Form 8-K - Current report

DE0001011509false00010115092024-07-022024-07-02

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

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Current Report

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Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): July 2, 2024

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GOLDEN MINERALS COMPANY

(Exact name of registrant as specified in its charter)

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DELAWARE	​	1-13627	​	26-4413382
(State or other jurisdiction of incorporation or organization)	​	(Commission File Number)	​	(I.R.S. Employer Identification Number)

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350 Indiana Street, Suite 650

Golden, Colorado 80401

(Address of principal executive offices) (Zip Code)

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Registrant’s telephone number, including area code: [phone]

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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. below):

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☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		AUMN		NYSE American

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

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Emerging growth company  ☐

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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.  ☐

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Item 3.01

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

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On July 2, 2024, Golden Minerals Company (the “Company”) received written notification (the “Notice”) from the NYSE American LLC (the “NYSE American”) that the Company is not in compliance with Section 1003(a)(i) and 1003(a)(ii) of the NYSE American Company Guide (the “Company Guide”). The Company is required to report the following under the NYSE American continued listing standards:

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Stockholders’ equity of $2.0 million or more if it has reported losses from continuing operations and/or net losses in two of its three most recent fiscal years (Section 1003(a)(i));

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Stockholders’ equity of $4.0 million or more if it has reported losses from continuing operations and/or net losses in three of its four most recent fiscal years (Section 1003(a)(ii)); and

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Stockholders’ equity of $6.0 million or more if it has reported losses from continuing operations and/or net losses in its five most recent fiscal years (Section 1003(a)(iii)).

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As previously reported, on June 6, 2023, the Company received a written notification that it is not in compliance with Section 1003(a)(iii) the Company Guide. The Notice provides that the Company is now also below compliance with Sections 1003(a)(i) and 1003(a)(ii) the Company Guide since it reported stockholders’ equity of $621,000 as of March 31, 2024, and losses from continuing operations and/or net losses in its five most recent fiscal years ended December 31, 2023. As a result, the Company has become subject to the procedures and requirements of Section 1009 of the Company Guide and must regain compliance with Sections 1003(a)(i)-(iii) of the Company Guide by December 6, 2024.

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The Company is already subject to an accepted plan of compliance in relation to its non-compliance of Section 1003(a)(iii) of the Company Guide, and will continue its efforts to regain compliance with all stockholders’ equity standards accordingly. The Company’s progress toward regaining compliance is subject to periodic review by the NYSE American, including quarterly monitoring for compliance with the initiatives outlined in the plan of compliance.

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The Notice has no immediate effect on the Company’s common stock or its business operations. The Company’s common stock will continue to be listed on the NYSE American under the symbol “AUMN” while it regains compliance with Sections 1003(a)(i)-(iii) of the Company Guide, subject to the Company’s compliance with other continued listing requirements.

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Item 9.01

Financial Statements and Exhibits.

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(d)Exhibits.

Exhibit Number	Description
99.1	Press release of Golden Minerals Company, dated July 9, 2024.
104	Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

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SIGNATURE

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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.

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Date: July 9, 2024

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​	Golden Minerals Company
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​	By:		/s/ Julie Z. Weedman
​	​		Name: Julie Z. Weedman
​	​		Title:   Senior Vice President and Chief Financial Officer

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Exhibit 99.1

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GOLDEN MINERALS RECEIVES CONTINUED LISTING STANDARD NOTICE FROM NYSE AMERICAN

GOLDEN, CO - / BUSINESS WIRE/ - July 9, 2024 – Golden Minerals Company (“Golden Minerals”, “Golden” or the “Company”) (NYSE-A: AUMN and TSX: AUMN) today announced that on July 2, 2024, the Company was notified by the NYSE American LLC (the “NYSE American”) that it was not in compliance with three of the NYSE American’s continued listing standards as set forth in Part 10 of the NYSE American Company Guide (the “Company Guide”). Specifically, the Company is not in compliance with Sections 1003(a)(i), 1003(a)(ii) and 1003(a)(iii) of the Company Guide since it reported stockholders’ equity of $0.6 million as of March 31, 2024 and losses from continuing operations and/or net losses in its five most recent fiscal years. The Company was previously notified on June 9, 2023 that it was not in compliance with Section 1003(a)(iii). On July 6, 2023, the Company submitted a plan to achieve compliance by December 6, 2024. On August 22, 2023, the NYSE Regulation staff accepted the plan and granted a plan period through December 6, 2024.

The notification from the NYSE American has no immediate effect on the Company’s common stock or its business operations. The Company’s common stock will continue to be listed on the NYSE American under the symbol “AUMN” while it regains compliance with Sections 1003(a)(i), 1003(a)(ii) and 1003(a)(iii) of the Company Guide, subject to the Company’s compliance with other continued listing requirements.

About Golden Minerals

Golden Minerals is a precious metals mining exploration company based in Golden, Colorado. The Company is primarily focused on advancing its El Quevar silver property in Argentina and also on advancing its Yoquivo property in Mexico. The Company is also focused on acquiring and advancing selected mining properties in Mexico, Nevada and Argentina.

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Forward-Looking Statements

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This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, and applicable Canadian securities legislation, including statements regarding the plan to achieve compliance with the NYSE American and other factors that may cause actual results, performance or achievements to be materially different than those expressed or implied. These statements are subject to risks and uncertainties. Golden Minerals assumes no obligation to update this information. Additional risks relating to Golden Minerals can be found in the periodic and current reports filed with the Securities Exchange Commission by Golden Minerals, including the Company's Annual Report on Form 10-K for the year ended December 31, 2023 and the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2024.

For additional information please visit http://www.goldenminerals.com/ or contact:

Golden Minerals Company

[phone]

[e-mail]

SOURCE: Golden Minerals Company

Page 1 of 1

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GOLDEN MINERALS COMPANY

350 Indiana Street – Suite 650 – Golden, Colorado 80401 – Telephone [phone]

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Document and Entity Information	Jul. 02, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 02, 2024
Entity File Number	1-13627
Entity Registrant Name	GOLDEN MINERALS COMPANY
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-4413382
Entity Address, Address Line One	350 Indiana Street
Entity Address, Address Line Two	Suite 650
Entity Address, City or Town	Golden
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80401
City Area Code	303
Local Phone Number	839-5060
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	AUMN
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Entity Central Index Key	0001011509
Amendment Flag	false

Document Information	Jul. 02, 2024
Document Information:
Document Type	8-K
Amendment	false
CIK	0001011509
Registrant Name	GOLDEN MINERALS COMPANY
Period End Date	Jul. 02, 2024

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