6-K

Orla Mining Ltd. (ORLA)

6-K 2025-06-25 For: 2025-06-24
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM 6-K

Report ofForeign Private Issuer

Pursuantto Rule 13****a-16 or 15d-16

UNDER theSecurities Exchange Act of 1934

For the month of June, 2025

Commission File Number: 001-39766

ORLA MINING LTD.

(Translation of registrant's name into English)

1010-1075West Georgia Street

Vancouver,BC

V6E3C9

(Address of principal executive offices)

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    ☒

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.

ORLA MINING LTD..
Date: June 24, 2025 /s/ Etienne Morin
Name: Etienne Morin<br><br> <br>Title:   Chief Financial Officer<br><br> <br><br> <br><br><br><br> <br><br><br> <br>****

EXHIBIT INDEX

Exhibit Description of Exhibit
99.1 Press Release dated June 24, 2025
99.2 Report on Voting Results

Exhibit 99.1

News Release

Orla Mining Reports Voting Results of Annual Shareholder Meeting

VANCOUVER, BC, June 24, 2025 /CNW/ - Orla MiningLtd. (TSX: OLA) (NYSE: ORLA) ("Orla" or the "Company") is pleased to report the voting results for the election of its Board of Directors, which took place at the Company's Annual General and Special Meeting of Shareholders ("AGM") held today. All nominees, as set forth in the Company's Management Information Circular dated May 9, 2025, were elected as directors of Orla at the AGM. Detailed results of the votes are set out below:

Nominee Votes For % For Votes Against % Against
Charles Jeannes 243,543,631 98.99 % 2,479,333 1.01 %
Jason Simpson 245,973,923 99.98 % 49,041 0.02 %
Jean Robitaille 235,151,627 95.58 % 10,871,336 4.42 %
David Stephens 241,980,297 98.36 % 4,042,666 1.64 %
Elizabeth McGregor 245,492,088 99.78 % 530,877 0.22 %
Tamara Brown 245,490,311 99.78 % 532,653 0.22 %
Ana Sofía Ríos 245,794,840 99.91 % 228,123 0.09 %
Rob Krcmarov 245,950,408 99.97 % 72,556 0.03 %
Scott Langley 245,347,262 99.73 % 675,703 0.27 %

Tim Haldane did not stand for re-election at the AGM and has retired from the Company's Board of Directors. The Company extends its sincere thanks for his many years of dedicated service and leadership.

"I want to extend my deepest thanks to TimHaldane, who has retired from the Board of Directors after seven years of dedicated service. Tim has been a trusted advisor and steadyhand throughout Orla's journey, particularly during the construction of the Camino Rojo mine, and helping to shape our evolution froma single-asset developer to a growing, multi-asset producer. On behalf of all of us at Orla, I want to express our sincere gratitude andwish Tim continued success in all of his future endeavors."

Chuck Jeannes, Non-Executive Chairmanand Director

The shareholders also approved: (1) the appointment of Deloitte LLP as auditor of the Company for the ensuing year and authorizing the Board of Directors to fix the remuneration of the auditor; (2) a non-binding advisory resolution accepting the Company's approach to executive compensation, also known as "say-on-pay"; (3) certain amendments to the Company's stock option plan; and (4) certain amendments to the Company's restricted share unit plan. Results of the shareholder votes on these items are set forth below:

Outcome of Vote Votes For % For Against % Against Withheld % Withheld
Appointment of <br><br>Auditors Carried 253,058,160 99.97 % - - 66,800 0.03 %
Non-Binding <br><br>Advisory Vote on <br><br>Executive <br><br>Compensation Carried 240,865,115 97.90 % 5,157,848 2.10 % - -
Stock Option Plan <br><br>Amendments Carried 241,740,802 98.26 % 4,282,163 1.74 % - -
Restricted Share <br><br>Unit Plan <br><br>Amendments Carried 242,808,720 98.69 % 3,214,243 1.31 % - -

The Company filed its Form 40-F for the year ended December 31, 2024 with the Securities and Exchange Commission and it is available under the Company's profile on EDGAR at www.sec.gov. The Company's 2024 Audited Financial Statements are available on the Company's website at  https://www.orlamining.com/investors/financials-statements.

Shareholders may also receive a copy of these Company documents without charge upon request by e-mail at info@orlamining.com.

About Orla Mining Ltd.

Orla's corporate strategy is to acquire, develop, and operate mineral properties where the Company's expertise can substantially increase stakeholder value. The Company has three material projects, consisting of two operating mines and one development project, all 100% owned by the Company: (1) Camino Rojo, in Zacatecas State, Mexico, an operating gold and silver open-pit and heap leach mine. The property covers over 139,000 hectares which contains a large oxide and sulphide mineral resource, (2) Musselwhite Mine, in Northwestern Ontario, Canada, an underground gold mine that has been in operation for over 25 years and produced over 6 million ounces of gold, with a long history of resource growth and conversion, and (3) South Railroad, in Nevada, United States, a feasibility-stage, open pit, heap leach gold project located on the Carlin trend in Nevada. The technical reports for the Company's material projects are available on Orla's website at www.orlamining.com, and on SEDAR+ and EDGAR under the Company's profile at www.sedarplus.ca and www.sec.gov, respectively.

www.orlamining.com

info@orlamining.com

SOURCE Orla Mining Ltd.

View original content to download multimedia: http://www.newswire.ca/en/releases/archive/June2025/24/c9533.html

%CIK: 0001680056

For further information: For further information, please contact: Jason Simpson, President & Chief Executive Officer, Andrew Bradbury, Vice President, Investor Relations & Corporate Development

CO: Orla Mining Ltd.

CNW 17:00e 24-JUN-25

Exhibit 99.2



ORLA MINING LTD.

(the “Company”)


REPORT ON VOTING RESULTS

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

The following is the Report on Voting Results for the Annual General and Special Meeting of Shareholders of the Company held on Tuesday, June 24, 2025 (the “Meeting”). All matters placed before the shareholders for consideration at the Meeting were approved.

MATTER VOTED UPON VOTING RESULTS OUTCOME OF VOTE
1.    Election of Directors: FOR AGAINST
Charles Jeannes 243,543,631 (98.99%) 2,479,333 (1.01%) Carried
Jason Simpson 245,973,923 (99.98%) 49,041<br><br> <br>(0.02%) Carried
Jean Robitaille 235,151,627 (95.58%) 10,871,336 (4.42%) Carried
David Stephens 241,980,297 (98.36%) 4,042,666 (1.64%) Carried
Elizabeth McGregor 245,492,088 (99.78%) 530,877 (0.22%) Carried
Tamara Brown 245,490,311 (99.78%) 532,653 (0.22%) Carried
Ana Sofía Ríos 245,794,840 (99.91%) 228,123 (0.09%) Carried
Rob Krcmarov 245,950,408 (99.97%) 72,556<br><br>(0.03%) Carried
Scott Langley 245,347,262 (99.73%) 675,703 (0.27%) Carried
FOR WITHHELD
2.     Appointment of Auditors:  Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Board of Directors to fix their remuneration. 253,058,160 (99.97%) 66,800<br><br> <br>(0.03%) Carried
FOR AGAINST
3. Say-on-Pay:  A non-binding advisory resolution accepting the Company’s approach to executive compensation. 240,865,115 (97.90%) 5,157,848 (2.10%) Carried
FOR AGAINST
4. Approval of Stock Option Plan Amendments: Approval of certain amendments to the Company’s Stock Option Plan. 241,740,802 (98.26%) 4,282,163 (1.74%) Carried
FOR AGAINST
5. Approval of Restricted Share Unit Plan Amendments: Approval of certain amendments to the Company’s Restricted Share Unit Plan. 242,808,720 (98.69%) 3,214,243 (1.31%) Carried