Form 8-K - Current report

HECLA MINING CO/DE/ false 0000719413 0000719413 2024-05-22 2024-05-22 0000719413 us-gaap:CommonStockMember 2024-05-22 2024-05-22 0000719413 us-gaap:SeriesBPreferredStockMember 2024-05-22 2024-05-22

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 event reported): May 22, 2024

 

 

HECLA MINING COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		1-8491		77-0664171
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

6500 North Mineral Drive, Suite 200

Coeur d’Alene, Idaho 83815-9408

(Address of principal executive offices) (Zip Code)

[phone]

Registrant’s telephone number, including area code

 

 

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:

 

☐	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 CFR 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
Common Stock, par value $0.25 per share		HL		New York Stock Exchange
Series B Cumulative Convertible Preferred Stock, par value $0.25 per share		HL-PB		New York Stock Exchange

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. ☐

 

 

 

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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.

On May 22, 2024, Phillips S. Baker, Jr., the President and Chief Executive Officer and a director of Hecla Mining Company (the “Company”), informed the Company that he retired from his officer position and resigned his director position effective immediately (“Retirement Notice”). Mr. Baker’s Retirement Notice did not state any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

On May 23, 2024, the Company announced Mr. Baker’s retirement and that its Board of Directors (the “Board”) appointed Catherine “Cassie” J. Boggs to serve as Interim President and Chief Executive Officer. The Company also named Charles B. Stanley to serve as Independent Lead Director. Both appointments are effective May 22, 2024. Ms. Boggs will remain Chair of the Board.

Ms. Boggs, age 69, has over 40 years of experience in the domestic and international mining. She most recently served as General Counsel at Resource Capital Funds from 2011 until her retirement in 2019. Previously, she worked for Barrick Gold Corporation, serving in a variety of leadership roles, including as the Chief Executive Officer of Tethyan Copper Company, interim President of the African Business Unit, and as interim General Counsel of African Barrick Gold. She also has experience in due diligence, country and political risk assessments, and the structuring and implementation of risk mitigation strategies. Ms. Boggs is a director of Capital Limited (an international mining services company) since September 2021 and is an Adjunct Professor at the University of Denver, Sturm College of Law.

A copy of a related press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

 

(d)

Exhibits

 

99.1

News Release dated May 23, 2024. **

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

**	Filed herewith.

 

2

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SIGNATURE

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.

 

HECLA MINING COMPANY
By:		/s/ David C. Sienko
		David C. Sienko
		Vice President and General Counsel

Dated: May 23, 2024

 

3

Exhibit 99.1

 

		NEWS RELEASE

HECLA ANNOUNCES LEADERSHIP TRANSITION

FOR IMMEDIATE RELEASE

May 23, 2024

COEUR D’ALENE, IDAHO — Hecla Mining Company (NYSE:HL) announced today that, effective immediately, its Board of Directors has named Catherine J. “Cassie” Boggs, Hecla’s current Chair of the Board, as Interim President and Chief Executive Officer. Ms. Boggs succeeds Phillips S. Baker Jr., who, after nearly 23 years of service, is retiring from the Company and stepping down from its Board. Ms. Boggs will continue to serve as Chair of the Board, and the Board also named Charles B. Stanley to serve as Lead Independent Director effective May 23, 2024, and for as long as Ms. Boggs serves as interim President and CEO.

As contemplated by Hecla’s existing management succession plan, Ms. Boggs will be assisted in managing the affairs of the Company by a committee comprised of Russell Lawlar, Senior Vice President – Chief Financial Officer, Carlos Aguilar, Vice President – Operations, and Mike Clary, Senior Vice President – Chief Administrative Officer.

Ms. Boggs said, “I am grateful for the opportunity to take on the role of Interim President and CEO during this time of growth and innovation for our company, and I look forward to working alongside Hecla’s team of experienced operators and executives as we continue to deliver on our plans to create long-term value for shareholders.”

Ms. Boggs continued, “I would like to thank Phil for his years of service and valued contributions to Hecla and the silver industry overall. The Board will immediately begin a search for a new Chief Executive, and we are confident that we will find the right, highly qualified individual to lead Hecla.”

Ms. Boggs concluded, “Hecla’s day-to-day mining operations will carry on unabated with the talented and dedicated staff we have at all our operations and at our headquarters. Senior management and I will continue to support and guide our operations and personnel throughout this leadership transition.”

Ms. Boggs has over 40 years of experience in the domestic and international mining space. Most recently, she served as General Counsel at Resource Capital Funds from 2011 until her retirement in 2019. Previously, she worked for Barrick Gold Corporation, serving in a variety of leadership roles, including as the Chief Executive Officer of Tethyan Copper Company, interim President of the African Business Unit, and as interim General Counsel of African Barrick Gold. She also has vast experience in due diligence, country and political risk assessments, and the structuring and implementation of risk mitigation strategies. Ms. Boggs is a director of Capital Limited (an international mining services company) since September 2021 and is an Adjunct Professor at the University of Denver, Sturm College of Law.

 

Hecla Mining Company ● 1-800-432-5291 ● [e-mail]

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ABOUT HECLA

Founded in 1891, Hecla Mining Company (NYSE: HL) is the largest silver producer in the United States. In addition to operating mines in Alaska, Idaho, and Quebec, Canada, the Company is developing a mine in the Yukon, Canada, and owns a number of exploration and pre-development projects in world-class silver and gold mining districts throughout North America.

For further information, please contact:

Anvita M. Patil, Vice President – Investor Relations and Treasurer

Cheryl Turner, Communications Coordinator

800-HECLA91 (800-432-5291)

Investor Relations

Email: [e-mail]

Website: www.hecla.com

 

Hecla Mining Company ● 1-800-432-5291 ● [e-mail]

Document and Entity Information	May 22, 2024
Document And Entity Information [Line Items]
Entity Registrant Name	HECLA MINING CO/DE/
Amendment Flag	false
Entity Central Index Key	0000719413
Document Type	8-K
Document Period End Date	May 22, 2024
Entity Incorporation State Country Code	DE
Entity File Number	1-8491
Entity Tax Identification Number	77-0664171
Entity Address, Address Line One	6500 North Mineral Drive
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Coeur d’Alene
Entity Address, State or Province	ID
Entity Address, Postal Zip Code	83815-9408
City Area Code	(208)
Local Phone Number	769-4100
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Common Stock, par value $0.25 per share
Trading Symbol	HL
Security Exchange Name	NYSE
Series B Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Series B Cumulative Convertible Preferred Stock, par value $0.25 per share
Trading Symbol	HL-PB
Security Exchange Name	NYSE

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