What happened with Fortuna Mining Corp.’s Share Unit Plan at the 2026 AGM?

Shareholders approved the ordinary resolution to approve unallocated entitlements under Fortuna Mining’s Share Unit Plan. The resolution received 173,705,479 votes for, or 97.49%, and 4,463,776 votes against, representing 2.51% of votes cast on this compensation-related matter.

Fortuna Mining (NYSE: FSM) 2026 AGM wins 66.8% turnout and full support

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

Fortuna Mining Corp. reported the results of its 2026 annual general meeting of shareholders. A total of 202,415,038 common shares were represented, equal to 66.81% of issued and outstanding shares as of the record date, showing solid participation in the meeting.

Shareholders approved all items of business. They fixed the Board at eight directors and elected all eight nominees, each receiving more than 92% of votes cast, with most above 99%. Shareholders also re-appointed KPMG LLP as auditors and approved the unallocated entitlements under Fortuna’s Share Unit Plan.

Key Figures

Shares represented at AGM: 202,415,038 shares Turnout: 66.81% Board size resolution support: 200,974,310 votes for (99.29%) +4 more

7 metrics

Shares represented at AGM 202,415,038 shares Common shares represented at 2026 annual general meeting

Turnout 66.81% Percentage of issued and outstanding shares represented at record date

Board size resolution support 200,974,310 votes for (99.29%) Fixing number of directors at eight

Auditor re-appointment support 201,760,616 votes for (99.68%) Re-appointment of KPMG LLP as auditors

Share Unit Plan approval 173,705,479 votes for (97.49%) Unallocated entitlements under Share Unit Plan

Lowest director support 92.83% for David Farrell Votes for director election at 2026 AGM

Highest director support 99.86% for Alfredo Sillau Votes for director election at 2026 AGM

Key Terms

foreign private issuer, National Instrument 51-102, Continuous Disclosure Obligations, management information circular, +2 more

6 terms

foreign private issuer regulatory

"Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

National Instrument 51-102 regulatory

"Report of Voting Results pursuant to Section 11.3 of National Instrument 51-102"

National Instrument 51-102 is a Canadian securities rule that requires public companies to regularly publish clear, standardized information about their finances and significant developments, such as quarterly and annual reports, management discussion and analysis, and notices of material changes. For investors it acts like a rule forcing businesses to keep their financial “windows” clear and up to date, making it easier to compare companies, spot risks, and make informed decisions.

Continuous Disclosure Obligations regulatory

"Report of Voting Results pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations"

A legal duty for publicly traded companies to quickly share any material information about their business, finances, operations, or risks with the market so all investors have the same facts at the same time. It matters because timely, equal access to key news helps prices reflect true value, reduces the chance of sudden surprises, and protects investors from unfair advantage—like keeping a public scoreboard updated so everyone sees the current score.

management information circular financial

"described in greater detail in the Company's management information circular dated May 7, 2026"

A management information circular is a document sent to shareholders ahead of a company meeting that explains who is asking for votes, what decisions will be made, and why management recommends a particular outcome. Like an instruction booklet and argument sheet combined, it lays out details such as board nominees, executive pay, major transactions and any conflicts, helping investors decide how to vote and judge whether leadership choices could affect the company’s future value.

unallocated entitlements financial

"Ordinary resolution to approve the unallocated entitlements under the Company’s Share Unit Plan."

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Available on EDGAR 06/26/2026 - 06:03 AM Accepted by SEC EDGAR 06/25/2026 - 08:11 PM

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 June 2026

Commission File Number 001-35297

Fortuna Mining Corp.

(Translation of registrant’s name into English)

1111 Melville Street, Suite 820, Vancouver, British Columbia, Canada V6E 3V6

(Address of principal executive office)

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 þ

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.

	Fortuna Mining Corp.
Date: June 25, 2026	(Registrant)

	By:	/s/ "Jorge Ganoza Durant"
		Jorge Ganoza Durant
		President and CEO

Exhibits:

	99.1	Report of Voting Results
	99.2	News Release dated June 25, 2026

Exhibit 99.1

Annual General Meeting of Shareholders of
Fortuna Mining Corp. held on June 25, 2026

Report of Voting Results
pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations

The following matters were voted upon at the annual general meeting of the holders of common shares of Fortuna Mining Corp. (the "Company") held at the office of Blake, Cassels & Graydon LLP, 1133 Melville Street, Suite 3500, Vancouver, British Columbia on Thursday, June 25, 2026 at 10:00 a.m. (Pacific time). The matters voted upon are described in greater detail in the Company's management information circular dated May 7, 2026 which is available on SEDAR+ at www.sedarplus.ca, on EDGAR at www.sec.gov and on the Company's website at www.fortunamining.com.

Matters Voted Upon

			Votes Cast
Item of Business		Outcome	For	Against
1.	Ordinary resolution to fix the number of directors elected to the Board of the Company at eight.	Approved	200,974,310 (99.29)%	1,440,724 (0.71)%

			Votes Cast
Item of Business		Outcome	For	Withheld
2.	The election of the following nominees as directors of the Company until the next annual meeting of Shareholders or until their successors are elected or appointed:
Jorge A. Ganoza Durant		Elected	177,351,942 (99.54)%	817,318 (0.46)%
David Laing		Elected	170,324,948 (95.60)%	7,844,311 (4.40)%
Mario Szotlender		Elected	172,818,239 (97.00)%	5,351,020 (3.00)%
David Farrell		Elected	165,399,751 (92.83)%	12,769,508 (7.17)%
Alfredo Sillau		Elected	177,922,491 (99.86)%	246,768 (0.14)%
Kylie Dickson		Elected	177,146,543 (99.43)%	1,022,716 (0.57)%
Kate Harcourt		Elected	177,762,106 (99.77)%	407,153 (0.23)%
Salma Seetaroo		Elected	177,085,783 (99.39)%	1,083,476 (0.61)%

-2-

			Votes Cast
Item of Business		Outcome	For	Withheld
3.	Ordinary resolution to approve the re-appointment of KPMG LLP as auditors of the Company for the ensuing year, at a remuneration to be determined by the Directors of the Company.	Approved	201,760,616 (99.68)%	654,420 (0.32)%

			Votes Cast
Item of Business		Outcome	For	Against
4.	Ordinary resolution to approve the unallocated entitlements under the Company’s Share Unit Plan.	Approved	173,705,479 (97.49)%	4,463,776 (2.51)%

Exhibit 99.2

NEWS RELEASE

Fortuna reports voting results of its 2026 annual general meeting of shareholders

Vancouver, British Columbia, June 25, 2026: Fortuna Mining Corp. (NYSE: FSM | TSX: FVI) announces the voting results from its 2026 annual general meeting of shareholders held earlier today.

A total of 202,415,038 common shares were represented at the meeting, accounting for 66.81% of Fortuna’s issued and outstanding shares as of the record date. Shareholders voted in favour of all matters of business, including the appointment of auditors, the election of all director nominees listed in the Company’s Management Information Circular dated May 7, 2026, and the approval of the unallocated entitlements under the Company’s Share Unit Plan.

Detailed results of the vote for the election of directors are as follows:

Nominee	Votes For		% For			Votes Withheld		% Withheld
Jorge A. Ganoza		177,351,942		99.54	%		817,318		0.46	%
David Laing		170,324,948		95.60	%		7,844,311		4.40	%
Mario Szotlender		172,818,239		97.00	%		5,351,020		3.00	%
David Farrell		165,399,751		92.83	%		12,769,508		7.17	%
Alfredo Sillau		177,922,491		99.86	%		246,768		0.14	%
Kylie Dickson		177,146,543		99.43	%		1,022,716		0.57	%
Kate Harcourt		177,762,106		99.77	%		407,153		0.23	%
Salma Seetaroo		177,085,783		99.39	%		1,083,476		0.61	%

The Company’s Voting Results Report has been filed under Fortuna’s profile on SEDAR+ at www.sedarplus.ca and will be filed immediately after under Fortuna’s profile on EDGAR at www.sec.gov.

About Fortuna Mining Corp.

Fortuna Mining Corp. is a Canadian precious metals mining company with three operating mines and a portfolio of exploration projects in Argentina, Côte d’Ivoire, Guinea, Guyana, and Peru, as well as the Diamba Sud Gold Project in Senegal. Sustainability is at the core of our operations and stakeholder relationships. We produce gold and silver while creating long-term shared value through efficient production, environmental stewardship, and social responsibility. For more information, please visit our website at www.fortunamining.com

ON BEHALF OF THE BOARD

Jorge A. Ganoza

President, CEO, and Director

Fortuna Mining Corp.

Investor Relations:

-2-

Source: View Original Filing on SEC EDGAR

FAQ

What was shareholder turnout at Fortuna Mining Corp. (FSM) 2026 AGM?

Shareholder turnout was 66.81% at Fortuna Mining’s 2026 annual general meeting. A total of 202,415,038 common shares were represented, based on issued and outstanding shares as of the record date, indicating broad participation in key corporate decisions.

Did Fortuna Mining Corp. (FSM) shareholders approve all 2026 AGM resolutions?

Yes, shareholders approved all resolutions presented at Fortuna Mining’s 2026 AGM. Items included fixing the board at eight directors, electing all director nominees, re-appointing KPMG LLP as auditors, and approving the unallocated entitlements under the Company’s Share Unit Plan.

How did Fortuna Mining Corp. (FSM) directors fare in the 2026 AGM vote?

All eight director nominees were elected with strong support at Fortuna Mining’s 2026 AGM. Vote percentages for individual directors ranged from 92.83% to 99.86% in favor, with relatively low levels of withheld votes for each nominee.

What were the auditor appointment results at Fortuna Mining Corp. (FSM) 2026 AGM?

Shareholders approved the re-appointment of KPMG LLP as auditors for Fortuna Mining. The auditor resolution received 201,760,616 votes for, representing 99.68% of votes cast, with 654,420 votes withheld, equal to 0.32% of votes cast on this item.

How many Fortuna Mining Corp. (FSM) shares supported setting the board at eight directors?

The resolution to fix the number of directors at eight received 200,974,310 votes for. This represented 99.29% of votes cast on the item, while 1,440,724 votes, or 0.71%, were cast against keeping the Board size at eight members.

Filing Exhibits & Attachments

2 documents