GLDG 6-K 2022 - Equibles

U.S. 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, 2022.

Commission File Number: 001-39566

GoldMining Inc.

(Translation of registrant's name into English)

Suite 1830, 1030 West Georgia Street, Vancouver, British Columbia, Canada

(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): ☐

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

EXHIBIT INDEX

Exhibit<br><br> <br>Number	Description
99.1	News Release dated May 19, 2022 – GoldMining Announces Voting Results
99.2	Report of Voting Results

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.

GOLDMINING INC.

By: /s/ Pat Obara

Pat Obara

Chief Financial Officer

Date: May 19, 2022

ex_378526.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE

GoldMining Announces Voting Results

Vancouver, British Columbia – May 19, 2022 – GoldMining Inc. (the "Company" or "GoldMining") (TSX: GOLD; NYSE: GLDG) is pleased to announce that at its annual general and special meeting held on May 19, 2022 (the "Meeting"), all nominees listed in its management information circular dated March 23, 2022 were elected as directors of the Company.

A quorum of 34.46% of the votes attached to the outstanding shares of the Company was present in person or by proxy at the Meeting.

Each of the following six nominees proposed by management was elected as a director on a vote by ballot. The results of such vote were as follows:

Director
Amir Adnani	23,260,087	31,057,774	74.89%
Garnet Dawson	30,732,644	31,057,774	98.95%
David Kong	30,514,796	31,057,774	98.25%
Gloria Ballesta	30,663,962	31,057,774	98.73%
Hon. Herb Dhaliwal	24,106,119	31,057,774	77.62%
Mario Bernardo Garnero	30,712,610	31,057,774	98.89%

In addition, at the Meeting, shareholders approved: (i) the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the Company’s auditor for the ensuing year and the authorization of the board to fix the auditor’s remuneration; (ii) the unallocated options issuable under the Stock Option Plan; and (iii) the amendment to the Stock Option Plan of the Company.

Detailed voting results for the Meeting are available on SEDAR at www.sedar.com.

About GoldMining Inc.

The Company is a public mineral exploration company focused on the acquisition and development of gold assets in the Americas. Through its disciplined acquisition strategy, the Company now controls a diversified portfolio of resource-stage gold and gold-copper projects in Canada, U.S.A., Brazil, Colombia and Peru.

For additional information, please contact:

GoldMining Inc.

Amir Adnani, Chairman

Alastair Still, CEO

Telephone: (855) 630-1001

Email: [email protected]

ex_378527.htm

Exhibit 99.2

GOLDMINING INC.

(the "Company")

Annual General and Special Meeting May 19, 2022

REPORT OF VOTING RESULTS

(Section 11.3 of National Instrument 51-102 – **** Continuous Disclosure Obligations )

This report sets forth a summary of the matters voted upon at the annual general and special meeting of the Company held on May 19, 2022 (the "Meeting") and the outcome of such votes.

Description of Matter	Votes For	Votes<br><br> <br>Withheld
1. Each of the following management nominees was elected as a director of the Company to hold office until the close of the next annual meeting of shareholders or until he or she resigns or sooner ceases to hold office:
a. Amir Adnani<br><br> <br>b. Garnet Dawson<br><br> <br>c. David Kong<br><br> <br>d. Gloria Ballesta<br><br> <br>e. Hon. Herb Dhaliwal<br><br> <br>f. Mario Bernardo Garnero	23,260,087	7,797,687
	30,732,644	325,130
	30,514,796	542,977
	30,663,962	393,812
	24,106,119	6,951,655
	30,712,610	345,164
2. PricewaterhouseCoopers LLP, Chartered Professional Accountants, was appointed the Company's auditor for the ensuing year and the Company's board of directors was authorized to fix the remuneration to be paid to the auditor.	52,090,405	277,383
	Votes For	Votes<br><br> <br>Against
3. The unallocated options issuable pursuant to the stock option plan of the Company and previous grants of options as set forth in the Company’s management information circular, was ratified, affirmed and approved. The percentages of votes cost in favour of, and withheld, in respect of the approval and ratification of the unallocated options issuable and previous grants of options were as follows (based on proxies voted at the meeting).	28,581,661	2,476,113
4. The Third Amended and Restated Stock Option Plan of the Company, in the form substantially set forth in the Company’s management information circular, was ratified, affirmed and approved. The percentages of votes cast in favour of, and withheld, in respect of the approval of the Third Amended and Restated Stock Option Plan were as follows (based on proxies voted at the meeting).	28,764,268	2,293,506

Date: May 19, 2022