8-K
SOLITARIO RESOURCES CORP. (XPL)
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): June 17, 2020
SOLITARIO ZINC CORP.
(Exact name of registrant as specified in its charter)
| Colorado<br><br><br>(State<br>or other jurisdiction of<br><br><br>incorporation<br>or organization) | 001-32978<br><br><br>(Commission<br><br><br>File<br>Number) | 84-1285791<br><br><br>(I.R.S.<br>Employer<br><br><br>Identification<br>No.) |
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4251 Kipling Street, Suite 390
Wheat Ridge, CO 80033
(Address of principal executive offices)
| Registrant’s<br>telephone number, including area code: | (303)<br>534-1030 |
|---|
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<br>communications pursuant to Rule 425 under the Securities Act<br>(17 CFR 230.425) | ||
|---|---|---|---|
| ☐ | Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act<br>(17 CFR 240.14a-12) | ||
| --- | --- | ||
| ☐ | Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange<br>Act (17 CFR 240.14d-2(b)) | ||
| --- | --- | ||
| ☐ | Pre-commencement<br>communications pursuant to Rule 13e-4(c) under the Exchange<br>Act (17 CFR 240.13e-4(c)) | ||
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| Securities<br>registered pursuant to Section 12(b) of the Act: | |||
| Title<br>of Each Class | Trading<br>Symbol | Name<br>of each exchange on which registered | |
| --- | --- | --- | --- |
| Common<br>Stock,<br><br><br>$0.01<br>par value | XPL | NYSE<br>American | |
| Indicate<br>by checkmark whether the registrant is an emerging growth company<br>as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule<br>12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging<br>growth company ☐ | |||
| If an<br>emerging growth company, indicate by check mark if the registrant<br>has elected not to use the extended transition period for complying<br>with any new or revised financial accounting standards provided<br>pursuant to Section 13(a) of the Exchange Act. ☐ |
ITEM 5.07
Submission of Matters to a Vote of Security Holders.
On June 17, 2020, Solitario Zinc Corp. (“Solitario”) held its Annual Meeting of Shareholders at which holders of 39,364,700 shares of common stock or 67.72% of the total outstanding shares eligible to vote as of the record date were present in person or by proxy. The three matters identified below were submitted to a vote of the shareholders. Each proposal is more fully described in Solitario’s definitive proxy statement filed with the Securities and Exchange Commission dated April 28, 2020
1.
Election of Directors. Six directors were elected to serve until the next Annual Meeting of Shareholders or until their successors are elected and qualified, with each director receiving the votes below:
| Number of Shares | ||||
|---|---|---|---|---|
| Name | For | Against | Withheld | Broker Non-Votes |
| Brian<br>Labadie | 21,975,502 | 1,388,722 | 667,592 | 15,332,884 |
| John<br>Labate | 21,965,841 | 1,354,690 | 701,285 | 15,332,884 |
| James<br>Hesketh | 22,411,532 | 1,487,813 | 132.471 | 15,332,884 |
| Christopher E.<br>Herald | 23,832,649 | 123,287 | 75,880 | 15,332,884 |
| Gil<br>Atzmon | 22,474,688 | 254,585 | 1,302,543 | 15,332,884 |
| Joshua D.<br>Crumb | 21,255,518 | 1,470,689 | 1,305,609 | 15,332,884 |
2.
Advisory Vote on Executive Compensation. The shareholders approved the compensation of Solitario’s named executive officers with 22,392,914 shares voting for (93.18% of shares voting), 1,638,902 shares voting against, and 15,332,884 broker non-votes. “RESOLVED THAT: Solitario shareholders approve the compensation of Solitario’s named executive officers, as disclosed in the Company’s proxy statement, dated April 28, 2020, pursuant to the compensation disclosure rules of the Securities and Exchange Commission set forth in Item 402 of Regulation S-K, including, but not limited to, the Compensation Discussion and Analysis, the compensation tables, and any related material disclosed in the proxy statement for the 2020 annual meeting.”
3
Appointment of Auditors. The appointment of Plante Moran PLLC as Solitario’s auditors for fiscal year 2020 was ratified with 37,546,581 shares voting for (95.38% of shares voting), 610,498 shares voting against, 1,207,621 shares voting to abstain, and no broker non-votes.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
June 17, 2020
| Solitario Zinc<br>Corp. | |
|---|---|
| By: | /s/ James R.<br>Maronick |
| James R. Maronick,<br>Chief Financial Officer |