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 (Date of earliest event reported): January 23, 2025

U.S. GLOBAL INVESTORS, INC.

(Exact name of registrant as specified in its charter)

Texas	0-13928	74-1598370
(State of other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7900 Callaghan Road, San Antonio, Texas 78229

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: 210-308-1234


	(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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, $0.25 par value per share	GROW	NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On January 23, 2025, the board of directors of the Company appointed Bobby Duncan as a member of the Board, increasing the Board from 4 members to 5 members.

There is no arrangement or understanding between Mr. Duncan and any other person pursuant to which Mr. Duncan was appointed as a director of the Company. Mr. Duncan does not have any related party transactions that are required to be disclosed under Item 5.02(d)(4) of Form 8-K and Item 404(a) of Regulation S-K.

On January 28, 2025, the Company issued a press release announcing the appointment of Mr. Duncan to the Board. A copy of the press release is attached as Exhibit 99.1 hereto and is hereby incorporated by reference into this item 5.02.

Item 9.01 — Financial Statement and Exhibits

(d) Exhibits

Exhibit 99.1 – Press Release issued by U.S. Global Investors, Inc. dated January 28, 2025.

Exhibit 104 - Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

U.S. Global Investors, Inc.

By:/s/Lisa Callicotte

Lisa Callicotte

Chief Financial Officer

Dated: January 29, 2025

Exhibit 99.1

Contact:

Holly Schoenfeldt

Director of Marketing

210.308.1268

hschoenfeldt@usfunds.com

For Immediate Release

U.S. Global Investors Announces Appointment of Bobby Duncan to Board of Directors

*************************************************************************************

SAN ANTONIO, TX—January 28, 2025—U.S. Global Investors, Inc. (Nasdaq: GROW) (“the Company”), a registered investment advisory firm¹ known for its thematic investment products, is proud to announce the appointment of Bobby Duncan to its Board of Directors (the “Board”).

Bobby Duncan brings decades’ worth of leadership experience spanning marketing, finance, education, advisory services and entrepreneurial endeavors. With over 17 years of experience at U.S. Global Investors and its subsidiaries from 1985 to 2002, including roles as CFO, COO, CEO and Director, Mr. Duncan’s familiarity with the Company and its history, operations and growth strategies makes him an invaluable asset to the Board, as does his extensive knowledge of the Securities Act of 1933, the Exchange Act of 1934, the Investment Company Act of 1940 and 40-Act investment products.

“Bobby’s vast leadership experience and deep understanding of global markets make him an outstanding addition to our Board,” says Frank Holmes, CEO and Chief Investment Officer of U.S. Global Investors. “His proven track record and commitment to innovation align perfectly with our mission to provide value to investors and shareholders.”

Throughout his career, Mr. Duncan has accumulated valuable lessons and perspectives that will directly contribute to his role on the Board. As a former CEO and COO at the Company, he honed his skills in managing growth and driving operational efficiency. These experiences have helped him recognize the importance of aligning business strategies with long-term goals, a critical lesson he intends to bring to the Board as the firm continues to expand its ETF offerings.

Mr. Duncan has also held advisory roles with the Anthony Robbins Companies and served as an adjunct professor at Sul Ross State University as well as lecturer to the Business Fellows and speaker as part of the Executive Lecture Series at his alma mater, Texas A&M University. His international business expertise has taken him to markets across Europe, Asia, Africa and North Americas. Mr. Duncan has held numerous securities licenses/designations and been a member of professional/non-profit organizations including the CFO Institute, the Southwest CEO Council, Investment Company Institute, Committee for Monetary Research and Education and the Upper Rio Grande Workforce Development Board in liaison with The Texas Workforce Commission to name a few.

“I look forward to working with the Board and Frank again to propel the Company and shareholder value upward with cutting edge investment products, which have been embedded in the Company’s DNA from the time of its creation,” says Mr. Duncan.

Jerry Rubinstein, Chairman of the Board, adds, “Bobby’s leadership and expertise will be invaluable as we plan for future opportunities. I look forward to working with Bobby again as we continue driving the Company’s vision and delivering value to our shareholders.”

U.S. Global Investors is confident that Mr. Duncan’s extensive experience, strategic acumen and forward-thinking mindset will make a significant impact on the Company’s future successes.

¹ Registration does not imply a certain level of skill or training.

About U.S. Global Investors, Inc.

The story of U.S. Global Investors goes back more than 50 years when it began as an investment club. Today, U.S. Global Investors, Inc. (www.usfunds.com) is a registered investment adviser that focuses on niche markets around the world. Headquartered in San Antonio, Texas, the Company provides money management and other services to U.S. Global Investors Funds and U.S. Global ETFs.

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Document And Entity Information	Jan. 23, 2025
Document Information [Line Items]
Entity, Registrant Name	U.S. GLOBAL INVESTORS, INC.
Document, Type	8-K
Document, Period End Date	Jan. 23, 2025
Entity, Incorporation, State or Country Code	TX
Entity, File Number	0-13928
Entity, Tax Identification Number	74-1598370
Entity, Address, Address Line One	7900 Callaghan Road
Entity, Address, City or Town	San Antonio
Entity, Address, State or Province	TX
Entity, Address, Postal Zip Code	78229
City Area Code	210
Local Phone Number	308-1234
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A common stock, $0.25 par value per share
Trading Symbol	GROW
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000754811