8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ___________________________

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

            March 13, 2025

LION COPPER AND GOLD CORP.(Exact name of registrant as specified in its charter)

143 S Nevada St.

            Yerington, Nevada, United States
            89447
         \(Address of principal executive offices\) \(ZIP Code\)

Registrant’s telephone number, including area code: (775) 463-9600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD.

On March 13, 2025, Lion Copper and Gold Corp. (the "Registrant") issued a press release announcing that it has negotiated a settlement agreement with the Nevada Division of Water Resources and the Nevada State Engineer to reinstate certain previously forfeited water rights essential for the development of the Yerington copper project. A copy of the press release is attached to this report as Exhibit 99.1.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in Item 7.01 and in the press release is deemed to be "furnished" and shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. The information set forth in Item 7.01 of this report shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01 Exhibits.

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 hereunto duly authorized.

Lion Copper and Gold Corp.: Exhibit 99.1 - Filed by newsfilecorp.com

LION COPPER & GOLD REGAINS CRITICAL WATER RIGHTS FOR YERINGTON COPPER PROJECT

Strategic Settlement Agreement Reached With State of Nevada

Yerington, Nevada - (Newsfile Corp. - March 13, 2025) - Lion Copper and Gold (OTCQB: LCGMF) (CSE: LEO) ("Lion CG" or "the Company") is pleased to announce the successful negotiation of a Settlement Agreement ("the Agreement") with the Nevada Division of Water Resources and the Nevada State Engineer (collectively, the "State") to reinstate previously forfeited water rights essential for the development of the Yerington Copper Project (the "Project").

This Agreement successfully resolves all outstanding legal proceedings related to the forfeiture of specific water rights (see news releases dated July 26, 2021 and September 1, 2023). Under the terms of the Agreement, Lion CG has secured its full allocation of 6,014 acre-feet of primary groundwater water rights designated for mining uses, representing a crucial resource for the Project's advancement.

As a result of this Agreement, the State has officially rescinded its notice of forfeiture, restoring the Company's water rights to good standing. Moving forward, Lion CG will maintain compliance by filing regular applications for extensions of time (EOTs) until the water is put to beneficial use for mining purposes.

The Agreement highlights the value of productive collaboration between private industry and regulatory authorities in promoting sustainable and responsible mining development in Nevada.

Steven Dischler, CEO of Lion CG, states, "We would like to thank the Nevada Division of Water Resources and the Nevada State Engineer for the time and effort they put into working together with us to get this Agreement in place. Having certainty of water represents a major step forward in advancing our Project toward domestic copper production right here in Yerington, Nevada. A key condition of future EOT applications will be Lion CG's demonstration of consistent progress in advancing the Project toward production. We remain fully committed to maximizing the benefits this Agreement unlocks for the State of Nevada, Lyon County and the surrounding communities. We look forward to continuing our collaboration with our regulatory partners and other stakeholders to earn our social license to operate, while positively contributing to the economic growth of Mason Valley and the State of Nevada."

Lion CG confirms it remains on schedule to complete the Project's Pre-Feasibility Study by June 2025 (see news release dated February 4, 2025).

About Lion CG

Lion Copper and Gold Corp. is advancing its flagship copper project in Yerington, Nevada through an Option to Earn-in Agreement with Nuton LLC, a Rio Tinto Venture.

Further information can be found at www.lioncg.com.

On behalf of the Board of Directors

Steven Dischler

Chief Executive Officer 775-463-9600

For more information please contact:

Email: info@lioncg.com Website: www.lioncg.com

NEWS RELEASE