AZC Augusta Resource Corp. Ordinary Shares (Canada)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September, 2014

Commission File Number:  001-32943

AUGUSTA RESOURCE CORPORATION

(Translation of registrant’s name into English)

Suite 555 - 999 Canada Place
Vancouver, BC V6C 3E1

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

o Form 20-F x Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

EXPLANATORY NOTE

On September 23, 2014, Augusta Resource Corporation, a corporation existing under the laws of Canada (“Augusta”), filed on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (SEDAR) website at www.sedar.com a Material Change Report announcing the completion of the amalgamation of Augusta and an indirect, wholly-owned subsidiary of HudBay Minerals Inc.  A copy of the filing is attached to this Form 6-K as Exhibit 99.1 and incorporated herein by reference.

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SIGNATURES

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, thereunto duly authorized.

Date:  September 24, 2014

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EXHIBIT INDEX

The following exhibit is furnished as part of this Form 6-K:

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Exhibit 99.1

Form 51-102F3

Material Change Report

Item 1 Name and Address of Company

Augusta Resource Corporation (“Augusta”)
Suite 555 - 999 Canada Place 
Vancouver, British Columbia  V6C 3E1

Item 2 Date of Material Change

September 23, 2014

Item 3 News Release

Augusta issued a news release with respect to the material change referred to in this report on September 23, 2014. The news release was disseminated through the newswire services of Marketwired. Copies of the news release are available on SEDAR at www.sedar.com.

Item 4 Summary of Material Change

On September 23, 2014, Augusta and HudBay Minerals Inc. (“Hudbay”) announced the completion of an amalgamation of Augusta and an indirect, wholly-owned subsidiary of Hudbay. As a result of the amalgamation, Augusta now is a wholly-owned subsidiary of Hudbay.

Item 5 Full Description of Material Change

On September 23, 2014, Augusta and Hudbay announced the completion of an amalgamation (the “Amalgamation”) of Augusta and an indirect, wholly-owned subsidiary of Hudbay. As a result of the Amalgamation, which was approved by more than 99.99% of the votes cast by both all shareholders of Augusta and shareholders of Augusta entitled to vote in the determination of minority approval of the Amalgamation in accordance with Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions, Augusta now is a wholly-owned subsidiary of Hudbay.

Effective today, Augusta common shares (“Augusta Shares”) will no longer be traded on the New York Stock Exchange; Augusta is in the process of de-listing the Augusta Shares from the Toronto Stock Exchange and the Frankfurt Stock Exchange.  Augusta is also in the process of terminating its obligations as a reporting issuer or its equivalent under the securities laws of Canada, the United States and Germany.

Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

None.

Item 8 Executive Officers

Patrick Donnelly, Vice President, General Counsel and Corporate Secretary at (416) 362-2576.

Item 9 Date of Report

September 23, 2014