Current Report Filing (8-k)
May 27 2021 - 5:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May
25, 2021
INTERNATIONAL TOWER HILL MINES LTD.
(Exact Name of Registrant as Specified in Charter)
British Columbia, Canada
|
|
001-33638
|
|
N/A
|
(State or Other Jurisdiction
|
|
(Commission
|
|
(IRS Employer
|
of Incorporation)
|
|
File Number)
|
|
Identification No.)
|
2710-200 Granville Street
Vancouver, British Columbia, Canada
|
|
V6C 1S4
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including
area code: (604) 683-6332
(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 (see General Instruction A.2. below):
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))
|
Securities registered pursuant
to Section 12(b) of the Act:
Title of each class:
|
|
Trading Symbol:
|
|
Name of each exchange on which registered:
|
Common Shares, no par value
|
|
THM
|
|
NYSE American
|
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 o
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. o
Item 5.07
|
Submission of Matters to a Vote of Security Holders.
|
On May 25, 2021, International Tower Hill Mines Ltd.
(the “Company”) held its 2021 Annual General Meeting of Shareholders. The matters submitted for a vote and the related results
are set forth below. A more detailed description of each proposal is set forth in the Company’s definitive proxy statement filed
with the Securities and Exchange Commission on April 15, 2021.
Proposal One
— Election of Directors.
The shareholders elected all seven nominees named
in the proxy statement. The voting results were as follows:
Nominee
|
|
Votes Cast For
|
|
Votes Withheld
|
|
Broker Non-Votes
|
Anton Drescher
|
|
122,696,294
|
|
14,234,312
|
|
7,548,292
|
Karl Hanneman
|
|
136,626,271
|
|
304,335
|
|
7,548,292
|
Stuart Harshaw
|
|
133,597,206
|
|
3,333,400
|
|
7,548,292
|
Marcelo Kim
|
|
136,627,723
|
|
302,883
|
|
7,548,292
|
Stephen Lang
|
|
133,627,606
|
|
3,303,000
|
|
7,548,292
|
Christopher Papagianis
|
|
136,626,352
|
|
304,254
|
|
7,548,292
|
Thomas Weng
|
|
136,623,265
|
|
307,341
|
|
7,548,292
|
As all directors received greater than 50% of the
votes cast, no director is required to submit his resignation pursuant to the Company’s “Majority Voting in Director Elections”
Policy.
Proposal Two — Ratification of the Appointment
and Compensation of the Company’s Auditors.
The shareholders ratified the appointment of Davidson
& Company LLP as auditors/independent registered public accountants for the Company for the fiscal year ending December 31, 2021.
In accordance with the Articles of the Company, the directors were also authorized to fix the auditors’ remuneration. The voting
results were as follows:
Votes Cast For
|
|
Votes Withheld
|
144,233,426
|
|
245,471
|
Proposal Three – Approval of Amendment
to the Company’s Notice of Articles and Articles
The shareholders approved certain alterations and
amendments to the Company’s Notice of Articles and Articles to (i) alter the Company’s Notice of Articles to remove
the restriction on the number of Common Shares authorized for issuance (Proposal 3.A below) and (ii) amend and restate the Company’s
Articles in order to permit the Company to take certain actions with Board approval only (Proposal 3.B below). The voting results were
as follows:
3.A
Votes Cast For
|
|
Votes Cast Against
|
|
Abstentions
|
|
Broker Non-Votes
|
124,120,674
|
|
12,733,425
|
|
76,507
|
|
7,548,292
|
3.B
Votes Cast For
|
|
Votes Cast Against
|
|
Abstentions
|
|
Broker Non-Votes
|
121,749,997
|
|
15,045,103
|
|
135,507
|
|
7,548,291
|
Proposal Four — Advisory Vote on the
Compensation of the Company’s Named Executive Officers.
The shareholders approved the compensation of the
Company’s named executive officers. The voting results were as follows:
Votes Cast For
|
|
Votes Cast Against
|
|
Abstentions
|
|
Broker Non-Votes
|
125,323,706
|
|
11,606,901
|
|
0
|
|
7,548,291
|
Proposal Five — Vote on the Re-approval
of the Company’s 2017 Deferred Share Unit Incentive Plan.
The shareholders re-approved the Company’s
2017 Deferred Share Unit Incentive Plan and any unallocated deferred share units or entitlements issuable pursuant to such plan. The voting
results were as follows:
Votes Cast For
|
|
Votes Cast Against
|
|
Abstentions
|
|
Broker Non-Votes
|
132,989,601
|
|
3,941,006
|
|
0
|
|
7,548,291
|
Proposal Six — Vote on the Re-approval
of the Company’s 2006 Incentive Stock Option Plan.
The shareholders re-approved the Company’s
2006 Incentive Stock Option Plan and any unallocated options issuable pursuant to such plan. The voting results were as follows:
Votes Cast For
|
|
Votes Cast Against
|
|
Abstentions
|
|
Broker Non-Votes
|
123,055,850
|
|
13,874,757
|
|
0
|
|
7,548,291
|
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.
|
International Tower Hill Mines Ltd.
|
|
(Registrant)
|
|
|
|
Dated: May 27, 2021
|
By:
|
/s/ Karl Hanneman
|
|
Name:
|
Karl Hanneman
|
|
Title:
|
President and Chief Executive Officer
|
International Tower Hill... (AMEX:THM)
Historical Stock Chart
From Mar 2024 to Apr 2024
International Tower Hill... (AMEX:THM)
Historical Stock Chart
From Apr 2023 to Apr 2024