any state of the United States and may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act of 1933, as amended, and applicable state securities laws or pursuant to exemptions therefrom. |

6.	Reliance on subsection 7.1(2) of National Instrument 51-102
	Not applicable.
7.	Omitted Information
	No information has been omitted on the basis that it is confidential information.
8.	Executive Officer
	For further information, please contact Richard Huang, VP, Corporate Development & Corporate Secretary by telephone at (604) 259-3119.
9.	Date of Report
	July 24, 2025.

firstmining_ex993.htm EXHIBIT 99.3

FORM 51-102F3

MATERIAL CHANGE REPORT

1.	Name and Address of Company
	First Mining Gold Corp. (the “Company” or “First Mining”)<br> <br>1188 West Georgia Street, Suite 2070

| | Vancouver, B.C., V6E 4A2 | | 2. | Date of Material Change | | | August 5, 2025. | | 3. | News Release | | | A news release announcing the material change was disseminated on August 5, 2025 through the facilities of CISION/Newswire and was subsequently filed on SEDAR+ at www.sedarplus.ca. | | 4. | Summary of Material Change | | | On August 5, 2025, the Company upsized and closed a non-brokered private placement for aggregate gross proceeds of $24,437,000 (the “Private Placement”). Pursuant to the Private Placement, the Company issued (i) 95,000,000 units of the Company (the “HD Units”) at a price of $0.18 per HD Unit for aggregate gross proceeds of $17,100,000 and (ii) 33,350,000 flow-through units (the “FT Units”) at a price of $0.22 per FT Unit for aggregate gross proceeds of $7,337,000. | | 5. | Full Description of Material Change | | | On August 5, 2025, the Company upsized and closed the Private Placement. Pursuant to the Private Placement, the Company issued (i) 95,000,000 HD Units at a price of $0.18 per HD Unit for aggregate gross proceeds of $17,100,000 and (ii) 33,350,000 FT Units at a price of $0.22 per FT Unit for aggregate gross proceeds of $7,337,000. | | | Each HD Unit consists of one common share in the capital of the Company (a “Common Share”) and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “HD Warrant”). Each HD Warrant entitles the holder thereof to acquire one Common Share (a “HD Warrant Share) at an exercise price of $0.27 per HD Warrant Share for a period of 36 months from the date of issuance. | | | Each FT Unit consists of one Common Share issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “FT Warrant”). Each FT Warrant entitles the holder thereof to acquire a non-flow-through Common Share (a “FT Warrant Share”) at an exercise price of $0.27 per FT Warrant Share for a period of 36 months from the date of issuance. |

	First Mining intends to use the net proceeds of the HD Units to advance First Mining's Springpole and Duparquet gold projects, as well as for general working capital and corporate purposes. The gross proceeds from the sale of the FT Units will be used to incur eligible “Canadian exploration expenses” that qualify as “flow through mining expenditures” as such terms are defined in the Income Tax Act (Canada) (“Qualifying Expenditures”) related to the Springpole and Duparquet gold projects on or before December 31, 2026. All Qualifying Expenditures will be renounced with an effective date no later than December 31, 2025 to the initial purchasers of the FT Units.
	All of the securities issued pursuant to the Private Placement are subject to a four month and one day hold period in accordance with applicable Canadian securities laws.
	Certain directors and officers of the Company (each, an “Interested Party”) subscribed for an aggregate of 795,100 FT Units and 2,778,000 HD Units under the Private Placement for aggregate gross proceeds of $674,962. There will be no material change in the percentage of securities of the Company, or of an affiliated entity of the Company, beneficially owned or controlled by each Interested Party following the closing of the Private Placement.
	The issuance of such securities to the Interested Parties constitutes a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on exemptions from the formal valuation and minority shareholder approval requirements under MI 61-101 as neither the fair market value of the securities issued to the Interested Parties, nor the consideration received for those securities, exceeds 25% of the Company’s market capitalization. The Private Placement was approved by the directors of the Company and no materially contrary view was expressed nor was there any material disagreement in the approval process adopted by the directors. The Company did not file a material change report disclosing the “related party transaction” more than 21 days before the closing date of the Private Placement as the details and amounts of insider participation were not settled until shortly prior to closing.
6.	Reliance on subsection 7.1(2) of National Instrument 51-102
	Not applicable.
7.	Omitted Information
	No information has been omitted on the basis that it is confidential information.
8.	Executive Officer
	For further information, please contact Richard Huang, VP, Corporate Development & Corporate Secretary by telephone at (604) 259-3119.
9.	Date of Report
	August 8, 2025.