Current Report Filing (8-k)
January 08 2018 - 6:05AM
Edgar (US Regulatory)
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): January 3, 2018
Pershing Gold Corporation
(exact name of registrant as specified in
its charter)
Nevada
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000-54710
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26-0657736
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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1658 Cole Boulevard
Building 6 - Suite 210
Lakewood, Colorado
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80401
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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: (720) 974-7248
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(Former name or former address, if changed since last report)
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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:
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¨
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications
pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
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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.
¨
Item 1.01 Entry into a Material Definitive Agreement
On January 3, 2018, Pershing Gold Corporation
(the “Company”) entered into an indemnification agreement (the “Indemnification Agreement”) with Pamela
Saxton, one of the Company’s directors.
Under the Indemnification Agreement, and
subject to the terms and conditions set forth therein, the indemnitee is entitled to be indemnified against all expenses (including
attorneys’ fees and expenses), damages, losses, liabilities, judgments, fines and penalties, and amounts paid in settlement
incurred by the indemnitee in connection with any threatened, pending or completed action, suit, alternative dispute resolution
mechanism or proceeding to which the indemnitee was or is a party or is threatened to be made a party by reason of the fact that
the indemnitee is or was a director, officer, employee or agent of the Company, or is or was serving at the request of the Company
as a director, officer, employee or agent of another enterprise, to the fullest extent permitted by Nevada law.
The Indemnification Agreement also provides
for the advancement of expenses (including attorneys’ fees) incurred by the indemnitee in connection with any action, suit,
alternative dispute resolution mechanism or proceeding (subject to the terms and conditions set forth therein). The Indemnification
Agreement contains certain exclusions, including proceedings initiated by the indemnitee unless such advancement is specifically
approved by a majority of the Company’s disinterested directors.
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.
Date: January 5, 2018
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PERSHING GOLD CORPORATION
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By:
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/s/ Eric Alexander
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Eric Alexander
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Vice President Finance and Controller
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