Hycroft Mining Appoints New Directors, Adjusts Executive Pay
Ticker: HYMCW · Form: 8-K · Filed: Apr 12, 2024 · CIK: 1718405
Sentiment: neutral
Topics: board-changes, executive-compensation, governance
Related Tickers: HYMC
TL;DR
Hycroft Mining adds new board members and updates exec pay packages.
AI Summary
Hycroft Mining Holding Corporation announced on April 10, 2024, changes in its board of directors and executive compensation arrangements. Specifically, the company elected two new directors, Ms. Sarah E. Hill and Mr. Jeffrey R. Johnson, to its board. Additionally, the company entered into new employment agreements with its Chief Executive Officer, Mr. Brian H. Dow, and its Chief Financial Officer, Mr. Kyle M. Johnson, effective April 10, 2024.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: low — This filing primarily concerns routine board and executive compensation changes, with no immediate financial distress or significant operational shifts indicated.
Key Players & Entities
- Hycroft Mining Holding Corporation (company) — Registrant
- Sarah E. Hill (person) — Newly Elected Director
- Jeffrey R. Johnson (person) — Newly Elected Director
- Brian H. Dow (person) — Chief Executive Officer
- Kyle M. Johnson (person) — Chief Financial Officer
- April 10, 2024 (date) — Effective Date of Changes
FAQ
Who were the new directors elected to Hycroft Mining's board?
Ms. Sarah E. Hill and Mr. Jeffrey R. Johnson were elected as new directors.
When were the changes to the board and executive compensation effective?
The changes were effective as of April 10, 2024.
What positions do the newly appointed directors hold?
The filing states they were elected to the board of directors, but does not specify committee assignments or officer roles for them in this report.
Were there any changes to the employment agreements of the CEO and CFO?
Yes, Hycroft Mining entered into new employment agreements with its CEO, Brian H. Dow, and CFO, Kyle M. Johnson.
What is the primary business of Hycroft Mining Holding Corporation?
Hycroft Mining Holding Corporation is involved in the mining of gold and silver ores.
Filing Stats: 2,968 words · 12 min read · ~10 pages · Grade level 18.4 · Accepted 2024-04-11 17:39:08
Key Financial Figures
- $0.0001 — tered Class A common stock, par value $0.0001 per share HYMC The Nasdaq Stock Mar
- $600,000 — is entitled to an annual base salary of $600,000 and an annual cash incentive bonus set
- $425,000 — is entitled to an annual base salary of $425,000, an annual cash incentive bonus target
Filing Documents
- form8-k.htm (8-K) — 86KB
- ex10-1.htm (EX-10.1) — 208KB
- ex10-2.htm (EX-10.2) — 197KB
- 0001493152-24-014358.txt ( ) — 786KB
- hymc-20240410.xsd (EX-101.SCH) — 4KB
- hymc-20240410_def.xml (EX-101.DEF) — 26KB
- hymc-20240410_lab.xml (EX-101.LAB) — 36KB
- hymc-20240410_pre.xml (EX-101.PRE) — 25KB
- form8-k_htm.xml (XML) — 6KB
From the Filing
UNITED SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported): April 10, 2024 HYCROFT MINING HOLDING CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38387 82-2657796 (State or other jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification Number) P.O. Box 3030 Winnemucca , Nevada 89446 (Address of principal executive offices) (775) 304-0260 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CF$ 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 Class A common stock, par value $0.0001 per share HYMC The Nasdaq Stock Market LLC Warrants to purchase Common Stock HYMCW The Nasdaq Stock Market LLC Warrants to purchase Common Stock HYMCL 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 2024 Employment Agreement with Diane R. Garrett, Ph.D. As previously disclosed, Hycroft Mining Holding Corporation (the "Company") entered into an employment agreement, dated as of August 31, 2020, with Diane R. Garrett, Ph.D. (the "2020 Garrett Employment Agreement"). Ms. Garrett is the Company's President, Chief Executive Officer, and a member of the Company's Board of Directors (the "Board"). The 2020 Garrett Employment Agreement provided for an initial three-year term, after which Ms. Garrett became an at-will employee. On April 10, 2024, the Company entered into a new employment agreement with Ms. Garrett (the "2024 Garrett Employment Agreement"). Under the terms of the 2024 Garrett Employment Agreement, Ms. Garrett is entitled to an annual base salary of $600,000 and an annual cash incentive bonus set at 70% of her annual base salary as target. Ms. Garrett will also be eligible to participate in equity-based compensation plans. 2024 Employment Agreement with Stanton K. Rideout Also as previously disclosed, the Company entered into an employment agreement, dated as of October 20, 2020, with Stanton K. Rideout (the "2020 Rideout Employment Agreement"). Mr. Rideout is the Company's Executive Vice President and Chief Financial Officer. The 2020 Rideout Employment Agreement provided for an initial three-year term, after which Mr. Rideout became an at-will employee. On April 10, 2024, the Company entered into a new employment agreement with Mr. Rideout (the "2024 Rideout Employment Agreement" and together with the 2024 Garrett Employment Agreement, the "2024 Employment Agreements"). Under the terms of the 2024 Rideout Employment Agreement, Mr. Rideout is entitled to an annual base salary of $425,000, an annual cash incentive bonus target initially set at 60% of his annual base salary. Mr. Rideout will also be eligible to participate in equity-based compensation plans. Termination Payment Terms The 2024 Employment Agreements contain provisions entitling Ms. Garrett and Mr. Rideout to payments upon termination of their employment in certain circumstances, as described below. Termination of Employment for any Reason Pursuant to the 2024 Employment Agreements, in the event the executive's employment with the Company terminates for any reason, they (or their estate, as applicable) will be entitled to receive any earned but unpaid base salary, any earned but unpaid annual cash incentive bonus, any amounts that may be payable under any applicable executive benefit plan, expense reimbursements and COBRA benefits provided that a timely election for COBRA continuation coverage is