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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Lode Star Mining Inc (PK) | USOTC:LSMG | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.008 | 0.0077 | 0.0203 | 0.00 | 14:30:24 |
☒
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017
|
NEVADA
|
|
47-4347638
|
(State
or other jurisdiction of incorporation or
organization)
|
|
(IRS
Employer Identification No.)
|
Securities registered pursuant to Section 12(b) of the
Act:
|
Securities registered pursuant to section 12(g) of the
Act:
|
NONE
|
Common Stock, $0.001 par value
|
|
Large Accelerated Filer
|
☐
|
Accelerated Filer
|
☐
|
|
Non-accelerated Filer
|
☐
|
Smaller Reporting Company
|
☑
|
|
|
|
Emerging Growth Company
|
☐
|
|
|
|
PART I
|
||
Item 1.
|
Business.
|
3
|
Item 1A.
|
Risk Factors.
|
4
|
Item 1B.
|
Unresolved Staff Comments.
|
8
|
Item 2.
|
Properties.
|
8
|
Item 3.
|
Legal Proceedings.
|
13
|
Item 4
|
Mine Safety Disclosure
|
13
|
PART II
|
||
Item 5
|
Market for Registrant’s Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.
|
13
|
Item 6.
|
Selected Financial Data.
|
14
|
Item 7.
|
Management’s Discussion and Analysis of Financial Condition
and Results of Operation.
|
14
|
Item 7A.
|
Quantitative and Qualitative Disclosures About Market
Risk.
|
31
|
Item 8.
|
Financial Statements and Supplementary Data.
|
32
|
Item 9.
|
Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure.
|
33
|
Item 9A.
|
Controls and Procedures.
|
33
|
Item 9B.
|
Other Information.
|
34
|
PART III
|
||
Item 10.
|
Directors, Executive Officers and Corporate
Governance.
|
34
|
Item 11.
|
Executive Compensation.
|
37
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.
|
39
|
Item 13.
|
Certain Relationships and Related Transactions, and Director
Independence.
|
40
|
Item 14.
|
Principal Accounting Fees and Services.
|
41
|
PART IV
|
||
Item 15.
|
Exhibits and Financial Statement Schedules.
|
42
|
ITEM 1.
|
BUSINESS
|
ITEM 1.
|
BUSINESS
(
continued
)
|
ITEM 1A.
|
RISK FACTORS
|
ITEM 1A.
|
RISK FACTORS
(continued)
|
ITEM 1A.
|
RISK FACTORS
(
continued)
|
ITEM 1A.
|
RISK FACTORS
(
continued)
|
ITEM 1A.
|
RISK FACTORS
(
continued)
|
ITEM 1 B.
|
UNRESOLVED STAFF COMMENTS
|
ITEM 2.
|
PROPERTIES
|
ITEM 2.
|
PROPERTIES
(continued)
|
ITEM 2.
|
PROPERTIES
(continued)
|
Claim
Name
|
U.S. Survey
No.
|
Combination No.
3
|
2375
|
August
|
2916
|
Great Western
|
2525
|
Gold Coin
|
2525
|
February
|
2941
|
Mohawk No. 1
|
2283
|
Side Line
Fraction
|
2567
|
January
|
2941
|
Silver Pick
|
2203
|
Silver Pick
Fraction
|
2203
|
Deserted
(1)
|
2203
|
Pipe Dream
|
2203
|
North End
(2)
|
2203
|
Hazel Queen
|
2375
|
Fraction
|
2844
|
White Horse
|
2844
|
White Rock
|
2844
|
Yellow Jacket
|
2844
|
Firelight
|
2749
|
Emma Fraction
|
2360
|
S.E. 2/3 Red King (more or
less)
|
2361
|
S.E. 1/2
(Cornishman)
|
2750
|
Kewana #3
|
2565
|
Blue Jay
|
2375
|
Combination No. 1 Claim
(3)
|
2375
|
Combination No 2 Claim
(4)
|
2844 (19/24th
interest)
|
Omega
|
2844 (19/24th
interest)
|
Apazaca
|
2844 (19/24th
interest)
|
Alpha
|
2844 (19/24th
interest)
|
Jim Fraction
|
4096 (19/24th
interest)
|
O.K. Fraction
|
2560 (¾ of ½
interest)
|
ITEM 2.
|
PROPERTIES
(continued)
|
ITEM 2.
|
PROPERTIES
(continued)
|
ITEM 3.
|
LEGAL PROCEEDINGS
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
2017
|
2016
|
||
Quarter Ended
|
High
|
Low
|
High
|
Low
|
March 31
|
$
0.09
|
$
0.04
|
$
0.04
|
$
0.025
|
June 30
|
$
0.083
|
$
0.02
|
$
0.05
|
$
0.03
|
September 30
|
$
0.065
|
$
0.03
|
$
0.04
|
$
0.032
|
December 31
|
$
0.05
|
$
0.032
|
$
0.052
|
$
0.031
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
(continued)
|
ITEM 6.
|
SELECTED FINANCIAL DATA
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
Year
|
Ore (tons)
|
Gold (ounces)
|
Silver (ounces)
|
|
|
|
|
1903
|
|
3,419
|
287
|
1904
|
8,000
|
113,293
|
19,954
|
1905
|
11,700
|
91,088
|
8,589
|
1906
|
59,628
|
339,890
|
15648
|
1907
|
101,136
|
406,756
|
71,710
|
1908
|
88,152
|
236,082
|
30,823
|
1909
|
297,199
|
453,915
|
33,164
|
1910
|
339,219
|
538,760
|
117,598
|
1911
|
390,431
|
497,637
|
126,406
|
1912
|
362,777
|
301,848
|
125,736
|
1913
|
364,785
|
242,815
|
153,984
|
1914
|
367,166
|
227,612
|
129,830
|
1915
|
418,935
|
212,337
|
165,305
|
1916
|
383,456
|
128,250
|
129,781
|
1917
|
339,488
|
91,917
|
78,184
|
1918
*
|
264,237
|
58,685
|
90,560
|
1919
|
16,435
|
35,810
|
39,912
|
1920
|
6,571
|
7,536
|
6,081
|
1921
|
1,903
|
7,101
|
1,761
|
1922
|
5,619
|
12,773
|
5,755
|
1923
|
3,137
|
4,471
|
3,613
|
1924
|
7,352
|
4,336
|
3,982
|
1925
|
2,773
|
5,053
|
2,369
|
1925-1960
|
129,705
|
168,616
|
88,967
|
Total
|
3,958,104
|
4,190,000
|
1,450,000
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
Site
and Surface Preparation
|
$
100,000
|
Equipment
and Mining Materials
|
$
500,000
|
Underground
Rehab & Preliminary Mine Development
|
$
110,000
|
Ore
Grade Control
|
$
50,000
|
Red
Hills Vein Zone Work
|
$
270,000
|
General
Corporate and Administration Fees
|
$
720,000
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
|
Years
Ended December 31
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Revenue
|
$
-
|
$
-
|
$
-
|
-
|
Operating
Expenses
|
646,008
|
234,375
|
411,633
|
176
%
|
Operating
Loss
|
(646,008
)
|
(234,375
)
|
(411,633
)
|
176
%
|
Other
Expense
|
(45,620
)
|
(33,741
)
|
(11,879
)
|
35
%
|
Net
Loss
|
$
(691,628
)
|
$
(268,116
)
|
$
(423,512
)
|
158
%
|
|
Years
Ended December 31
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Consulting
services
|
$
466,715
|
$
25,776
|
$
440,939
|
1,711
%
|
Corporate
support services
|
1,913
|
2,099
|
(186
)
|
(9
%)
|
Exploration
and evaluation
|
3,190
|
-
|
3,190
|
-
|
Interest,
bank and finance charges
|
45,620
|
28,628
|
16,992
|
59
%
|
Mineral
option fees
|
100,000
|
100,000
|
-
|
0
%
|
Office,
foreign exchange and sundry
|
7,593
|
11,783
|
(4,190
)
|
(36
%)
|
Penalties
|
-
|
5,113
|
(5,113
)
|
(100
%)
|
Professional
fees
|
44,876
|
67,182
|
(22,306
)
|
(33
%)
|
Transfer
and filing fees
|
21,721
|
27,535
|
(5,814
)
|
(21
%)
|
Total
Operating and Other Expenses
|
$
691,628
|
$
268,116
|
$
423,512
|
158
%
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
|
December
31
|
Change
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Cash
|
$
818
|
$
5,134
|
$
(4,316
)
|
(84
%)
|
Prepaid
fees
|
$
3,725
|
$
-
|
$
3,725
|
-
|
Accounts
payable and accrued liabilities
|
$
8,048
|
$
19,016
|
$
(10,968
)
|
(58
%)
|
Due
to related parties and accrued interest
|
$
1,036,569
|
$
762,117
|
$
274,452
|
36
%
|
Loans
payable and accrued interest
|
$
47,055
|
$
62,310
|
$
(15,255
)
|
(25
%)
|
Additional
Paid-In Capital
|
$
1,512,872
|
$
1,070,064
|
$
442,808
|
41
%
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
|
December
31
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Current
Assets
|
$
4,543
|
$
5,134
|
$
(591
)
|
(12
%)
|
Current
Liabilities
|
1,091,672
|
843,443
|
248,229
|
29
%
|
Working
Capital (Deficiency)
|
$
(1,087,129
)
|
$
(838,309
)
|
$
(248,820
)
|
30
%
|
|
Year
Ended December 31
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Cash
Flows Provided By (Used In):
|
|
|
|
|
Operating
Activities
|
$
(59,316
)
|
$
(62,322
)
|
$
3,066
|
(5
%)
|
Financing
Activities
|
55,000
|
55,000
|
-
|
-
|
Net
(decrease) increase in cash
|
$
(4,316
)
|
$
(7,322
)
|
$
3,066
|
(5
%)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
|
ITEM 7A
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
Vancouver, Canada
|
“Morgan & Company LLP”
|
|
|
March 23, 2018
|
Chartered Professional Accountants
|
|
YEARS ENDED DECEMBER 31
|
|
|
2017
|
2016
|
|
|
|
Revenue
|
$
-
|
$
-
|
|
|
|
Operating Expenses
|
|
|
Consulting
services
|
466,715
|
25,776
|
Corporate
support services
|
1,913
|
2,099
|
Exploration
and evaluation
|
3,190
|
-
|
Mineral
option fees
|
100,000
|
100,000
|
Office,
foreign exchange and sundry
|
7,593
|
11,783
|
Professional
fees
|
44,876
|
67,182
|
Transfer
and filing fees
|
21,721
|
27,535
|
Total operating expenses
|
646,008
|
234,375
|
|
|
|
Operating Loss
|
(646,008
)
|
(234,375
)
|
|
|
|
Other Expenses
|
|
|
Interest,
bank and finance charges
|
(45,620
)
|
(28,628
)
|
Penalties
|
-
|
(5,113
)
|
Total other expenses
|
(45,620
)
|
(33,741
)
|
|
|
|
Net Loss For The Year
|
$
(691,628
)
|
$
(268,116
)
|
|
|
|
Basic And Diluted Net Loss Per Common Share
|
$
(0.01
)
|
$
(0.01
)
|
|
|
|
Weighted Average Number Of Common Shares Outstanding - Basic and
Diluted
|
49,127,825
|
49,127,825
|
|
YEARS ENDED DECEMBER 31
|
|
|
2017
|
2016
|
|
|
|
|
|
|
|
|
|
Operating Activities
|
|
|
Net
loss for the year
|
$
(691,628
)
|
$
(268,116
)
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|
|
Foreign
exchange loss
|
7
|
830
|
Stock
options issued for services
|
442,808
|
-
|
Changes
in operating assets and liabilities:
|
|
|
Prepaid
fees
|
(3,725
)
|
3,217
|
Accounts
payable and accrued liabilities
|
48,274
|
73,704
|
Due
to related parties
|
100,000
|
100,000
|
Accrued
interest payable
|
44,948
|
28,043
|
Net
cash used in operating activities
|
(59,316
)
|
(62,322
)
|
|
|
|
Financing Activities
|
|
|
Repayment
of loans payable
|
(20,000
)
|
(20,000
)
|
Proceeds
from loans payable – related party
|
75,000
|
75,000
|
Net
cash provided by financing activities
|
55,000
|
55,000
|
|
|
|
Net Decrease In Cash
|
(4,316
)
|
(7,322
)
|
|
|
|
Cash, Beginning Of Year
|
5,134
|
12,456
|
|
|
|
Cash, End Of Year
|
$
818
|
$
5,134
|
|
|
|
Supplemental Disclosure Of Cash Flow Information
|
|
|
Cash
paid during the year for:
|
|
|
Interest
|
$
-
|
$
-
|
Income
taxes
|
$
-
|
$
-
|
|
|
|
Non-cash Financing Activity
|
|
|
Expenses
paid by related party on behalf of the Company
|
$
59,242
|
$
68,990
|
|
NUMBER OF COMMON SHARES
|
PAR VALUE
|
ADDITIONAL PAID-IN CAPITAL
|
ACCUMULATED DEFICIT
|
TOTAL
|
|
|
|
|
|
|
Balance,
December 31, 2015
|
49,127,825
|
$
1,947
|
$
1,070,064
|
$
(1,412,024
)
|
$
(340,013
)
|
|
|
|
|
|
|
Net
loss for the year
|
-
|
-
|
-
|
(268,116
)
|
(268,116
)
|
|
|
|
|
|
|
Balance,
December 31, 2016
|
49,127,825
|
1,947
|
1,070,064
|
(1,680,140
)
|
(608,129
)
|
|
|
|
|
|
|
Stock
options issued for services
|
-
|
-
|
442,808
|
-
|
442,808
|
|
|
|
|
|
|
Net
loss for the year
|
-
|
-
|
-
|
(691,628
)
|
(691,628
)
|
|
|
|
|
|
|
Balance, December 31, 2017
|
49,127,825
|
$
1,947
|
$
1,512,872
|
$
(2,371,768
)
|
$
(856,949
)
|
1.
|
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
|
a)
|
Basis of Accounting
|
|
b)
|
Cash and Cash Equivalents
|
|
c)
|
Foreign Currency Accounting
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
|
|
d)
|
Fair Value of Financial Instruments
|
|
e)
|
Asset Retirement Obligations
|
|
f)
|
Use of Estimates and Assumptions
|
|
g)
|
Basic and Diluted Earnings Per Share
|
|
h)
|
Income Taxes
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued
)
|
|
i)
|
Stock-Based Compensation
|
|
j)
|
Mineral Property Interest and Impairment
|
|
k)
|
Related Party Transactions
|
|
l)
|
Recent Accounting Pronouncements
|
3.
|
MINERAL PROPERTY INTEREST
|
3.
|
MINERAL PROPERTY INTEREST
(Continued)
|
4.
|
CAPITAL STOCK
|
4.
|
CAPITAL STOCK
(Continued)
|
|
Options
|
|
|
|
|
|
|
|
Issued
|
Vested
|
Exercise
Price
|
Weighted
Average Exercise Price
|
Weighted
Average Life Remaining (Years)
|
Expiry
Date
|
Intrinsic
Value
|
Balance December
31, 2016
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Issued
|
9,500,000
|
4,750,000
|
$
0.06
|
$
0.06
|
5.00
|
February 14,
2022
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance
December 31, 2017
|
9,500,000
|
4,750,000
|
$
0.06
|
$
0.06
|
4.12
|
February
14, 2022
|
-
|
|
Number
of Warrants
|
Exercise
Price
|
Weighted
Average Exercise Price
|
Weighted
Average Life Remaining (Years)
|
Expiry
Date
|
Intrinsic
Value
|
Balance December
31, 2015
|
3,336,060
|
$
0.02
|
$
0.02
|
4.86
|
November 19,
2020
|
$
33,361
|
Issued
|
-
|
-
|
-
|
-
|
-
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance December
31, 2016
|
3,336,060
|
$
0.02
|
$
0.02
|
3.86
|
November 19,
2020
|
$
66,721
|
Issued
|
-
|
-
|
-
|
-
|
-
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance
outstanding and exercisable at December 31, 2017
|
3,336,060
|
$
0.02
|
$
0.02
|
2.86
|
November
19, 2020
|
$
40,033
|
5.
|
LOANS PAYABLE
|
6.
|
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
|
7.
|
CONTRACTUAL OBLIGATIONS AND COMMITMENTS
|
8.
|
INCOME TAXES
|
|
2017
|
2016
|
Expected
income tax recovery
|
$
235,200
|
$
91,200
|
Adjustment
for non-deductible stock compensation
|
(150,600
)
|
-
|
Increase
in valuation allowance
|
(84,600
)
|
(91,200
)
|
|
$
-
|
$
-
|
|
2017
|
2016
|
Deferred
income tax assets
|
|
|
Net
operating losses carried forward
|
$
326,800
|
$
242,200
|
Valuation
allowance
|
(326,800
)
|
(242,200
)
|
|
$
-
|
$
-
|
2024
|
$
10,000
|
2025
|
7,600
|
2026
|
6,000
|
2027
|
10,900
|
2028
|
53,200
|
2029
|
8,975
|
2030
|
6,445
|
2031
|
6,445
|
2032
|
6,445
|
2033
|
6,445
|
2034
|
6,445
|
2035
|
315,200
|
2036
|
268,100
|
2037
|
248,800
|
|
$
961,000
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING
AND FINANCIAL
DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
(
continued
)
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
Name
|
|
Age
|
|
Position
|
Mark Walmesley
|
|
60
|
|
President, Chief Executive Officer, Chief Financial Officer,
Treasurer, Director
|
Thomas Temkin
|
|
64
|
|
Chief Operating Officer, Director
|
Pam Walters
|
|
68
|
|
Secretary
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
(continued)
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
(continued)
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
(continued)
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
Name and Principal Position
|
Years Ended
December 31
|
Salary
($)
|
Option Awards
($)
|
Total
($)
|
|||
Mark Walmesley, CEO
(1)
|
2017
|
|
-
|
|
251,283
|
|
251,283
|
|
2016
|
|
-
|
|
-
|
|
-
|
Thomas Temkin, Director and COO
(2)
|
2017
|
|
-
|
|
80,410
|
|
80,410
|
|
2016
|
|
-
|
|
-
|
|
-
|
Pam Walters, Secretary
(3)
|
2017
|
|
-
|
|
40,209
|
|
40,209
|
|
2016
|
|
-
|
|
-
|
|
-
|
ITEM 11.
|
EXECUTIVE COMPENSATION
(continued)
|
(1)
|
Mark Walmesley was appointed as our Chief Financial Officer,
Treasurer and director on September 22, 2014, and our President and
Chief Executive Officer on the December 11, 2014. Mr.
Walmesley has been LSG’s Director of Operations since 2005
and a director of the company since March 2009.
On February 14, 2017 Mr. Walmesley was granted 5,000,000
non-qualified stock options pursuant to our Equity Incentive Plan,
with 25% vesting immediately and a further 25% vesting every six
months thereafter for eighteen months. Each option is exercisable
into one share of the Company’s common stock at a price of
$0.06 per share, equal to the closing price of the common stock on
the grant date, for a term of five years. The options had an
estimated grant date fair value of $290,640. For the year ended
December 31, 2017, $251,283 has been included in Consulting
services expense, based on fair value estimates determined using
the Black-Scholes option pricing model. At December 31, 2017, the
options had an intrinsic value of $0 based on the exercise price of
$0.06 per option and a market price of $0.032 per
share.
|
(2)
|
Thomas Temkin
was appointed as
our
Chief Operating Officer and
director on January 19, 2015.
On February 14, 2017 Mr. Temkin was granted 1,600,000 non-qualified
stock options pursuant to our Equity Incentive Plan, with 25%
vesting immediately and a further 25% vesting every six months
thereafter for eighteen months. Each option is exercisable into one
share of the Company’s common stock at a price of $0.06 per
share, equal to the closing price of the common stock on the grant
date, for a term of five years. The options had an estimated grant
date fair value of $93,004. For the year ended December 31, 2017,
$80,410 has been included in Consulting services expense, based on
fair value estimates determined using the Black-Scholes option
pricing model. At December 31, 2017, the options had an intrinsic
value of $0 based on the exercise price of $0.06 per option and a
market price of $0.032 per share.
|
(3)
|
Pam Walters was appointed as our Secretary on April 22,
2015.
On February 14, 2017 Ms. Walters was granted 800,000 non-qualified
stock options pursuant to our Equity Incentive Plan, with 25%
vesting immediately and a further 25% vesting every six months
thereafter for eighteen months. Each option is exercisable into one
share of the Company’s common stock at a price of $0.06 per
share, equal to the closing price of the common stock on the grant
date, for a term of five years. The options had an estimated grant
date fair value of $46,504. For the year ended December 31, 2017,
$40,209 has been included in Consulting services expense, based on
fair value estimates determined using the Black-Scholes option
pricing model. At December 31, 2017, the options had an intrinsic
value of $0 based on the exercise price of $0.06 per option and a
market price of $0.032 per share.
|
Name and Principal Position
|
Unvested Stock Options
|
Vesting Date
|
|
Mark Walmesley, CEO
|
1,250,000
|
|
February 14, 2018
|
|
1,250,000
|
|
August 14, 2018
|
Thomas Temkin, Director and COO
|
400,000
|
|
February 14, 2018
|
|
400,000
|
|
August 14, 2018
|
Pam Walters, Secretary (3)
|
200,000
|
|
February 14, 2018
|
|
200,000
|
|
August 14, 2018
|
ITEM 11.
|
EXECUTIVE COMPENSATION
(continued)
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
|
|
Number of
|
Percentage of
|
Name and Address of Beneficial
Owner
(1)
|
Common Shares
|
Ownership
(2)
|
Mark Walmesley
(3)
|
1,225,000
|
2.49%
|
|
|
|
Thomas Temkin
(4)
|
20,000
|
0.04%
|
|
|
|
All executive officers and directors as a group (2
persons)
|
1,245,000
|
2.53%
|
|
|
|
Lode Star Gold INC.
(5)
|
35,000,000
|
71.24%
|
|
|
|
Lonnie S. Humphries Non-Exempt Trust
(5)
|
200,000
|
0.41%
|
|
|
|
Lonnie S. Humphries
|
1,369,756
|
2.79%
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
2017
|
$
5,000
|
Morgan
& Company LLP
|
2017
|
$
19,000
|
MaloneBailey
LLP
|
2016
|
$
18,500
|
MaloneBailey
LLP
|
2017
|
$
0
|
Morgan
& Company LLP
|
2017
|
$
0
|
MaloneBailey
LLP
|
2016
|
$
0
|
MaloneBailey
LLP
|
2017
|
$
0
|
Morgan
& Company LLP
|
2017
|
$
0
|
MaloneBailey
LLP
|
2016
|
$
0
|
MaloneBailey
LLP
|
2017
|
$
0
|
Morgan
& Company LLP
|
2017
|
$
0
|
MaloneBailey
LLP
|
2016
|
$
0
|
MaloneBailey
LLP
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
|
|
Incorporated by reference
|
|
||
Exhibit
|
Document Description
|
Form
|
Date
|
Number
|
Filed herewith
|
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|
|
X
|
||
|
|
|
X
|
||
|
|||||
|
|||||
|
|||||
101.INS
|
XBRL Instance
Document
|
10-K
|
4/14/14
|
101.INS
|
|
101.SCH
|
XBRL Taxonomy Extension
Schema
|
10-K
|
4/14/14
|
101.SCH
|
|
101.CAL
|
XBRL Taxonomy Extension
Calculation Linkbase
|
10-K
|
4/14/14
|
101.CAL
|
|
101.DEF
|
XBRL Taxonomy Extension
Definition Linkbase
|
10-K
|
4/14/14
|
101.DEF
|
|
101.LAB
|
XBRL Taxonomy Extension Label
Linkbase
|
10-K
|
4/14/14
|
101.LAB
|
|
101.PRE
|
XBRL Taxonomy Extension
Presentation Linkbase
|
10-K
|
4/14/14
|
101.PRE
|
|
|
LODE-STAR MINING INC.
|
||
|
|
|
|
|
By:
|
/s/
Mark
Walmesley
|
|
|
|
Mark Walmesley
|
|
|
|
President, Principal Executive Officer, Treasurer, Principal
Financial Officer, and Principal Accounting Officer
|
|
|
|
|
|
Signature
|
Title
|
Date
|
|
|
|
/s/
Mark
Walmesley
|
Director, President, Chief Executive Officer and Chief Financial
Officer
|
March 26, 2018
|
Mark Walmesley
|
|
|
1 Year Lode Star Mining (PK) Chart |
1 Month Lode Star Mining (PK) Chart |
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