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Share Name | Share Symbol | Market | Type |
---|---|---|---|
United States Antimony Corp | AMEX:UAMY | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.246 | 0 | 09:21:57 |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
Proxy
Statement Pursuant to Section 14(a) of the Securities Exchange Act
of 1934
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Filed
by the Registrant [X]
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Filed
by a Party other than the Registrant [ ]
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Check
the appropriate box:
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[
]
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Preliminary Proxy
Statement
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[
]
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Confidential, for
Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
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[X]
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Definitive Proxy
Statement
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[
]
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Definitive
Additional Materials
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[
]
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Soliciting Material
Pursuant to § 240.14a-12
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UNITED
STATES ANTIMONY CORPORATION
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(Name
of Registrant as Specified in Its Charter)
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(Name
of Person(s) Filing Proxy Statement, if Other Than the
Registrant)
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Payment
of Filing Fee (Check the appropriate box):
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[X]
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No fee
required.
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[
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
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(1)
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Title
of each class of securities to which transaction
applies:
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N/A
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(2)
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Aggregate number of
securities to which transactions applies:
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N/A
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(3)
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Per
unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:
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N/A
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(4)
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Proposed maximum
aggregate value of transaction:
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N/A
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(5)
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Total
fee paid:
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N/A
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[
]
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Fee
paid previously with preliminary materials:
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N/A
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[
]
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Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by
registration statement number, or the Form or Schedule and the date
of its filing.
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(1)
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Amount
Previously Paid:
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N/A
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(2)
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Form,
Schedule or Registration Statement No.:
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N/A
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(3)
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Filing
Party:
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N/A
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(4)
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Date
Filed:
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N/A
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UNITED
STATES ANTIMONY CORPORATION
P.O.
Box 643, Thompson Falls, Montana 59873
October
20, 2016
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Sincerely,
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John C.
Lawrence
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Chairman and President
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By Order of the Board of Directors
John C. Lawrence
Chairman and President
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Date
:
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Saturday, December
10, 2016
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Time
:
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9:00 a.m., local
time
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Place
:
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Ramada Inn at the
Spokane International Airport, 8909 Airport Drive, Spokane,
Washington
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Name
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Age
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Affiliation
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Expiration
of Term
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John C.
Lawrence
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77
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Chairman,
President,
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2017
annual meeting
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and
Treasurer; Director
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Gary D.
Babbitt
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70
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Director
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2017
annual meeting
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Hartmut
W. Baitis
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66
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Director
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2017
annual meeting
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Russell
C. Lawrence
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47
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Director
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2017
annual meeting
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Whitney H.
Ferer
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57
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Director
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2017 annual
meeting
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Jeffrey D.
Wright
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47
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Director
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2017 annual
meeting
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Craig W.
Thomas
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41
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Director
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2017 annual
meeting
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Name
and Principal Position
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Year
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Salary
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Bonus
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Stock
Awards (1)
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Total
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John C.
Lawrence, President and Chief Executive Officer
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2015
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$
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141,000
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N/A
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$
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25,000
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$
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166,000
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2014
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141,000
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25,000
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166,000
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2013
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126,000
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25,000
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151,000
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John C.
Gustaven, Executive Vice President
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2015
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$
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100,000
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N/A
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$
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100,000
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2014
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100,000
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100,000
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2013
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100,000
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100,000
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Russell
C. Lawrence, Vice President for Latin America
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2015
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$
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120,000
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N/A
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$
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25,000
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$
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145,000
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2014
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105,000
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25,000
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130,000
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2013
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100,000
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25,000
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125,000
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(1)
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These
figures represent the fair values, as of the date of issuance, of
the annual director's fee payable to John C. Lawrence and Russell
C. Lawrence in the form of shares of USAC's common
stock.
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Compensation for
all executive officers, except for the President/CEO position, is
recommended to the Compensation Committee of the Board of Directors
by the President/CEO. The Compensation Committee makes the
recommendation for the compensation of the President/CEO. The
Compensation Committee has identified a peer group of mining
companies to aid in reviewing the President’s compensation
recommendations for executives, and for reviewing the compensation
of the President/CEO. The full Board approves the compensation
amounts recommended by the Compensation Committee. Currently, the
executive management’s compensation only includes base salary
and health insurance. The Company does not have annual performance
based salary increases, long term performance based cash
incentives, deferred compensation, retirement benefits, or
disability benefits. For the year ended December 31, 2015, Russell
C. Lawrence (VP) received an increase in base compensation of
$15,000 annually. The Board of Directors determined that Mr.
Lawrence’s compensation for the prior years was not adequate
for the duties assigned to him as the Vice President for Latin
America, and that a raise was appropriate to compensate him for
management of the Company’s Latin American
operations.
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Two
executive officers, the President/CEO and the Vice-President for
the Latin American operations, receive restricted stock awards for
their services as Board members.
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Outstanding
Equity Awards
at
Fiscal
Year End
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Name
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Number
of Securities Underlying Unexercised Options
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Number
of Securities
Underlying
Unexercised
Unearned
Options
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Average
Exercise
Price
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Option
Exercise
Dates
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Exercisable
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Unexercisable
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#
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#
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John C.
Lawrence
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250,000
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0
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0
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$
0.25
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None
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(Chairman of the
Board Of
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Directors and Chief
Executive
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Officer)
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Name and Principal Position
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Year
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Salary (2)
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Bonus
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Stock Awards (1) (3)
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All Other Compensation
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Total
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John C. Lawrence,
President and Chief Executive Officer
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2016
2015
2014
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$141,000
$141,000
$141,000
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N/A
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$25,000
$25,000
$25,000
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$166,000
$166,000
$166,000
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John C. Gustaven,
Executive Vice President
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2016
2015
2014
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$100,000
$100,000
$100,000
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N/A
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$100,000
$100,000
$100,000
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Russell Lawrence,
Vice President for Latin America
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2016
2015
2014
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$120,000
$105,000
$105,000
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N/A
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$25,000
$25,000
$25,000
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$145,000
$130,000
$130,000
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Matt Keane,
Vice President of Marketing
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2016
2015
2014
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$65,000
$50,000
$50,000
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N/A
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$65,000
$50,000
$50,000
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Dan Parks,
Chief Financial Officer
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2016
2015
2014
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$90,000
$90,000
$75,000
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N/A
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$90,000
$90,000
$75,000
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Alicia Hill, Secretary-
Treasurer and Controller
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2016
2015
2014
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$50,000
$50,000
$50,000
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N/A
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$50,000
$50,000
$50,000
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Fees
Earned or Paid
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Stock
Awards(2)
Compensation
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All
other
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Total
($)
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Gary Babbitt
(1)
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$
36,000
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$
25,000
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0
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$
61,000
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Hart
Baitis
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0
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$
25.000
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0
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$
25,000
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Whitney
Ferer
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0
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$
25,000
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0
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$
25,000
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Jeffrey
Wright
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0
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$
25,000
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0
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$
25,000
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Craig W.
Thomas(2)
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0
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$
25,000
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0
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$
25,000
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Title
of Class
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Name
and Address of
Beneficial
Owners
(1)
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Amount
and
Nature
of
Beneficial
Ownership
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Percent
of
Class
(1)
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Percent
of all
Voting
Stock
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||||
Common
Stock
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Cardinal Capital
Management LLC
Four
Greenwich Office Park
Greenwich CT
06831
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4,008,694
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6.07
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%
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5.87
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%
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Common
Stock
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Reed
Family Limited Partnership
328
Adams Street Milton, MA
02186
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4,018,335
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6.09
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%
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5.88
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%
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Common
Stock
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The
Dugan Family
c/o
A.W.Dugan
1415
Louisana Street, Suite 3100
Houston, TX
77002
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6,362,927
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(3)
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9.64
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%
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9.32
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%
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Series
B Preferred
|
Excel
Mineral Company
P.O.
Box 3800
Santa
Barbara, CA 93130
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750,000
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(5)
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100.00
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%
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N/A
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Series
C Preferred
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Richard
A. Woods
59 Penn
Circle West
Penn
Plaza Apts.
Pittsburgh, PA
15206
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48,305
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(4)
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27.10
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%
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*
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Series
C Preferred
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Dr.
Warren A. Evans
69
Ponfret Landing Road
Brooklyn, CT
06234
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32,203
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(4)
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18.10
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%
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*
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Series
C Preferred
|
Edward
Robinson
1007
Spruce Street, 1st floor
Philadelphia, PA
19107
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32,203
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(4)
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18.10
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%
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*
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Series
C Preferred
|
All
Series C Preferred Shareholders as a Group
|
|
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177,904
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(4)
|
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100.00
|
%
|
|
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*
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|
Common
Stock
|
John C.
Lawrence
Russell
Lawrence
Hart
Baitis
Gary
Babbitt
Whitney
Ferer
Jeffrey
Wright
Mathew
Keane
Daniel
Parks
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4,281,107
280,654
171,180
169,254
119,704
50,000
10,300
40,000
|
(2)
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83.35
5.46
3.33
3.29
2.33
*
*
1.05
|
%
%
%
%
%
%
|
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6.66
*
*
*
*
*
*
*
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%
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|
Common
Stock
|
All
Directors and Executive Officers as a Group
|
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5,136,199
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100.00
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%
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7.53
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%
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Series
D Preferred
|
John C.
Lawrence
Leo
Jackson
Gary
Babbitt
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1,590,672
102,000
58,333
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(4)
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90.80
5.80
3.40
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%
%
%
|
|
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2.40
*
*
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%
|
|
Series
D Preferred
|
All
Series D Preferred Shareholders as a Group
|
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|
1,751,005
|
(4)
|
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100.00
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%
|
|
|
2.70
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%
|
|
Common
Stock and
Preferred Stock
w/voting rights
|
All
Directors and Executive Officers as a Group
All
preferred Shareholders that are officers or directors
|
|
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5,136,199
1,751,005
|
(2)
(4)
|
|
72.55
27.45
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%
|
|
|
7.53
2.56
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%
|
|
Common
and Preferred Voting Stock
|
All
Directors and Executive
Officers as a
Group
|
|
|
6,887,204
|
|
|
100.00
|
%
|
|
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10.09
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%
|
(1)
|
Beneficial
Ownership is determined in accordance with the rules of the
Securities and Exchange Commission and generally includes voting or
investment power with respect to securities. Shares of common stock
subject to options or warrants currently exercisable or
convertible, or exercisable or convertible within 60 days of March
30, 2016, are deemed outstanding for computing the percentage of
the person holding options or warrants but are not deemed
outstanding for computing the percentage of any other person.
Percentages are based on a total of 66,316,278
shares of common stock, 750,000
shares of Series B Preferred Stock, 177,904 shares of Series C
Preferred Stock, and 1,751,005 shares of Series D Preferred Stock
outstanding on March 30, 2016. Total voting stock of 68,245,187
shares is a total of all the common stock issued, and all of the
Series C and Series D Preferred Stock.
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||||||||||||
(2)
|
Includes 4,031,107
shares of common stock and 250,000 stock purchase warrants.
Excludes 183,324 shares owned by Mr. Lawrence's sister, as to which
Mr. Lawrence disclaims beneficial ownership.
|
||||||||||||
(3)
|
Includes shares
owned by the estate of Al W. Dugan and shares owned by companies
owned and controlled by the estate of Al W. Dugan. Excludes 183,333
shares owned by Lydia Dugan as to which the estate of Mr. Dugan
disclaims beneficial ownership.
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||||||||||||
(4)
|
The
outstanding Series C and Series D preferred shares carry voting
rights equal to the same number of shares of common stock.
|
||||||||||||
(5)
|
The
outstanding Series B preferred shares carry voting rights only if
the Company is in default in the payment of declared dividends. The
Board of Directors has not declared any dividends as due and
payable for the Series B preferred stock.
|
|
2015
|
2014
|
Audit
Fees
|
$
151,741
|
$
149,168
|
Tax
Fees
|
$
10,115
|
$
24,323
|
Other
Fees
|
--
|
--
|
Totals
|
$
161,856
|
$
173,491
|
|
|
FOR
|
VOTEWITHHELD
|
||
1.
|
The
election as director of the nominees listed below
(except
as marked to the contrary below)
John C.
Lawrence
Gary D.
Babbitt
Harmut
W. Baitis
Russell
C. Lawrence
Whitney
H. Ferer
Jeffrey
D. Wright
Craig
W. Thomas
Note:
shareholders have the discretionary authority to cumulate votes
unless a different distribution of votes is indicated by marking
after the nominee’s name.
|
[ ]
|
[ ]
|
||
|
|
FOR
|
ABSTAIN
|
AGAINST
|
|
2.
|
The
ratification of the selection of DeCoria, Maichel & Teague,
P.S. as the independent auditor for the year ending December 31,
2016.
|
[ ]
|
[ ]
|
[ ]
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||
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||
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||
|
||
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|
PRINT
NAME OF SHAREHOLDER
|
|
PRINT
NAME OF SHAREHOLDER
|
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||
|
||
|
||
|
||
|
|
|
SIGNATURE OF
SHAREHOLDER
|
|
SIGNATURE OF
SHAREHOLDER
|
|
1 Year United States Antimony Chart |
1 Month United States Antimony Chart |
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