8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 6, 2022

McEWEN MINING INC.

(Exact name of registrant as specified in its charter)

Colorado<br> (State or other jurisdiction of<br> incorporation or organization)	001-33190<br> (Commission File<br> Number)	84-0796160<br> (I.R.S. Employer<br> Identification No.)

150 King Street West, Suite 2800

Toronto, Ontario, Canada  M5H 1J9

(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number including area code:

(866) 441-0690

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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	MUX	New<br> York Stock Exchange

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 Disclosure

On September 6, 2022, McEwen Mining Inc. (the “Company”) issued a press release to report that its majority owned subsidiary McEwen Copper Inc. entered into a term sheet with Kennecott Exploration Company with respect to the Elder Creek project in Nevada. A copy of that press release is attached to this report as Exhibit 99.1.

The information furnished under this Item 7.01, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by reference to such filing.

Item9.01    Financial Statements and Exhibits.

(d)	Exhibits. The following exhibit is furnished with this report:
99.1	Press release dated September 6, 2022
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104	Cover Page Interactive Data File – the cover page XBRL<br>tags are embedded within the Inline<br>XBRL document (contained in Exhibit 101)
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Cautionary Statement

With the exception of historical matters, the matters discussed in the press release include forward-looking statements within the meaning of applicable securities laws that involve risks and uncertainties that could cause actual results to differ materially from projections or estimates contained therein. Such forward-looking statements include, among others, statements regarding future production and cost estimates, exploration, development, construction and production activities. Factors that could cause actual results to differ materially from projections or estimates include, among others, the continuing effects of the COVID-19 pandemic and related governmental responses, metal prices, economic and market conditions, operating costs, receipt of permits, receipt of working capital, and future drilling results, as well as other factors described in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2021, and other filings with the United States Securities and Exchange Commission. Most of these factors are beyond the Company’s ability to predict or control. The Company disclaims any obligation to update any forward-looking statement made in the press release, whether as a result of new information, future events, or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

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SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	McEWEN MINING INC.
Date: September 7, 2022	By:	/s/ Carmen Diges
		Carmen Diges, General Counsel

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Exhibit 99.1

McEwen Copper Options Elder Creek Project toRio Tinto

TORONTO, Sep 6, 2022 - McEwen Copper Inc., a subsidiary of McEwen Mining Inc. (NYSE: MUX) (TSX: MUX), is pleased to announce that it has entered into a binding term sheet with Kennecott Exploration Company (“KEX”), a subsidiary of Rio Tinto, for an option to earn a 60% interest in and joint venture the Elder Creek property in Nevada (see Figure 1) by spending US$18 million.

The principal terms of the agreement are:

·	KEX will have the right to earn a 60% interestin Elder Creek by investing $18 million over a maximum of seven years (the “Expenditure Commitment”).
·	KEX will be the operator of the Elder Creekproject during the term of the agreement.
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·	Following completion of the Expenditure Commitment,<br>KEX and McEwen Copper will form an unincorporated 60:40 joint venture.
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·	Other customary representations, warranties and<br>conditions.
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Figure 1 – Elder Creek property location map

About McEwen Copper

McEwen Copper Inc. holds 100% interest in the Los Azules copper project in San Juan, Argentina and the Elder Creek project in Nevada, USA. McEwen Mining Inc. (NYSE/TSX: MUX) owns a 68% share of McEwen Copper.

McEwen Mining Inc.	Page 1

About Elder Creek

This Project consists of 577 unpatented mining claims in Humboldt and Lander counties, Nevada. It is prospective for porphyry copper mineralization and well placed in a district hosting several large copper and gold mines, including Marigold, Lone Tree and Phoenix. McEwen Mining Inc. holds a 1.25% net smelter return (NSR) royalty on all the claims that comprise the Elder Creek property.

About Rio Tinto

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Rio Tinto is the second largest mining and metals company in the world, operating in 35 countries, and producing the raw materials essential to human progress. It aims to help pioneer a more sustainable future, from partnering in the development of technology that can make the aluminum smelting process entirely free of direct greenhouse gas (GHG) emissions, to providing the world with the materials it needs – such as copper – to build a new low-carbon economy and products like electric vehicles, charging infrastructure and smartphones.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

This news release contains certain forward-looking statements and information, including "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements and information expressed, as at the date of this news release, McEwen Mining Inc.'s (the "Company") estimates, forecasts, projections, expectations or beliefs as to future events and results. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, risks and contingencies, and there can be no assurance that such statements and information will prove to be accurate. Therefore, actual results and future events could differ materially from those anticipated in such statements and information. Risks and uncertainties that could cause results or future events to differ materially from current expectations expressed or implied by the forward-looking statements and information include, but are not limited to, effects of the COVID-19 pandemic, fluctuations in the market price of precious metals, mining industry risks, political, economic, social and security risks associated with foreign operations, the ability of the corporation to receive or receive in a timely manner permits or other approvals required in connection with operations, risks associated with the construction of mining operations and commencement of production and the projected costs thereof, risks related to litigation, the state of the capital markets, environmental risks and hazards, uncertainty as to calculation of mineral resources and reserves, and other risks. Readers should not place undue reliance on forward-looking statements or information included herein, which speak only as of the date hereof. The Company undertakes no obligation to reissue or update forward-looking statements or information as a result of new information or events after the date hereof except as may be required by law. See McEwen Mining's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2021 and other filings with the Securities and Exchange Commission, under the caption "Risk Factors", for additional information on risks, uncertainties and other factors relating to the forward-looking statements and information regarding the Company. All forward-looking statements and information made in this news release are qualified by this cautionary statement.

The NYSE and TSX have not reviewed and do not accept responsibility for the adequacy or accuracy of the contents of this news release, which has been prepared by management of McEwen Mining Inc.

WEBSITE<br><br> <br>www.mcewenmining.com<br><br> <br>****<br><br> <br>CONTACT INFORMATION<br><br> <br><br><br> <br>150 King Street West<br><br> <br>Suite 2800, P.O. Box 24<br><br> <br>Toronto, ON, Canada<br><br> <br>M5H 1J9<br><br> <br><br><br> <br>Investor Relations:<br><br> <br>(866)-441-0690 Toll-Free<br><br> <br>(647)-258-0395<br><br> <br><br><br> <br>Mihaela Iancu<br> ext. 320<br><br> <br>info@mcewenmining.com	SOCIAL MEDIA
		McEwen Mining
	Facebook:	facebook.com/mcewenmining
	LinkedIn:	linkedin.com/company/mcewen-mining-inc-
	Twitter:	twitter.com/mcewenmining
	Instagram:	instagram.com/mcewenmining
		****<br><br> <br>McEwen Copper
	Facebook:	facebook.com/mcewencopper
	LinkedIn:	linkedin.com/company/mcewencopper
	Twitter:	twitter.com/mcewencopper
	Instagram:	instagram.com/mcewencopper
		****<br><br> <br>Rob McEwen
	Facebook:	facebook.com/mcewenrob
	LinkedIn:	linkedin.com/in/robert-mcewen-646ab24
	Twitter:	twitter.com/robmcewenmux

McEwen Mining Inc.	Page 2