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 17, 2018

 

GOLDEN MINERALS COMPANY

(Exact name of registrant as specified in its charter)

 

 

350 Indiana Street, Suite 800

Golden, Colorado 80401

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code: (303) 839-5060

 

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):

 

¨            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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).  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

 

 

 

TABLE OF CONTENTS

 

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

 

Signature

 

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

 

Golden Minerals Company (the “Company”) held its 2018 Annual Meeting of Stockholders (the “Meeting”) on May 17, 2018 in Golden, Colorado.  At the Meeting, four proposals were submitted to the stockholders for approval as set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 3, 2018.

 

Of the 91,929,709 shares of common stock outstanding and entitled to vote as of the record date (March 21, 2018), 66,545,555 shares (72.39%) were present or represented by proxy at the Meeting.  The Company’s stockholders (1) approved the election of Jeffrey G. Clevenger, Warren M. Rehn, W. Durand Eppler, Kevin R. Morano, Terry M. Palmer, Andrew N. Pullar and David H. Watkins as directors of the Company to hold office until the 2019 annual meeting of stockholders or until their successors are elected, (2) ratified the appointment of EKS&H, LLLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018, (3) approved, on an advisory basis, the compensation of named executive officers and (4) recommended that the advisory vote on named executive officer compensation occur every three years.  The votes on the proposals were cast as set forth below:

 

1.                                      Election of seven (7) directors to hold office until the 2019 annual meeting of stockholders or until their successors are elected.

 

Name		Votes For		Votes Withheld		Broker Non-Votes
Jeffrey G. Clevenger		46,671,485		507,674		19,366,396
Warren M. Rehn		46,800,037		379,122		19,366,396
W. Durand Eppler		46,635,705		543,454		19,366,396
Kevin R. Morano		46,744,318		434,841		19,366,396
Terry M. Palmer		46,726,143		453,016		19,366,396
Andrew N. Pullar		46,769,500		409,659		19,366,396
David H. Watkins		46,792,055		387,104		19,366,396

 

2.                                      Ratification of the selection of EKS&H, LLLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Votes For		Votes Against		Abstentions
65,167,150		426,564		951,841

 

3.                                      Advisory vote regarding compensation of named executive officers.

 

Votes For		Votes Against		Abstentions
46,101,254		722,794		355,111

 

4.                                      Advisory vote regarding frequency of shareholder advisory vote on named executive officer compensation.

 

1 Year		2 Years		3 Years		Abstain
2,379,709		84,235		44,599,966		115,249

 

In light of the vote regarding the frequency of shareholder advisory votes on executive compensation, the Company has decided to include a shareholder vote on the compensation of named executive officers in its proxy materials every three years.

 

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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.

 

Date: May 21, 2018

 

	Golden Minerals Company
	By:	/s/ Robert P. Vogels
		Name:	Robert P. Vogels
		Title:	Senior Vice President, Chief Financial Officer and Corporate Secretary

 

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