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HL Form 4: CFO Stock Awards & Performance Rights Disclosed

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

On 25 June 2025, Hecla Mining Company (ticker: HL) filed a Form 4 reporting insider transactions by Senior VP & CFO Russell D. Lawlar dated 23 June 2025.

Tax withholding: To settle payroll taxes on previously vested RSUs, the company withheld 33,796 common shares at a fair-market value of $5.82 per share.

New equity incentives: Lawlar received (i) 65,399 new restricted stock units that vest pro-rata on 21 June 2026, 2027 and 2028, and (ii) 65,399 performance rights convertible into common stock based on total-shareholder-return versus peers for the 1 Jan 2025–31 Dec 2027 period. Payout ranges from below 25 % of target to a maximum 200 % (valued up to $761,250).

Post-transaction holdings: The executive now reports 495,774 directly-held equity units (201,934 common shares, 166,188 performance units and 127,652 unvested RSUs) plus 20,105 shares held indirectly via the company 401(k).

No open-market buys or sells occurred; all entries stem from automatic plan-based grants or tax withholding. The filing is routine and does not signal a directional view on the stock, but it underscores continued management alignment with long-term TSR performance goals.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine incentive grants; no cash sales; neutral signal for HL.

The Form 4 shows standard compensation activity—RSU vesting, tax withholding and issuance of new RSUs/performance rights. There were no discretionary market transactions, so the CFO is neither adding nor trimming economic exposure. Total direct holdings remain sizable at nearly half a million shares/units, demonstrating continued skin-in-the-game. From a valuation standpoint, potential dilution from 130 k new units is de-minimis relative to Hecla’s ~600 m share count, and expense was already contemplated in equity-comp accruals. I view the filing as neutral for share-price direction.

TL;DR: Awards link pay to TSR; dilution risk minor; governance intact.

The disclosure confirms Hecla’s practice of tying senior pay to long-term performance. The 3-year TSR performance rights align leadership incentives with investor outcomes and include downside risk (below 25 % of target at poor performance). Staggered RSU vesting supports retention through 2028. Share withholding for taxes is standard and avoids open-market selling. Aggregate potential dilution (<0.03 % of shares outstanding) is immaterial. Overall, the filing supports governance best practices and raises no red flags.

Insider Lawlar Russell Douglas
Role Sr. VP & CFO
Type Security Shares Price Value
Grant/Award Performance rights 65,399 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 33,796 $5.82 $197K
Grant/Award Common Stock 65,399 $5.82 $381K
Other Common Stock 20,105 $0.00 $0.00
Holdings After Transaction: Performance rights — 495,774 shares (Direct); Common Stock — 495,774 shares (Direct); Common Stock — 20,105 shares (Indirect, 401(k) Plan)
Footnotes (7)
  1. F1. Mr. Lawlar was awarded (i) 44,018 restricted stock units on June 21, 2022; 44,401 restricted stock units on June 21, 2023; and 71,180 restricted stock units on June 21, 2024. One-third of those restricted stock units vested on June 23, 2025. To cover his tax liability on those vested units, Hecla Mining Company withheld 33,796 shares.
  2. F2. Consists of 201,934 shares held directly, 166,188 performance-based units, and 127,652 unvested restricted stock units.
  3. F3. Award of restricted stock units that vest as follows: 21,800 shares on June 21, 2026; 21,800 shares on June 21, 2027; and 21,799 shares on June 21, 2028.
  4. F4. See footnote 2.
  5. F5. Held as 1,679.279 units in Mr. Lawlar's 401(k) account under the Hecla Mining Company Capital Accumulation Plan and estimated to be 20,105 shares.
  6. F6. Mr. Lawlar was awarded performance rights representing the contingent right to receive between $380,625 and $761,250 worth of Hecla Mining Company common stock based on Hecla Mining Company's Total Shareholder Return performance over the 3-year period (January 1, 2025 to December 31, 2027) relative to our peers. Examples of the potential grant of shares to Mr. Lawlar under this plan are as follows: 100th percentile rank among peers = maximum award at 200% of target ($761,250 in stock); 50th percentile rank among peers = target award at grant value ($380,625 in stock), and 0 percentile rank among peers = threshold award below 25% of target.
  7. F7. See footnote 2.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lawlar Russell Douglas
(Last) (First) (Middle)
6500 N. MINERAL DR.
SUITE 200
(Street)
COEUR D'ALENE ID 83815
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HECLA MINING CO/DE/ [ HL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. VP & CFO
3. Date of Earliest Transaction (Month/Day/Year)
06/23/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/23/2025 F 33,796(1) D $5.82 495,774(2) D
Common Stock 06/23/2025 A 65,399(3) A $5.82 495,774(4) D
Common Stock 06/23/2025 J 20,105(5) A $0 20,105 I 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance rights $0 06/23/2025 A 65,399(6) 01/01/2028 01/01/2028 Common Stock 65,399 $0 495,774(7) D
Explanation of Responses:
1. Mr. Lawlar was awarded (i) 44,018 restricted stock units on June 21, 2022; 44,401 restricted stock units on June 21, 2023; and 71,180 restricted stock units on June 21, 2024. One-third of those restricted stock units vested on June 23, 2025. To cover his tax liability on those vested units, Hecla Mining Company withheld 33,796 shares.
2. Consists of 201,934 shares held directly, 166,188 performance-based units, and 127,652 unvested restricted stock units.
3. Award of restricted stock units that vest as follows: 21,800 shares on June 21, 2026; 21,800 shares on June 21, 2027; and 21,799 shares on June 21, 2028.
4. See footnote 2.
5. Held as 1,679.279 units in Mr. Lawlar's 401(k) account under the Hecla Mining Company Capital Accumulation Plan and estimated to be 20,105 shares.
6. Mr. Lawlar was awarded performance rights representing the contingent right to receive between $380,625 and $761,250 worth of Hecla Mining Company common stock based on Hecla Mining Company's Total Shareholder Return performance over the 3-year period (January 1, 2025 to December 31, 2027) relative to our peers. Examples of the potential grant of shares to Mr. Lawlar under this plan are as follows: 100th percentile rank among peers = maximum award at 200% of target ($761,250 in stock); 50th percentile rank among peers = target award at grant value ($380,625 in stock), and 0 percentile rank among peers = threshold award below 25% of target.
7. See footnote 2.
Tami D. Whitman, Attorney-in-Fact for Russell D. Lawlar 06/25/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR