Integra Resources Corp 6-K, filed Jun 29, 2022
Integra Resources Corp. (ITRG)
About this 6-K
Integra Resources Corp filed this 6-K on June 29, 2022.
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 June 2022.
Commission File Number 001-39372
INTEGRA RESOURCES CORP.
(Exact Name of Registrant as Specified in Charter)
1050-400 Burrard Street
Vancouver, British Columbia V6C 3A6
Canada
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover 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.
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, thereunto duly authorized.
| Integra Resources Corp. | |
| Date: June 29, 2022 | /s/ Andree St-Germain Andree St-Germain Chief Financial Officer |
INDEX TO EXHIBITS
| 99.1 | News Release dated June 29, 2022 |
| 99.2 | Report on Voting Results |
 |
1050 - 400 Burrard Street Vancouver, British Columbia, Canada V6C 3A6 Email: ir@integraresources.com |
| FOR IMMEDIATE RELEASE | TSXV: ITR ; NYSE American: ITRG |
| June 29, 2022 | www.integraresources.com |
VOTING RESULTS FOR THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
HELD ON JUNE 28, 2022
VANCOUVER, British Columbia, June 29, 2022 - Integra Resources Corp. ("Integra" or the "Company") is pleased to report the voting results from its Annual General Meeting of Shareholders held on June 28, 2022. A total of 26,461,276 common shares have been voted, representing 42.27% of the Company's outstanding shares.
1. Number of Directors
Setting the number of directors at 7 was approved.
|
|
For % |
Against % |
|
To Set the Number of Directors at 7 |
99.95% |
0.05% |
2. Election of Directors
The following individuals were elected as directors for the ensuing year: Stephen de Jong, George Salamis, David Awram, Timo Jauristo, Anna Ladd-Kruger, C.L. "Butch" Otter, and Carolyn Clark Loder. The following is a summary of the voting results for the Company's 7 directors:
|
Nominees |
For % |
Withheld % |
|
Stephen de Jong |
99.69% |
0.31% |
|
George Salamis |
94.99% |
5.01% |
|
David Awram |
94.99% |
5.01% |
|
Timo Jauristo |
99.91% |
0.09% |
|
Anna Ladd-Kruger |
99.91% |
0.09% |
|
C.L. "Butch" Otter |
99.91% |
0.09% |
|
Carolyn Clark Loder |
99.90% |
0.10% |
3. Appointment of MNP LLP as Auditors of the Company
MNP LLP, Chartered Professional Accountants, were appointed as auditors of the Company at a remuneration to be fixed by the directors.
|
|
For % |
Withheld % |
|
Appointment of MNP LLP as Auditors of the Company |
100.00% |
0.00% |
4. Approval of the Amended and Restated Equity Incentive Plan
The Company's Amended and Restated Equity Incentive Plan was approved by disinterested shareholders.
|
|
For % |
Against % |
|
Approval of the Amended and Restated Equity Incentive Plan |
94.52% |
5.48% |
The Company's Amended and Restated Equity Incentive Plan is a "rolling" plan, pursuant to which the aggregate number of common shares to be issued under the plan shall not exceed 10% of the Company's issued and outstanding common shares. The Amended and Restated Equity Incentive Plan increases the maximum number of common shares underlying RSUs and DSUs to 2,000,000 and 1,000,000, respectively. The Amended and Restated Equity Incentive Plan has also been updated to be in compliance with TSX Venture Exchange Policy 4.4 - Security Based Compensation. Please see the Company's Management Information Circular dated May 16, 2022 for further information on the Company's Amended and Restated Equity Incentive Plan.
About Integra Resources
Integra is a development-stage mining company focused on the exploration and de-risking of the past producing DeLamar gold-silver project in Idaho, USA. Integra is led by the management team from Integra Gold Corp. which successfully grew, developed and sold the Lamaque Project, in Quebec, for C$600m in 2017. Since acquiring the DeLamar Project, which includes the adjacent DeLamar and Florida Mountain gold and silver deposits, in late 2017, the Company has demonstrated significant resource growth and conversion while providing robust economic studies in its maiden preliminary economic assessment and now pre-feasibility study (the "PFS"). An independent technical report for the PFS on the DeLamar Project has been prepared in accordance with the requirements of NI 43-101 and is available under the Company's profile at www.sedar.com and on the Company's website at www.integraresources.com.
ON BEHALF OF THE BOARD OF DIRECTORS
George Salamis
President, CEO and Director
CONTACT INFORMATION
Corporate Inquiries: ir@integraresources.com
Company website: www.integraresources.com
Office phone: 1 (604) 416-0576
|
|
REPORT ON VOTING RESULTS
(Pursuant to Section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations)
In accordance with Section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, the following is the Report on Voting Results of the Annual General Meeting of Shareholders of Integra Resources Corp (the "Company") held on June 28, 2022.
1. Number of Directors
The number of directors for the ensuing year was set at seven (7), with the following results:
|
|
For |
Against |
Outcome of Vote |
|
To Set the Number of Directors at 7 |
25,545,305 99.95% |
14,138 0.05% |
Carried |
2. Election of Directors
The following individuals were elected as directors of the Company to hold office until the conclusion of the Company's next annual general meeting, unless that person ceases to be a director before then, with the following results:
|
Nominees |
For |
Withheld |
Outcome of Vote |
|
Stephen de Jong |
25,480,205 99.69% |
79,238 0.31% |
Elected |
|
George Salamis |
24,279,531 94.99% |
1,279,912 5.01% |
Elected |
|
David Awram |
24,280,031 94.99% |
1,279,412 5.01% |
Elected |
|
Timo Jauristo |
25,535,205 99.91% |
24,238 0.09% |
Elected |
|
Anna Ladd-Kruger |
25,535,268 99.91% |
24,175 0.09% |
Elected |
|
C.L. "Butch" Otter |
25,535,505 99.91% |
23,938 0.09% |
Elected |
|
Carolyn Clark Loder |
25,534,230 99.90% |
25,213 0.10% |
Elected |
3. Appointment of Auditor
MNP LLP, was appointed as auditors of the Company to hold office until the close of the next annual general meeting of shareholders or until its successor is appointed, at such remuneration as may be fixed by the directors, with the following results:
|
|
For |
Withheld |
Outcome of Vote |
|
Appointment of MNP LLP as Auditors of the Company |
25,558,443 100.00% |
1,000 0.00% |
Carried |
4. Approval of the Amended and Restated Equity Incentive Plan
The Company's Amended and Restated Equity Incentive Plan was approved by disinterested shareholders, with the following results:
|
|
For |
Against |
Outcome of Vote |
|
Approval of the Amended and Restated Equity Incentive Plan |
21,489,057 94.52% |
1,245,895 5.48% |
Carried |
DATED at Vancouver, British Columbia, this 29th day of June 2022.
INTEGRA RESOURCES CORP
| Per: | /s/ Andrée St-Germain | ||
|
Andrée St-Germain Chief Financial Officer |