FRANCO NEVADA Corp SEC Filings

Franco-Nevada Corporation is establishing a multijurisdictional short form base shelf prospectus and related Form F-10 registration to permit offerings of various securities from time to time in Canada and the U.S. during a 37‑month period. The shelf covers common shares, preferred shares, debt securities, warrants, and subscription receipts, which may be sold separately, together, or as consideration for acquisitions, with final terms set in future prospectus supplements.

The company is a gold‑focused royalty and streaming business whose cash flow depends largely on commodity prices and production from third‑party operated assets. It prepares financial statements under IFRS Accounting Standards, relies on Canadian disclosure rules under the multijurisdictional disclosure system, and qualifies as a well‑known seasoned issuer under Canadian rules, with qualifying public equity of approximately C$58.4 billion as of July 9, 2026.

Franco-Nevada Corporation filed an amendment to its Amended and Restated Share Compensation Plan, which governs equity-based awards such as Options and Time-Based Restricted Share Units for directors and other participants. The plan limits the number of Common Shares reserved for issuance over its life to non-employee directors pursuant to Options to 1.00% of the Common Shares then issued and outstanding, and caps annual option grants for each non-employee director at a grant value of $100,000 based on a Black-Scholes or similarly accepted valuation method.

The amendments effective in February 2026 allow certain participants to elect the date on which vested Time-Based Restricted Share Units are redeemed, including electing to defer redemption under specified conditions. If a Deferred Redemption Date falls during a Blackout Period or within five Business Days after it, the Deferred Redemption Date is automatically extended to the sixth Business Day after the Blackout Period. Participants may also elect, in prescribed forms, to surrender vested Deferred Time-Based Restricted Share Units for a cash amount equal to the number of underlying Common Shares multiplied by the Fair Market Value on the applicable Redemption Date.

Franco-Nevada Corporation reports that Riverstone Karma SA has announced a local court decision in Burkina Faso that purports to nullify the stream agreement related to the Karma Mine. The agreement is governed by Ontario law, and Franco-Nevada believes the Burkina Faso judgment is not valid.

The company is seeking to have that judgment vacated and is pursuing legal remedies in Ontario and elsewhere under the agreement’s dispute resolution provisions against Riverstone Karma SA, its parent Néré Mining SA and other affiliates. Franco-Nevada describes itself as a leading gold-focused royalty and streaming company that is debt-free and uses free cash flow to expand its portfolio and pay dividends.

Franco-Nevada Corporation reported the results of its 2026 annual and special meeting of shareholders. All nine director nominees listed in the management proxy circular were elected, each receiving at least 95.91% of votes cast, with several above 99% support.

Shareholder participation was strong, with 157,212,921 shares voted, representing 81.54% of issued and outstanding shares. PricewaterhouseCoopers LLP was reappointed as auditor with 98.32% of votes cast "for". A non-binding "Say-on-Pay" advisory resolution on executive compensation was accepted, receiving 91.33% support.

Franco-Nevada delivered record Q1 2026 results, with revenue of $650.7 million, up 77% from Q1 2025, and gold-equivalent ounces (GEOs) sold rising 8% to 136,353. Net income more than doubled to $468.6 million, while Adjusted EBITDA reached $591.9 million, a very high 91.0% margin.

Precious Metal assets generated $568.1 million, or 87% of revenue, and 87% of revenue came from the Americas. Available capital totaled $3.36 billion, including $714.7 million in cash and a large undrawn credit capacity. The company declared a quarterly dividend of $0.44 per share, payable June 25, 2026.

The Cobre Panamá mine remains in preservation and safe management, but Panama has authorized processing of stockpiled ore. Based on operator estimates, this could deliver about 23,100 gold ounces and 265,000 silver ounces to Franco-Nevada, with stream deliveries expected to begin in Q3 2026 and most volumes in 2027.

Franco-Nevada Corporation has published its 2026 Asset Handbook and 2026 Sustainability Report. The Asset Handbook gives detailed descriptions of all material royalty and streaming assets, including their performance to date, outlook, and the underlying Mineral Resources and Mineral Reserves for each asset.

The Sustainability Report highlights accomplishments in 2025 and sets out commitments across themes such as responsible capital allocation, community and industry contributions, good governance and shareholder alignment, diversity and well-being, climate action, and transparency and recognition. Franco-Nevada describes itself as a leading gold-focused royalty and streaming company with the largest and most diversified portfolio of cash-flow producing assets, is debt-free, and uses free cash flow to expand its portfolio and pay dividends.

Franco-Nevada Corporation ownership update: FMR LLC reports beneficial ownership of 21,597,096.53 shares of common stock, representing 11.2% of the class. The filing is an Amendment No. 20 to a Schedule 13G/A and lists Abigail P. Johnson as having dispositive power over these shares.

Franco-Nevada Corporation has scheduled the release of its first quarter 2026 results. The company plans to publish the results on May 12 after market close and host a conference call on May 13 at 8:00 am to discuss the quarter.

Investors can join the call using toll-free and international dial-in numbers or via an online conference call URL. A replay will be available until May 20. Contact information for investor relations is also provided for further inquiries.