Hycroft Mining Holding Corporation filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Financial Statements and Exhibits
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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.
Appointment of Executive Chairman
On May 7, 2026, the Board of Directors (the “Board”) of Hycroft Mining Holding Corporation (the “Company”) appointed Diane R. Garrett as Executive Chairman of the Board. Ms. Garrett is the Company’s current Chief Executive Officer.
Appointment of Lead Independent Director
On May, 7, 2026, Thomas S. Weng, the Company’s former Chairman of the Board, was appointed as Lead Independent Director of the Board.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 7, 2026, the Company held its 2026 virtual annual meeting of stockholders (the “Annual Meeting”), to vote on the following matters:
1. Election of Directors
Each of the following six nominees was elected to serve on the Company’s Board, in accordance with the voting results listed below, to serve until the Company’s 2026 annual meeting of stockholders or until their successor is elected and qualified.
| Nominee | For | Against | Abstain | Broker Non-Votes | ||||
| Diane R. Garrett | 45,817,437 | 3,843,815 | 29,662 | 16,040,120 | ||||
| Sean D. Goodman | 46,123,910 | 3,526,368 | 40,636 | 16,040,120 | ||||
| Michael J. Harrison | 42,343,635 | 7,308,368 | 38,911 | 16,040,120 | ||||
| David C. Naccarati | 45,823,545 | 3,841,330 | 26,039 | 16,040,120 | ||||
| Thomas S. Weng | 44,147,259 | 5,517,732 | 25,923 | 16,040,120 |
2. Ratification of Auditors
Stockholders voted to ratify the Audit Committee’s appointment of Baker Tilly US LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2026, in accordance with the voting results listed below.
| For | Against | Abstain | Broker Non-Votes | |||
| 65,146,961 | 517,658 | 66,415 | - |
Item 7.01. Regulation FD Disclosure.
On May 11, 2026, the Company issued a press release announcing the appointments of Ms. Garrett as Executive Chairman and Mr. Weng as Lead Independent Director.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information included in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | |
| 99.1 | Press Release dated May 11, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| Dated: May 11, 2026 | Hycroft Mining Holding Corporation | |
| By: | /s/ Rebecca A. Jennings | |
Rebecca A. Jennings Senior Vice President and General Counsel | ||