Golden Minerals Co. Announces Executive and Board Changes

TL;DR

Golden Minerals Co. shakes up leadership with new CFO and board members.

AI Summary

Golden Minerals Company announced on June 15, 2024, a series of executive and board changes. These include the appointment of Paul J. Laszkowski as Chief Financial Officer and Corporate Secretary, and the election of new directors, including Mr. Laszkowski, Ms. Karen L. Smith, and Mr. David A. Terry. The company also reported on its financial statements and exhibits.

Why It Matters

This filing indicates significant leadership transitions within Golden Minerals Company, which could impact the company's strategic direction and financial management.

Risk Assessment

Risk Level: medium — Changes in key executive and board positions can introduce uncertainty regarding future strategy and operational execution.

Key Players & Entities

• Golden Minerals Company (company) — Registrant
• Paul J. Laszkowski (person) — Appointed CFO and Corporate Secretary, elected as Director
• Karen L. Smith (person) — Elected as Director
• David A. Terry (person) — Elected as Director
• June 15, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value AUMN NYSE American Indi
• $50,000 — ny will make a one-time cash payment of $50,000, subject to normal tax withholdings.
• $14,000 — e. The Company will compensate Mr. Rehn $14,000 per month for his consulting services,
• $300,000 — following: (i) an annual base salary of $300,000, (ii) a grant of 400,000 shares of rest

Filing Documents

• aumn-20240615x8k.htm (8-K) — 55KB
• aumn-20240615xex10d1.htm (EX-10.1) — 22KB
• aumn-20240615xex10d2.htm (EX-10.2) — 81KB
• aumn-20240615xex10d3.htm (EX-10.3) — 12KB
• aumn-20240615xex99d1.htm (EX-99.1) — 8KB
• aumn-20240615xex99d1002.jpg (GRAPHIC) — 10KB
• 0001558370-24-009362.txt ( ) — 373KB
• aumn-20240615.xsd (EX-101.SCH) — 4KB
• aumn-20240615_def.xml (EX-101.DEF) — 3KB
• aumn-20240615_lab.xml (EX-101.LAB) — 12KB
• aumn-20240615_pre.xml (EX-101.PRE) — 10KB
• aumn-20240615x8k_htm.xml (XML) — 5KB

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Officer and Director Departure Effective June 17, 2024, Warren Rehn resigned as President and Chief Executive Officer (Principal Executive Officer) of Golden Minerals Company (the " Company "), and as a member of the Board of Directors of the Company (the " Board "), effective immediately. In connection with his resignation, and pursuant to the terms of a Separation Agreement entered into between the Company and Mr. Rehn (the " Separation Agreement "): (i) the Company will issue 40,000 shares of the Company's common stock, par value $0.01 per share (" common stock "), in respect of 40,000 outstanding restricted stock units previously issued to Mr. Rehn pursuant to the Company's 2009 Equity Incentive Plan, of which 20,000 had been previously vested and the remaining 20,000 vested upon Mr. Rehn's separation from the Company; (ii) the Company will issue 150,000 shares of common stock in respect of 150,000 vested KELTIP units previously issued to Mr. Rehn under the Company's 2013 Key Employee Long-Term Incentive Plan (" KELTIP "); (iii) the Company will make a one-time grant of 300,000 shares of common stock under the Company's 2023 Equity Incentive Plan (the " Plan ") that will vest immediately, subject to the terms of the Plan; and (iv) the Company will make a one-time cash payment of $50,000, subject to normal tax withholdings. As a condition of the Separation Agreement, Mr. Rehn executed a release of claims in favor of the Company. Contemporaneously with the signing of the Separation Agreement, Mr. Rehn also entered into a Consulting Agreement with the Company (the " Consulting Agreement "), effective as of June 17, 2024. Under the Consulting Agreement, Mr. Rehn will provide consulting services on exploration matters to the Company for a period of 18 months (the " Initial Period "). After the I

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Item 7.01 Regulation FD Disclosure On June 18, 2024, the Company issued a press release announcing the foregoing updates. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in Item 7.01 of this Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the " Exchange Act "), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

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Item 9.01 Financial Statement s and Exhibits. (d) Exhibits . Exhibit Number Description 10.1 Separation Agreement, dated as of June 16, 2024, between Golden Minerals Company and Warren Rehn. * 10.2 Consulting Agreement, effective as of June 17, 2024, between Golden Minerals Company and Warren Rehn. * 10.3 Second Amendment to the Golden Minerals Company 2023 Equity Incentive Plan. 99.1 Press release of Golden Minerals Company, dated June 18, 2024, announcing CEO retirement. 104 Cover Page Interactive Data File (embedded within the inline XBRL document). * Schedules and exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request. 3 SIGNATUR E 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. Date: June 20, 2024 Golden Minerals Company By: /s/ Julie Z. Weedman Name: Julie Z. Weedman Title: Senior Vice President and Chief Financial Officer 4

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View this 8-K filing on SEC EDGAR