Current Report · Items 1.01, 3.02, 7.01, 8.01, 9.01 · 8-K
GOLDEN MINERALS CO
Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Regulation FD Disclosure · Other Events
Item 1.01 Entry into a Material Definitive Agreement. On May 14, 2026, Golden Minerals Company (the “Company”), entered into a Subscription Agreement (the “Subscription Agreement”) with Streamline Metals Capital Ltd., a private mining investment company (“Streamline”), providing for the issuance and sale by the Company in a private placement (the “Private Placement”) an aggregate of 3,740,000 shar…
Filed May 20, 2026Accepted May 20, 2026, 4:11 PM EDTCIK 1011509Accession 0001104659-26-064509
Company context
Golden Minerals is a precious metals exploration company holding a 67% majority control in the Desierto 1 & 2 concessions and a 51% joint venture interest in the Sarita Este concession, each adjacent to the gold-silver-copper Taca Taca project owned by First Quantum Minerals located in northwest Salta Province, Argentina. Golden Minerals also holds a 60% interest in Sand Canyon, an exploration-stage gold-silver project in northwestern Nevada.
Current securities
Disclosure sections
Items 1.01, 3.02, 7.01, 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On May 14, 2026, Golden
Minerals Company (the “Company”), entered into a Subscription Agreement (the “Subscription Agreement”) with
Streamline Metals Capital Ltd., a private mining investment company (“Streamline”), providing for the issuance and sale by
the Company in a private placement (the “Private Placement”) an aggregate of 3,740,000 shares of the Company’s common
stock, $0.01 par value per share, at a purchase price of US$0.2290 per share (the “Private Placement Shares”), for aggregate
gross proceeds of approximately US$856,463.
The Private Placement Shares
will be offered and sold in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities
Act”), and/or Regulation D or Regulation S promulgated thereunder, and will not be registered under the Securities Act or applicable
state securities laws.
The Private Placement is expected
to close on or around May 20, 2026, subject to the Company receiving all required regulatory approvals, including from the Toronto
Stock Exchange.
The foregoing description
of the Subscription Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Subscription
Agreement, a copy of which is filed as Exhibit 10.1 to this report and is incorporated by reference herein.
Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02 Unregistered Sales of Equity Securities.
The information included in
Item 1.01 above is incorporated by reference into this Item 3.02.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD.
On May 15, 2026, the
Company issued a press release regarding the Private Placement and the Sale Transaction (as defined below). A copy of the Company’s
press release is attached as Exhibit 99.1 hereto.
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.
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
On May 14, 2026, the
Company, ECU Silver Mining Inc., a corporation incorporated under the laws of the Province of Quebec and wholly owned subsidiary of the
Company (“ESM”), and Golden Minerals Services Corp., a corporation incorporated under the laws of the State of Delaware, and
wholly owned subsidiary of the Company (“GMSC,” and together with ESM, the “Vendors”), entered into a Share Purchase
Agreement (the “Sale Agreement”) with Streamline and Horizon Silver Resources Ltd. (together with Streamline, the “Purchasers”),
pursuant to which the Vendors agreed to sell and transfer all of the issued and outstanding shares (the “Minera William Shares”)
of Minera William, S.A. de C.V., a Mexican corporation (“Minera William”), to the Purchasers (the “Sale Transaction”).
Minera William is the sole
owner of the El Par de Tres 2 property in Mexico and is entitled to receive a 2.0% net smelter returns royalty on all minerals produced,
recovered, and sold from the San Diego property in Mexico. The aggregate purchase price for the Minera William Shares is US$1,200,000,
payable in cash. The closing of the Sale Transaction occurred on May 14, 2026.
The Company guaranteed the
performance of the covenants, agreements, and other obligations of the Vendors contained in the Sale Agreement.
The Company intends to use
the proceeds from the Private Placement and the Sale Transaction (i) for working capital purposes; (ii) to advance joint venture
processes in relation to the Company’s Sand Canyon project in Nevada and Sarita Desierto project in Salta, Argentina; (iii) to
evaluate new project opportunities, including opportunities in Bolivia; and (iv) for other general working capital and corporate
purposes.
Filed exhibits (1)
EX-99.1 (by filename) tm2615234d1_ex99-1.htmEX-99.1
3
tm2615234d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Golden Minerals
Reports First Quarter 2026 Financial Results
Denver, CO - /
ACCESS NEWS WIRE/ - May 15, 2026 - Golden Minerals Company (“Golden Minerals”, “Golden” or the “Company”)
(OTCQB: AUMN and TSX: AUMN) has reported financial results and a business summary for the quarter ended March 31, 2026. All figures
are in approximate U.S. dollars.
Financial Summary
for the Three Months Ended March 31, 2026
Debt
was zero as of March 31, 2026, unchanged from December 31, 2025.
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Exploration
expenses were $0.06 million for the three months ended March 31, 2026, compared to $0.07
million for the three months ended March 31, 2025.
Administrative
expenses were $0.5 million for the three months ended March 31, 2026, compared to $0.7
million for the three months ended March 31, 2025, reflecting the Company’s continued
cost reduction efforts.
Income
from discontinued operations, net of taxes, was $14,000 for the three months ended March 31,
2026, compared to a loss from discontinued operations, net of taxe…
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