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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 14, 2026
GOLDEN MINERALS COMPANY
(Exact name of registrant as specified in its
charter)
| delaware |
1-13627 |
26-4413382 |
(State or other jurisdiction of
incorporation or
organization) |
(Commission
File Number) |
(I.R.S. Employer
Identification Number) |
1312
17th Street, Unit
2136
Golden,
Colorado 80202
(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)) |
Securities registered pursuant to
Section 12(b) of the Act: None
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 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §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 1.01 | Entry into a Material Definitive Agreement. |
On May 14, 2026, Golden
Minerals Company (the “Company”), entered into a Subscription Agreement (the “Subscription Agreement”) with
Streamline Metals Capital Ltd., a private mining investment company (“Streamline”), providing for the issuance and sale by
the Company in a private placement (the “Private Placement”) an aggregate of 3,740,000 shares of the Company’s common
stock, $0.01 par value per share, at a purchase price of US$0.2290 per share (the “Private Placement Shares”), for aggregate
gross proceeds of approximately US$856,463.
The Private Placement Shares
will be offered and sold in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities
Act”), and/or Regulation D or Regulation S promulgated thereunder, and will not be registered under the Securities Act or applicable
state securities laws.
The Private Placement is expected
to close on or around May 20, 2026, subject to the Company receiving all required regulatory approvals, including from the Toronto
Stock Exchange.
The foregoing description
of the Subscription Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Subscription
Agreement, a copy of which is filed as Exhibit 10.1 to this report and is incorporated by reference herein.
| Item 3.02 | Unregistered Sales of Equity Securities. |
The information included in
Item 1.01 above is incorporated by reference into this Item 3.02.
On May 15, 2026, the
Company issued a press release regarding the Private Placement and the Sale Transaction (as defined below). A copy of the Company’s
press release is attached as Exhibit 99.1 hereto.
The information contained
in Item 7.01 of this Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in any filing by the company under the Securities Act of 1933 or the Exchange
Act, except as shall be expressly set forth by specific reference in such filing.
On May 14, 2026, the
Company, ECU Silver Mining Inc., a corporation incorporated under the laws of the Province of Quebec and wholly owned subsidiary of the
Company (“ESM”), and Golden Minerals Services Corp., a corporation incorporated under the laws of the State of Delaware, and
wholly owned subsidiary of the Company (“GMSC,” and together with ESM, the “Vendors”), entered into a Share Purchase
Agreement (the “Sale Agreement”) with Streamline and Horizon Silver Resources Ltd. (together with Streamline, the “Purchasers”),
pursuant to which the Vendors agreed to sell and transfer all of the issued and outstanding shares (the “Minera William Shares”)
of Minera William, S.A. de C.V., a Mexican corporation (“Minera William”), to the Purchasers (the “Sale Transaction”).
Minera William is the sole
owner of the El Par de Tres 2 property in Mexico and is entitled to receive a 2.0% net smelter returns royalty on all minerals produced,
recovered, and sold from the San Diego property in Mexico. The aggregate purchase price for the Minera William Shares is US$1,200,000,
payable in cash. The closing of the Sale Transaction occurred on May 14, 2026.
The Company guaranteed the
performance of the covenants, agreements, and other obligations of the Vendors contained in the Sale Agreement.
The Company intends to use
the proceeds from the Private Placement and the Sale Transaction (i) for working capital purposes; (ii) to advance joint venture
processes in relation to the Company’s Sand Canyon project in Nevada and Sarita Desierto project in Salta, Argentina; (iii) to
evaluate new project opportunities, including opportunities in Bolivia; and (iv) for other general working capital and corporate
purposes.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description |
| 10.1● |
Subscription Agreement between Golden Minerals Company and Streamline Metals Capital Ltd., dated as of May 14, 2026. |
| 99.1 |
Press Release of Golden Minerals Company, dated May 15, 2026. |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| ● | Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K.
The Registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. |
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.
Date: May 20, 2026
| |
Golden Minerals Company |
| |
|
| |
By: |
/s/ Pablo Castanos |
| |
|
Name: |
Pablo Castanos |
| |
|
Title: |
President and Chief Executive Officer |
Exhibit 99.1

Golden Minerals
Reports First Quarter 2026 Financial Results
Denver, CO - /
ACCESS NEWS WIRE/ - May 15, 2026 – Golden Minerals Company (“Golden Minerals”, “Golden” or the “Company”)
(OTCQB: AUMN and TSX: AUMN) has reported financial results and a business summary for the quarter ended March 31, 2026. All figures
are in approximate U.S. dollars.
Financial Summary
for the Three Months Ended March 31, 2026
| · | Exploration
expenses were $0.06 million for the three months ended March 31, 2026, compared to $0.07
million for the three months ended March 31, 2025. |
| · | Administrative
expenses were $0.5 million for the three months ended March 31, 2026, compared to $0.7
million for the three months ended March 31, 2025, reflecting the Company’s continued
cost reduction efforts. |
| · | Income
from discontinued operations, net of taxes, was $14,000 for the three months ended March 31,
2026, compared to a loss from discontinued operations, net of taxes, of $0.4 million for
the three months ended March 31, 2025. |
| · | Net
loss was $0.6 million, or $0.04 per share, for the three months ended March 31, 2026,
compared to a net loss of $1.2 million, or $0.08 per share, for the three months ended March 31,
2025. |
| · | Cash
and cash equivalents was $0.9 million as of March 31, 2026, compared to cash and cash
equivalents of $1.3 million and restricted cash of $0.5 million as of December 31, 2025. |
| · | Current
liabilities was $0.9 million as of March 31, 2026, compared to $1.4 million as of December 31,
2025. |
| · | Debt
was zero as of March 31, 2026, unchanged from December 31, 2025. |
Q1 2026 Business
Summary
During the first
quarter of 2026, the Company continued to focus on preserving cash resources, maintaining a significantly reduced cost structure, managing
its exploration portfolio and evaluating strategic alternatives.
Subsequent to quarter
end, on May 14, 2026, the Company completed the sale of all of the issued and outstanding shares of Minera William, S.A. de C.V.
(“Minera William”) to Streamline Metals Capital Ltd. for total consideration of $1.2 million. The assets of Minera William
include net operating losses, a Capital Contribution Account (“CUCA”), the Par de Tres 2 mining concession and the San Diego
royalty. With the completion of this transaction, the Company has substantially concluded its business in Mexico and is focused on its
exploration properties in Argentina and Nevada.
In connection with
the sale of Minera William, the Company entered into a private placement agreement with Streamline Metals Capital Ltd. pursuant to which
the Company agreed to issue 3,740,000 shares of common stock at a purchase price of $0.2290 per share for aggregate gross proceeds of
approximately $856,000. The private placement remains subject to approval of the Toronto Stock Exchange and is expected to close on or
around May 20, 2026. The proceeds from the Minera William sale and the private placement are not reflected in the Company’s
March 31, 2026 financial statements.
The Company controls
67% of the Desierto Project, located in the Puna geological region of Salta Province, Argentina. During the first quarter of 2026, the
Company continued discussions with Cascadero Copper Corporation regarding joint venture arrangements. Following completion of the joint
venture agreement, the Company anticipates initiating a Phase I drill program designed to test extensions of gold mineralization from
the adjacent Sarita Este property. The timing of any drilling program remains subject to completion of joint venture documentation and
the availability of sufficient funding.
Page 1
of 3
GOLDEN MINERALS
COMPANY
350
Indiana Street – Suite 650 – Golden, Colorado 80401 – Telephone (303) 839-5060

In January 2025,
the Company exercised its option to earn a 60% interest in the Sand Canyon Project, an exploration-stage gold-silver project located
in Humboldt County, Nevada. The parties continue to finalize joint venture documentation. During the first quarter of 2026, no drilling
was planned, and the Company continued to review historical exploration data to inform future exploration planning.
2026 Liquidity
Discussion
At March 31,
2026, the Company had aggregate cash and cash equivalents of $0.9 million, compared to $1.3 million in cash and cash equivalents (plus
restricted cash of $0.5 million). Combined cash, cash equivalents and restricted cash decreased by $0.9 million during the three months
ended March 31, 2026, primarily reflecting:
| · | a
$0.5 million disbursement of restricted cash to settle value added tax obligations of subsidiaries
disposed of during 2025; |
| · | $0.5
million in general and administrative expenses; |
| · | $0.06
million in exploration expenditures; and |
| · | $14,000
of income from discontinued operations. |
The Company continued
to operate with a reduced cost structure during the quarter, while preserving capital for corporate purposes and maintaining its exploration
portfolio in Argentina and Nevada.
Capital Resources
and 2026 Financial Outlook
The Company does
not currently have sufficient resources to meet its expected cash needs for a period of twelve months beyond the filing date of its Quarterly
Report on Form 10-Q for the quarter ended March 31, 2026. At March 31, 2026, the Company had current assets of approximately
$1.0 million, including cash and cash equivalents of approximately $0.9 million, and accounts payable and other current liabilities of
approximately $0.9 million.
Subsequent to March 31,
2026, the Company completed the sale of Minera William, S.A. de C.V. for total proceeds of $1.2 million. In connection with that transaction,
the Company also entered into a private placement agreement to issue 3,740,000 shares of common stock at a purchase price of $0.2290
per share for expected gross proceeds of approximately $856,000. The private placement remains subject to approval of the Toronto Stock
Exchange and is expected to close on or around May 20, 2026.
Based on current
forecasts and taking into account the completed sale of Minera William and the expected proceeds from the private placement, the Company
expects its cash resources to fund its cash requirement into early 2027. The Company’s only near-term opportunities to generate
cash flow to meet its expected cash requirements are from the sale of additional assets, equity or other external financing. The Company
is evaluating alternatives, including the potential sale of the Company, seeking buyers or partners for certain of the Company’s
remaining assets, or obtaining equity or other external financing.
Page 2
of 3
GOLDEN MINERALS
COMPANY
1312 17th
Street, Unit 2136, Denver, Colorado 80202 – Telephone (303) 839-5060

Forward-Looking
Statements
This press release
contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, and applicable Canadian securities legislation, including statements regarding the
Company’s forecasted expenditures for 2026; anticipated closing of the private placement financing; the Company’s anticipated
drill program and other plans concerning the Sarita Este/Desierto project and the Sand Canyon project; the Company’s expectation
that proceeds from the Minera William sale and private placement will fund operations into early 2027, and the risks to that forecast;
the ability of the Company to generate additional cash flow in the near term and the need for additional financing or asset monetization
beyond early 2027; and the Company’s ability to continue as a going concern. These statements are subject to risks and uncertainties,
including whether the private placement receives required TSX approvals and other closing conditions are met; whether the private placement
closes on its current terms or at all; the outcome of pending labor claims; unanticipated costs or expenses; increases in costs and declines
in general economic conditions; changes in political conditions, in tax, royalty, environmental and other laws in the United States,
Mexico or Argentina and other market conditions; and fluctuations in silver and gold prices. Golden Minerals assumes no obligation to
update this information. Additional risks relating to Golden Minerals may be found in the periodic and current reports filed with the
SEC by Golden Minerals, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
For
additional information, please visit http://www.goldenminerals.com/ or contact:
Golden Minerals
Company
(303) 839-5060
SOURCE: Golden
Minerals Company
Page 3 of 3
GOLDEN MINERALS
COMPANY
1312 17th
Street, Unit 2136, Denver, Colorado 80202 – Telephone (303) 839-5060