8-K 1 a14-12976_18k.htm 8-K

 

 

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):  May 15, 2014

 

McEWEN MINING INC.

(Exact name of registrant as specified in its charter)

 

Colorado

(State or other jurisdiction of
incorporation or organization)

 

001-33190

(Commission File

Number)

 

84-0796160

(I.R.S. Employer

Identification No.)

 

150 King Street West, Suite 2800

Toronto, Ontario, Canada M5H 1J9

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number including area code:  (866) 441-0690

 

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 5.07.  Submission of Matters to a Vote of Security Holders.

 

McEwen Mining Inc. (the “Company”) held its annual meeting of shareholders on May 15, 2014.  Of the 297,159,359 shares outstanding and entitled to vote at the meeting, including exchangeable shares not held by the Company or its affiliates, 209,128,393 shares were voted, or 70.38% of the outstanding shares entitled to vote.

 

At the annual meeting, the shareholders elected the eight individuals nominated to be directors, approved the compensation of the named executive officers as described in the proxy statement, and ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014.

 

Election results for the directors nominated at the meeting are as follows:

 

 

 

Shares Voted

 

Name of Nominee

 

For

 

Withheld

 

Broker Non-Votes

 

Robert R. McEwen

 

140,089,849

 

605,731

 

68,432,776

 

Michele L. Ashby

 

140,056,004

 

639,576

 

68,432,776

 

Leanne M. Baker

 

140,036,634

 

458,946

 

68,432,776

 

Donald R.M. Quick

 

140,108,286

 

587,294

 

68,432,776

 

Michael L. Stein

 

140,122,457

 

573,123

 

68,432,776

 

Allen V. Ambrose

 

134,076,877

 

6,618,703

 

68,432,776

 

Richard W. Brissenden

 

112,649,675

 

28,945,905

 

68,432,776

 

Gregory P. Fauquier

 

140,154,856

 

540,724

 

68,432,776

 

 

Election results for the advisory vote on executive compensation are as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

138,427,690

 

1,398,953

 

868,974

 

68,432,776

 

 

Election results for the ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2013 are as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

207,607,113

 

1,042,439

 

478,841

 

0

 

 

Item 7.01                                           Regulation FD Disclosure.

 

On May 16, 2014, the Company issued a press release announcing results of its annual meeting. A copy of the press release is attached to this report as Exhibit 99.1. In addition, a copy of the PowerPoint slides presented at the meeting is attached to this report as Exhibit 99.2. A video of the 2014 annual meeting can be viewed at:

 

http://vimeo.com/95522807

 

The information furnished under this Item 7.01, including the exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by reference to such filing.

 

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Item 9.01                                           Financial Statements and Exhibits.

 

(d)                                                         Exhibit.  The following exhibits are furnished with this report:

 

99.1                        Press release dated May 16, 2014.

 

99.2                        Annual Meeting Presentation Slides

 

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SIGNATURE

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

McEWEN MINING INC.

 

 

 

 

Date: May 16, 2014

By:

/s/ Nils F. Engelstad

 

 

Nils F. Engelstad, Vice President,
General Counsel and Secretary

 

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