8-K 1 a52582208.htm CONTANGO ORE, INC. FORM 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): February 18, 2022
CONTANGO ORE, INC.
(Exact name of Registrant as specified in its charter)

Delaware | 001-35770 | 27-3431051
(State or other jurisdiction of | (Commission | (I.R.S. Employer
incorporation or organization) | File Number) | Identification No.)
3700 Buffalo Speedway, Suite 925 |  |
Houston, Texas |  | 77098
(Address of principal executive offices) |  | (Zip Code)

| Registrant’s Telephone Number, including area code: (713) 877-1311 |

Not Applicable
(Former name, former address and former fiscal year, 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.):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-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
Common Stock, Par Value $0.01 per share | CTGO | 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 ☐
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 7.01. | Regulation FD Disclosure.

On February 18, 2022, the Company issued a press release announcing updates to the 2022 budget for Peak Gold, LLC, in which the Company holds a non-controlling 30% interest. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Additionally, on February 18, 2022, the Company made available a new corporate presentation. A copy of this presentation titled "Corporate Update and Plans for 2022" is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is available on the Company's website at www.contangoore.com.
The information in this Item 7.01 and in Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Cautionary Note Regarding Forward-Looking Statements
Many of the statements included or incorporated in this Current Report on Form 8-K and the furnished exhibits constitute “forward-looking statements.” In particular, they include statements relating to future actions, strategies, future operating and financial performance, ability to realize the anticipated benefits of the recent transactions with an affiliate of Kinross Gold Corporation and the Company’s future financial results. These forward-looking statements are based on current expectations and projections about future events. Readers are cautioned that forward-looking statements are not guarantees of future operating and financial performance or results and involve substantial risks and uncertainties that cannot be predicted or quantified, and, consequently, the actual performance of the Company may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, factors described from time to time in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission (including the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein).

Item 9.01. | Financial Statements and Exhibits.

Exhibit No. | Description of Exhibit
99.1* | Press Release, dated February 18, 2022.
99.2* | Corporate Update and Plans for 2022, dated February 2022.

* | Filed herewith

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.

| CONTANGO ORE, INC. |
| By: | /s/ Leah Gaines |
| Leah Gaines |
| Vice President, Chief Financial Officer, Chief Accounting
| Officer, Treasurer and Secretary |

Dated: February 18, 2022