8-K
SSR MINING INC. (SSRM)
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):
May 23, 2024
SSR Mining Inc.
(Exact name of Registrant as Specified in Its Charter)
British Columbia
(State or Other Jurisdiction of Incorporation)
001-35455
(Commission File Number)
98-0211014
(I.R.S. Employer Identification No.)
6900 E. Layton Ave., Suite 1300, Denver, Colorado USA 80237
(Address of principal executive offices) (zip code)
(303) 292-1299
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 | Name of each exchange on which registered |
|---|---|---|
| Common Shares without par value | SSRM | The Nasdaq Stock Market LLC |
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 5.07. Submission of Matters to a Vote of Security Holders
On May 23, 2024, SSR Mining Inc., a British Columbia corporation, issued a news release announcing the voting results from the 2024 Annual Meeting of Shareholders. A copy of the news release is attached as Exhibit 99.1 to this report.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
| Exhibit Number | Description of Exhibit |
|---|---|
| 99.1 | News Release,datedMay 23, 2024, announcingconsolidated voting results from 2024Annual Meeting of Shareholders. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SSR Mining Inc. | |
|---|---|
| By: | /s/ Michael J. Sparks |
| Name: | Michael. J. Sparks |
| Title: | Executive Vice President and Chief Financial Officer |
Dated: May 23, 2024
Document
| News Release |
|---|
May 23, 2024
SSR MINING ANNOUNCES VOTING RESULTS FROM
2024 ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS
DENVER - SSR Mining Inc. (NASDAQ/TSX: SSRM, ASX: SSR) ("SSR Mining" or the “Company") announces that each of the ten nominees listed in the Proxy Statement for the 2024 Annual and Special Meeting of Shareholders (the “Meeting”) were elected as directors of SSR Mining on Thursday, May 23, 2024. Voting results for the election of directors are set out below:
| Nominee Name | Votes For | % For | Votes Withheld | % Withheld | Broker Non Vote |
|---|---|---|---|---|---|
| A.E. Michael Anglin | 98,889,175 | 95.89% | 4,238,077 | 4.11% | 24,500,566 |
| Rod P. Antal | 100,239,933 | 97.20% | 2,887,319 | 2.80% | 24,500,566 |
| Thomas R. Bates, Jr. | 98,184,538 | 95.21% | 4,942,713 | 4.79% | 24,500,567 |
| Brian R. Booth | 101,792,591 | 98.71% | 1,334,661 | 1.29% | 24,500,566 |
| Simon A. Fish | 97,398,608 | 94.45% | 5,728,643 | 5.55% | 24,500,567 |
| Leigh Ann Fisher | 98,296,899 | 95.32% | 4,830,353 | 4.68% | 24,500,566 |
| Alan P. Krusi | 101,448,543 | 98.37% | 1,678,709 | 1.63% | 24,500,566 |
| Daniel Malchuk | 102,062,724 | 98.97% | 1,064,528 | 1.03% | 24,500,566 |
| Kay Priestly | 101,333,026 | 98.26% | 1,794,226 | 1.74% | 24,500,566 |
| Karen Swager | 101,719,026 | 98.63% | 1,408,226 | 1.37% | 24,500,566 |
With the re-election of Mr. Bates as a director of the Company at the Meeting, he will assume the role of Lead Independent Director effective immediately, as disclosed in the Company’s Proxy Statement. We thank Mr. Anglin for his prior services as the Lead Independent Director and look forward to his continued service on the Board through the next annual meeting.
At the Meeting, the shareholders of SSR Mining also approved (i) a non-binding advisory resolution regarding the Company’s approach to executive compensation, (ii) the Company’s 2024 Share Compensation Plan, and (iii) the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
The voting results for each resolution are set out below:
| Votes For | % For | Votes Against | % Against | Votes Withheld | % Withheld | Broker Non Vote | |
|---|---|---|---|---|---|---|---|
| Advisory Vote on Executive Compensation | 57,560,231 | 55.81% | 41,672,329 | 40.41% | 3,898,056 | 3.78% | 24,500,572 |
| 2024 Share Compensation Plan | 96,152,381 | 93.22% | 6,990,456 | 6.78% | 0 | 0.00% | 24,500,572 |
| Appointment of Auditors | 124,932,459 | 97.89% | 0 | 0.00% | 2,698,047 | 2.11% | 3 |
About SSR Mining
SSR Mining is listed under the ticker symbol SSRM on the NASDAQ and the TSX, and SSR on the ASX.
SSR Mining Contacts:
SSR Mining Inc.
E-Mail: invest@ssrmining.com
Phone: +1 (888) 338-0046
To receive SSR Mining’s news releases by e-mail, please register using the SSR Mining website at www.ssrmining.com.