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): February 6, 2020
CONTANGO ORE, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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001-35770
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27-3431051
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(State or other jurisdiction of
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(Commission
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(I.R.S. Employer
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incorporation or organization)
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File Number)
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Identification No.)
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3700 Buffalo Speedway, Suite
925
Houston,
Texas
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77098
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s Telephone Number,
including area code: (713)
877-1311
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Not Applicable
(Former name, former address and former fiscal year, if changed
since last report)
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.):
☐ 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:
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Title of
each class
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Trading
Symbol(s)
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Name of
each exchange on which registered
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Common Stock, Par
Value $0.01 per share
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CTGO
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OTCQB
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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 (§ 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.
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Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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On February 6,
2020, Contango ORE, Inc., a Delaware corporation (the “Company”),
entered into amendments to the previously-disclosed Retention
Agreements in place with Brad Juneau, its Executive Chairman, Leah
Gaines, its Vice President and Chief Financial Officer and one
other employee to extend the term of the change in control period
during which such officer or employee will be entitled to receive a
payment upon the occurrence of a change in control (as defined in
the applicable Retention Agreement) from August 6, 2020 until
August 6, 2025. The amendments were approved by the
Compensation Committee of the Company’s Board of Directors.
The foregoing
summary of the amendments to the Retention Agreements does not
purport to be complete and is subject to and qualified in its
entirety by reference to the complete text of the form of
amendment, a copy of which is being filed as Exhibit 10.1 and is
incorporated herein by reference.
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Item 9.01.
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Financial Statements and
Exhibits.
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(d) Exhibits.
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Exhibit No.
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Description
of Exhibit
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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.
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CONTANGO ORE, INC.
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By: /s/
Leah Gaines
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Leah
Gaines
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Vice President and
Chief Financial Officer
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Dated:
February 10, 2020
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