Bunker Hill Mining Corp. (BHLL) SEC Filings, Dec 2025-May 2026

Bunker Hill Mining Corp. is registering 7,104,093 shares of common stock for resale, including 4,563,874 shares issued in the March 5, 2026 private placement and 2,540,219 shares issuable upon exercise of related warrants and compensation options.

The prospectus states the Company will not receive any proceeds from the resale by the selling shareholders, although it may receive proceeds from the exercise of the March 2026 Warrants. The filing lists 45,798,460 shares outstanding as of March 20, 2026 and discloses the one-for-thirty-five reverse stock split effective March 6, 2026.

Bunker Hill Mining Corp. is registering 7,104,093 shares of common stock for resale by existing security holders, including shares issuable upon exercise of March 2026 warrants and compensation options. The company will not receive proceeds from any resale, but may receive cash if these warrants and options are exercised.

The S-1 follows a series of financings and balance sheet restructurings in 2025 that brought in significant equity capital, converted debt to equity, and modified royalty and streaming agreements with Sprott Streaming and Teck. Bunker Hill is restarting its historic Idaho mine, targeting a return to production in the first half of 2026, and has advanced plant construction, underground rehabilitation, and permitting while remaining a pre-production, higher-risk developer.

Bunker Hill Mining Corp. reported a leadership change and clarified a recent financing. Gerbrand van Heerden resigned as Chief Financial Officer and Corporate Secretary effective March 10, 2026, and the company appointed long-time executive Bradley Barnett as interim CFO and Corporate Secretary starting the same date, with a base salary of US$25,000 per month and potential deferred share units tied to a possible NYSE American listing.

The company also clarified terms of its recently completed LIFE offering, under which it issued an aggregate of 159,735,000 LIFE units on a pre-consolidated basis. Each unit includes one common share and one warrant, and on a post-consolidated basis the structure allows issuance of up to 4,563,857 common shares, plus additional shares upon exercise of warrants and compensation options, as it advances plans to restart the Bunker Hill Mine in the first half of 2026.

Bunker Hill Mining Corp. completed a private placement LIFE offering of 159,735,000 units at C$0.18 per unit, together with a cornerstone warrant exercise, for aggregate gross proceeds of approximately C$33,752,300. Each unit includes one common share and one-half warrant, with each whole warrant exercisable at C$0.30 per share until March 5, 2029.

The brokered portion paid agents about C$1,627,110 in cash fees and 9,039,500 compensation options exercisable at C$0.18 per share until March 5, 2028. The company plans to use net proceeds to fund ramp-up of the Bunker Hill Mine, exploration, and general corporate purposes, and agreed to file a resale registration statement for the underlying shares by March 12, 2026.

Effective March 6, 2026, Bunker Hill implemented a one-for-thirty-five reverse stock split of its common and preferred stock. Common shares outstanding moved from 1,596,641,338 before the split to approximately 45,618,323 after, with total authorized capital set at 100,000,000 common shares and 285,715 preferred shares.

Bunker Hill Mining Corp. is a Nevada-based zinc-lead-silver developer focused on restarting its historic Bunker Hill Mine in Idaho, with operations planned to commence in 2026. The mine has a long production history and sits within a remediated U.S. Superfund site.

In 2025 the company completed a major balance sheet restructuring, including converting debt to equity and modifying royalty and stream agreements with Sprott. It raised net proceeds of about $61.8 million through private placements, issuing 19,527,594 common shares, and completed an additional bought-deal placement in September 2025 for $37,378,645. Teck and Sprott each increased ownership and now qualify as control persons with board nomination rights and key creditor protections.

Bunker Hill also secured and amended multiple debt facilities, royalties and a silver-linked loan, and continued meeting EPA settlement obligations backed by payment bonds. The company remains pre-production, reported a 2025 operating loss of $13,595,412, and highlights significant risks around funding the restart, commodity price volatility, permitting, and long-term environmental obligations.

Bunker Hill Mining Corp. announced the effective date for a one-for-thirty-five reverse stock split of its common and preferred stock and provided an update on its C$30 million LIFE unit offering. The reverse split will take effect at 12:01 a.m. (PST) on March 6, 2026, with consolidated common shares beginning to trade on the TSX Venture Exchange that day.

As of close of business on March 2, 2026, the company had 1,407,494,573 common shares issued and outstanding. Immediately after the reverse split, approximately 40,214,130 common shares are expected to be outstanding, subject to rounding. Assuming completion of the LIFE offering of up to 159,735,000 LIFE Units, total post-consolidation common shares are expected to be about 44,777,988.

Approximately 138,900,000 LIFE Units will be offered through a combination of a brokered “best efforts” private placement and a non-brokered private placement, with agents holding an option to sell up to an additional 20,835,000 LIFE Units at C$0.18 per unit. The reverse split was approved by a majority of stockholders on January 27, 2026 and remains subject to TSX Venture Exchange approval.

Bunker Hill Mining Corp. plans a brokered, “best efforts” private placement LIFE offering of approximately 138,900,000 units at C$0.18 each, for gross proceeds of about C$25,002,000. Each unit includes one common share and half a warrant, with whole warrants exercisable at C$0.30 for 36 months.

A cornerstone shareholder is expected to exercise existing warrants for at least C$5,000,000, and the offering has a minimum size of C$15,000,000. Net proceeds are intended for working capital to ramp up the Bunker Hill Mine to commercial production, exploration, and general corporate purposes.

The board has also approved a 1-for-35 reverse stock split of common and preferred stock, expected around March 5, 2026, subject to TSXV and stockholder approvals. Common shares outstanding will decrease from 1,400,908,695 to approximately 40,025,963, and the move is primarily aimed at supporting a possible NYSE American listing.

Bunker Hill Mining Corp. reported that its board and stockholders representing approximately 53.4% of its outstanding voting power approved an increase in the company’s authorized common shares. The authorized common stock rose from 2,500,000,000 to 3,500,000,000 shares of common stock with a par value of US$0.000001 per share.

The Authorized Share Increase became effective on December 11, 2025, when the company filed a Certificate of Amendment to its Second Amended and Restated Articles of Incorporation with the Nevada Secretary of State. The company also issued a news release on December 12, 2025 discussing this change and related matters.