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Aris Mining (TSX: ARIS; NYSE: ARIS) trims equity plan pool

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Aris Mining Corporation has revised its equity compensation plans ahead of its May 7, 2026 annual general meeting, cutting the combined cap on shares issuable under its stock option, RSU and PSU plans from 10% to 6% of outstanding shares over time.

The company notes its 2026 long-term incentive grants made in January 2026, including stock options, restricted share units and performance share units, represented about 0.35% of issued shares, illustrating that the prior reserve levels were higher than needed. The Toronto Stock Exchange has conditionally approved the updated plans, which the Board recommends shareholders approve.

Aris Mining also highlights its producing Colombian mines, which delivered approximately 257,000 ounces of gold in 2025, and expansion projects at Segovia and Marmato expected to lift annual output to about 500,000 ounces, supporting a longer-term objective of roughly 1 million ounces per year.

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Equity plan share cap 6% of outstanding shares Revised total cap across equity compensation plans, reduced from 10%
Prior equity plan cap 10% of outstanding shares Original aggregate limit for equity compensation plans, now reduced
2026 LTIP grant size 0.35% of issued shares Stock options, RSUs and PSUs granted in January 2026
2025 gold production 257,000 ounces Segovia and Marmato underground gold mines combined output in 2025
Target production mid-term 500,000 ounces annually Expected annual gold production after Segovia and Marmato expansions
Long-term production objective 1 million ounces annually Company’s longer-term gold production objective across its portfolio
AGM date May 7, 2026 Shareholder meeting to approve updated equity compensation plans
Marmato first gold timing Q4 2026 Expected first gold from Marmato bulk mine and CIP plant
equity compensation plans financial
"revisions to equity compensation plan ahead of annual general meeting"
restricted share units financial
"including stock options, restricted share units and performance share units"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
performance share units financial
"including stock options, restricted share units and performance share units"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
National Instrument 43-101 regulatory
"is a Qualified Person as defined by National Instrument 43-101 (NI 43-101)"
National Instrument 43-101 is a set of rules and guidelines that govern how mineral exploration and mining companies must report information about their projects. It ensures that the details shared with investors are accurate, consistent, and reliable—similar to how a detailed, verified blueprint ensures a building’s safety. This helps investors make informed decisions based on trustworthy information about a company's mineral resources.
forward-looking information regulatory
"This news release contains “forward-looking information” or forward-looking statements"
Forward-looking information are predictions, plans, estimates or expectations about a company’s future performance, results or events, such as sales forecasts, project timelines, or anticipated costs. It matters to investors because these statements guide expectations but rely on assumptions and uncertain factors—like a weather forecast for a business—so investors should treat them as informed guesses rather than guarantees and consider the risks and possible changes behind the numbers.
preliminary economic assessment financial
"Toroparu, which is based on a preliminary economic assessment and is preliminary in nature"
A preliminary economic assessment is an initial analysis that estimates the potential profitability and feasibility of a project or resource, such as a new mineral deposit or development venture. It provides a rough idea of costs, benefits, and risks, helping investors decide whether to pursue more detailed studies. This early evaluation is important because it offers a snapshot of whether the project is worth further investment and development.

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2026

Commission File Number: 001-41794

Aris Mining Corporation
(Translation of registrant's name into English)

Suite 2400 - 1021 West Hastings St., Vancouver, BC, Canada V6E 0C3

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.


Form 20-F ☐      Form 40-F ☒

  

 

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, thereunto duly authorized.

  ARIS MINING CORPORATION
     
Date: April 16, 2026 By: (s) Ashley Baker
    Ashley Baker
    Chief Legal Officer

 

EXHIBIT INDEX    
     
Exhibit Number   Description
     
99.1   Press Release dated April 16, 2026

 

 

  

 

 

Exhibit 99.1

 

 

 

 

 

NEWS RELEASE

 

TSX & NYSE: ARIS

aris-mining.com

 

ARIS MINING ANNOUNCES REVISIONS TO EQUITY COMPENSATION PLAN
AHEAD OF ANNUAL GENERAL MEETING

 

Vancouver, Canada, April 16, 2026 – Aris Mining Corporation (Aris Mining or the Company) (TSX: ARIS; NYSE: ARIS) announced today that, based on further review of its proposed equity compensation plans, it has decided to revise those plans ahead of the Company’s upcoming annual general meeting of shareholders to be held on May 7, 2026 (the AGM). The Company determined that the initially proposed share reserves were greater than required and has reduced the proposed share reserve caps for each of the security-based equity compensation plans. For context, the Company’s 2026 long-term incentive awards granted in January 2026, including stock options, restricted share units and performance share units, represented approximately 0.35% of the Company’s issued shares, underscoring that the initially proposed reserves were higher than necessary.

 

Under the revised approach, the Board of Aris Mining has approved the following changes:

 

the amended and restated stock option plan (Stock Option Plan) has been updated to reduce its rolling reserve for stock options from 10% (as previously described in the Management Information Circular dated March 24, 2026 (the Circular) to 3% and to clarify the amendment provisions of the plan; and

 

the amended and restated performance share unit plan (PSU Plan) and the amended and restated restricted share unit plan (RSU Plan) have been updated to reduce their combined rolling reserve from 5% to 3%.

 

As a result of these amendments, the total number of common shares that may be issued under the Company’s equity compensation plans, when aggregated, has been reduced from 10% to 6% of the outstanding shares from time to time.

 

The updated versions of the Stock Option Plan, PSU Plan and RSU Plan are available on SEDAR+ and in the Company’s filings with the U.S. Securities and Exchange Commission. These versions replace the corresponding plans included in the Circular (Schedules E, D, and C, respectively). Shareholders will be asked to approve the updated plans at the AGM (or any adjournment or postponement thereof). All references in the Stock Option Plan Resolution, PSU Plan Resolution and RSU Resolution to the Stock Option Plan, PSU Plan and RSU Plan in the Circular (as each of those terms are defined in the Circular), respectively, will be to the amended and restated versions of those plans filed on SEDAR+ and with the U.S. Securities and Exchange Commission on April 16, 2026.

 

The Company’s Board of Directors recommends Shareholders vote FOR each of the Stock Option Plan Resolution, PSU Plan Resolution and RSU Plan Resolution. Unless you give other instructions, the management proxyholders intend to vote FOR the Stock Option Plan Resolution, PSU Plan Resolution and RSU Plan Resolution.

 

The Toronto Stock Exchange has conditionally approved each of the updated Stock Option Plan, PSU Plan and RSU Plan.

 

About Aris Mining

 

Aris Mining is a Canadian gold mining company focused on South America. The Company operates the Segovia and Marmato underground gold mines in Colombia, which together produced approximately 257,000 ounces of gold in 2025. Aris Mining is listed on the Toronto Stock Exchange and the New York Stock Exchange under the symbol ARIS.

 

The Company is advancing expansion projects at Segovia and Marmato that are expected to increase annual gold production to approximately 500,000 ounces, driven by the ramp-up at Segovia following the installation of the second mill, which was completed in June 2025, and construction of the new Marmato bulk mine and CIP plant, with first gold expected in Q4 2026.

 

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NEWS RELEASE

 

TSX & NYSE: ARIS

aris-mining.com

 

Aris Mining’s portfolio supports a longer-term objective of approximately 1 million ounces of annual gold production1. Key projects include the high-grade Soto Norte gold project in Colombia, where environmental studies are being finalized for submission in Q2 2026 to initiate the licensing process, and the Toroparu gold project in Guyana, where a Prefeasibility Study is in progress and a construction decision is expected in early 2027.

 

Additional information on Aris Mining can be found at www.aris-mining.com, www.sedarplus.ca, and on www.sec.gov.

 

Aris Mining Contact

 

Oliver Dachsel Lillian Chow  
Senior Vice President, Capital Markets Director, Investor Relations & Communications 
+1.917.847.0063 info@aris-mining.com

  

Cautionary Language

 

Qualified Person

 

Pamela De Mark, P.Geo., Senior Vice President Geology and Exploration of Aris Mining, is a Qualified Person as defined by National Instrument 43-101 (NI 43-101), and has reviewed and approved the technical information contained in this news release.

 

Forward-Looking Information

 

This news release contains “forward-looking information” or forward-looking statements” within the meaning of Canadian securities legislation. All statements included herein, other than statements of historical fact, including, without limitation, statements relating to the amendment and restatement of the Company’s Option Plan, RSU Plan and PSU Plan, including any proposed shareholder approval thereof or grant of securities thereunder, and the Company’s long term incentive program, timing for completion and first gold pour at the Marmato Bulk Mining Zone, the expected benefit from the Segovia expansion, the timeline for environmental studies for the Soto Norte Project, the timeline for a Prefeasibility Study and construction decision for the Toroparu Project, the objective of reaching 1 million ounces of production, are forward-looking. Generally, the forward-looking information and forward looking statements can be identified by the use of forward looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, “will continue” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. The material factors or assumptions used to develop forward looking information or statements are disclosed throughout this news release.

 

Forward looking information and forward looking statements, while based on management’s best estimates and assumptions, are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Aris Mining to be materially different from those expressed or implied by such forward-looking information or forward looking statements, including but not limited to those factors discussed in the section entitled “Risk Factors” in Aris Mining’s annual information form dated March 11, 2026 which is available on SEDAR+ at www.sedarplus.ca and included as part of the Company’s Annual report on Form 40-F, filed with the SEC at www.sec.gov.

 

 

1 Includes potential production estimates from Toroparu, which is based on a preliminary economic assessment and is preliminary in nature. It includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that the preliminary economic assessment will be realized. Mineral resources that are not mineral reserves do not have demonstrated economic viability. There can be no assurance that the projected production will be achieved. Such production also remains subject to obtaining all necessary permits for both Soto Norte and Toroparu.

 

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NEWS RELEASE

 

TSX & NYSE: ARIS

aris-mining.com

 

Although Aris Mining has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information and forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information or statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information or statements. The Company has and continues to disclose in its Management’s Discussion and Analysis and other publicly filed documents, changes to material factors or assumptions underlying the forward-looking information and forward-looking statements and to the validity of the information, in the period the changes occur. The forward-looking statements and forward-looking information are made as of the date hereof and Aris Mining disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements or forward-looking information contained herein to reflect future results. Accordingly, readers should not place undue reliance on forward-looking statements and information.

 

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Filing Exhibits & Attachments

1 document