Form 8-K - Current report

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: January 9, 2024

(Date of earliest event reported)

GOLDRICH MINING COMPANY

(Exact name of registrant as specified in its charter)

Commission File Number: 001-06412

_________________

Alaska
(State or other jurisdiction of incorporation)

91-0742812
(IRS Employer Identification No.)

2525 E. 29th Ave. Ste. 10B-160

Spokane, Washington 99223

(Address of principal executive offices, including zip code)

(509) 535-7367

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, 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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02(b)

Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On January 6, 2024, the Board of Directors accepted the resignation of Mr. William Schara as Chief Executive Officer (“CEO”) and President of the Company, effective immediately, to focus on other business interests.

Mr. Steve Vincent has been appointed acting interim CEO, effective immediately. Mr. Vincent has been a member of the Board since 2014 and has over 35 years of experience as a finance specialist. He has held a range of positions with various companies including Moore Juran and Co., Miller and Schroeder Financial, Allison Williams Company, Piper Jaffray, and Northland Securities Inc. His roles have included metals distribution, debt instrument structuring, and private equity financing. Most recently Mr. Vincent has raised capital for companies developing the copper-nickel mining district of northeastern Minnesota. He has completed strategic equity investments for Duluth Metals, Franconia Minerals and Encampment Minerals. Mr. Vincent received a bachelor’s degree from Boston College.

The Goldrich Board of Directors would like to thank Mr. Schara for his years of service and devotion to the Company and wishes him well in his future endeavors.

The Company also announces that Dr. Michael Rasmussen has retired as a member of the Board of Directors, effective immediately, due to health reasons. The Company would like to thank Dr. Rasmussen for his years of service to the Company and wishes him well in his retirement.

Mr. Vincent, together with the Board of Directors, is currently reviewing strategic alternatives to re-capitalize the Company and plans to provide shareholders with a comprehensive update in the near future.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.		Description
99.1		News Release, January 9, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

GOLDRICH MINING COMPANY

(Registrant)

Dated: January 9, 2023

By:

/s/ Ted R. Sharp

Ted R. Sharp Chief Financial Officer

Exhibit 99.1

Goldrich Mining Appoints Steve Vincent as Interim CEO; Provides Management and Board Update

SPOKANE, WA – January 9, 2024 - Goldrich Mining Company (OTC: GRMC) (“Goldrich” or the “Company”) announces that Mr. William Schara has resigned as Chief Executive Officer (“CEO”) and President of the Company, effective immediately, to focus on other business interests.

The Goldrich Board of Directors would like to thank Mr. Schara for his years of service and devotion to the Company and wishes him well in his future endeavors.

About Goldrich Mining

Goldrich Mining (OTC Expert Market: GRMC) is a U.S. based resource company focused on developing the Chandalar gold district in Alaska, USA. The Company controls a land package spanning 23,000 acres of highly prospective gold targets and historic mines. Goldrich’s primary focus is the exploration and discovery of the hard-rock (lode) targets, which are the source of the placer deposit, while working to also build shareholder value by monetizing the placer assets.

For additional information regarding Goldrich Mining Company or this news release, contact Mr. Steve Vincent via telephone at (612)810-4280 or info@goldrichmining.com.

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward looking statements concern use of proceeds and potential exercise of the warrants. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, budgets, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might”, “should” or “will” be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Investors should not place undue reliance on any forward-looking statement and should consider the uncertainties and risks discussed in in the Company’s latest Annual Report on Form 10-K and Quarterly Report on Form 10-Q under the heading “Risk Factors”, filed with the U.S. Securities and Exchange Commission (the “SEC”) and available on the SEC website or www.goldrichmining.com, as well as the Company’s other SEC filings. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events, except as required by law.

Cover	Jan. 09, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 09, 2024
Entity File Number	001-06412
Entity Registrant Name	GOLDRICH MINING COMPANY
Entity Central Index Key	0000059860
Entity Tax Identification Number	91-0742812
Entity Incorporation, State or Country Code	AK
Entity Address, Address Line One	2525 E. 29th Ave.
Entity Address, Address Line Two	Ste. 10B-160
Entity Address, City or Town	Spokane
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	99223
City Area Code	(509)
Local Phone Number	535-7367
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Information, Former Legal or Registered Name	Not Applicable