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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): October 9, 2026
BUNKER
HILL MINING CORP.
(Exact
Name of Registrant as Specified in Charter)
| Nevada |
|
333-150028 |
|
32-0196442 |
| (State
or Other Jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
1009
McKinley Avenue, Kellogg, Idaho 83837
(Address
of Principal Executive Offices) (Zip Code)
(604)
417-7952
(Registrant’s
Telephone Number, Including Area Code)
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:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| none |
|
|
|
|
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
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Ocean
Partners Facility Draw
On
October 9, 2026, the Company drew US$2.0 million under its Prepayment Agreement, dated August 20, 2026 (the “Prepayment
Agreement”) by and among the Company, SV Borrower and Ocean Partners UK Limited (“Ocean Partners”) pursuant
to which Ocean Partners agreed to provide the Company with a concentrate prepayment facility of up to US$10.0 million (the “Ocean
Partners Facility”). This draw was the third draw under the Ocean Partners Facility bringing the aggregate outstanding
principal amount to US$10.0 million. The Company intends to use the proceeds from the drawdown for working
capital at the Bunker Hill Mine in Idaho.
As
previously disclosed in the Company’s Current Report on Form 8-K as filed on August 25, 2026, the amounts outstanding under
the Ocean Partners Facility bear interest at a rate equal to 7.0% per annum plus the three-month secured overnight financing rate as
published by the CME Group, representing the forward-looking cost of borrowing cash overnight collateralized by U.S. Treasury securities,
as determined based on actual transactions in the repurchase agreement market. Interest accrues daily and is payable monthly in arrears
on the first business day of the following month. During an event of default, the applicable interest rate increases by an additional
3.0% per annum, calculated on the basis of a 360-day year. Interest is payable at the option of the Borrower by either
(i) setoff against any payments owed against concentrates or (ii) in cash.
The
foregoing description of the material terms of the Ocean Partners Facility does not purport to be complete and is qualified in
its entirety by reference to the Prepayment Agreement, which was filed as Exhibit 10.1 to the Company’s Current Report on
Form 8-K filed with the Securities and Exchange Commission on August 25, 2026 and the description of the Ocean Partners Facility contained
in the Company’s Form 8-K as filed on August 25, 2026, which is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
Exhibit
Number |
|
Description |
| 104 |
|
Cover
Page Interactive Data File—the cover page interactive data file does not appear in the Interactive Data File because
its XBRL tags are embedded within the Inline XBRL document. |
SIGNATURES
In
accordance with 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.
| |
BUNKER
HILL MINING CORP. |
| |
|
|
| DATE:
October 19, 2026 |
By: |
/s/
Sam Ash |
| |
|
Sam
Ash |
| |
|
President
and Chief Executive Officer |
