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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 18, 2026
HYCROFT
MINING HOLDING CORPORATION
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-38387 |
|
82-2657796 |
| (State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
P.O.
Box 3030
Winnemucca,
Nevada |
|
89446 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code (775) 304-0260
(Former
name or former address, if changed since last report.)
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 |
| Class
A common stock, par value $0.0001 per share |
|
HYMC |
|
The
Nasdaq Stock Market LLC |
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. ☐
EXPLANATORY
NOTE
On
February 18, 2026, Hycroft Mining Holding Corporation (the “Company”) filed a Current Report on Form 8-K (the “Initial
Form 8-K”) reporting the results of its Hycroft Mine Initial Assessment and filing as Exhibit 96.1 a Technical Report Summary (the
“Exhibit 96.1 TRS”). The version of the Exhibit 96.1 TRS that was issued to the market and posted on the Company’s
website was, and remains, accurate. However, due to a production error by the Company’s financial printer, certain images in the
Exhibit 96.1 TRS filed as an exhibit to the Initial Form 8-K were inadvertently misplaced. This Amendment No. 1 on Form 8-K/A is being
filed solely to refile Exhibit 96.1 TRS in corrected form. No changes have been made to the substance of the Exhibit 96.1 TRS (including
the text, data, conclusions, or estimates), other than correcting the placement of images. Except as expressly set forth herein, the
Company is not amending any other information contained in the Initial Form 8-K.
Item 7.01 Regulation FD Disclosure.
News
Release Announcing Initial Assessment and Technical Report Summary
On
February 18, 2026, Hycroft Mining Holding Corporation (the “Company”) issued a news release announcing the completion
of its Hycroft Mine Initial Assessment and Technical Report Summary (the “TRS”), which has been prepared in accordance with
the requirements of subpart 1300 of Regulation S-K. A copy of the news release is attached hereto as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference. The TRS supersedes and replaces the Hycroft Property Initial Assessment Technical
Report Summary Humboldt and Pershing Counties, Nevada, with an effective date of March 27, 2023.
Corporate
Presentation
On
February 18, 2026, the Company furnished its updated corporate presentation to its website at www.hycroftmining.com. A copy of
the updated corporate presentation is attached hereto as Exhibit 99.2 to this Current Report on Form 8-K.
In
accordance with General Instruction B.2 of Form 8-K, the information set forth in (i) this Item 7.01, (ii) the news release and (iii)
the updated corporate presentation is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any
registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such filing.
Item 8.01 Other Events.
On
February 18, 2026, the Company announced that it had completed the TRS, effective January 21, 2026, which has been prepared in
accordance with the requirements of subpart 1300 of Regulation S-K. The TRS was completed by Ausenco Engineering USA South Inc., Independent
Mining Consultants, Inc. and WestLand Engineering & Environmental Services, Inc., each a “Qualified Person” as such term
is defined in subpart 1300 of Regulation S-K. A copy of the TRS is attached hereto as Exhibit 96.1 to this Current Report on Form 8-K
and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits:
Exhibit
Number |
|
Description |
| 23.1 |
|
Consent of Ausenco Engineering USA South Inc**. |
| 23.2 |
|
Consent of Independent Mining Consultants, Inc**. |
| 23.3 |
|
Consent of WestLand Engineering & Environmental Services, Inc**. |
| 96.1 |
|
Initial Assessment and Technical Report Summary on the Hycroft Mine* |
| 99.1 |
|
News Release dated February 18, 2026** |
| 99.2 |
|
Corporate Presentation posted February 18, 2026** |
| 104 |
|
Cover
Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
*
Filed herewith
**Previously
filed
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 hereunto duly authorized.
| |
HYCROFT
MINING HOLDING CORPORATION |
| |
|
| Date:
February 19, 2026 |
By: |
/s/
Rebecca A. Jennings |
| |
|
Rebecca
A. Jennings |
| |
|
Senior
Vice President and General Counsel |