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Hycroft Mining elevates GC, boosts pay package

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Hycroft Mining Holding Corp. (HYMC) reported that its Board appointed Rebecca A. Jennings, previously Senior Vice President, General Counsel, and Corporate Secretary, to Executive Vice President, General Counsel, and Corporate Secretary effective August 27, 2026. The Compensation Committee approved an amendment to her employment agreement reflecting higher compensation and enhanced severance protection.

Ms. Jennings’ annual base salary was increased to $450,000, and her target annual cash incentive bonus was set at 80% of base salary, with a payout opportunity from 0% to 200% of target. Non–change in control severance on a termination without cause or for good reason now includes a cash payment of 1.5× base salary and 18 months of subsidized medical benefits. Upon a qualifying termination within 90 days before or one year after a change in control, severance includes 2× base salary, the Employment Agreement “Annual Bonus” amount, and 24 months of subsidized medical coverage. She also received a special grant of RSUs with a target grant date value of $239,500, vesting in installments of 33%, 33%, and 34% over three years.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Annual base salary $450,000 Revised base salary for Rebecca A. Jennings under amended employment agreement
Target annual cash incentive bonus 80% of base salary Bonus target for Rebecca A. Jennings with 0%–200% of target opportunity
Non-change in control severance multiple 1.5× base salary Cash severance on termination without cause or for good reason outside change in control
Non-change in control medical benefits period 18 months Subsidized medical benefits period under non-change in control severance
Change in control severance salary multiple 2× base salary Cash severance on qualifying termination around a change in control
Change in control severance bonus multiple 2× Annual Bonus Additional cash severance based on Annual Bonus amount in existing agreement
Change in control medical benefits period 24 months Subsidized medical coverage on qualifying termination around a change in control
RSU target grant date value $239,500 Special restricted stock unit grant in connection with promotion
change in control financial
"within 90 days prior to or one year after a “change in control”"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
good reason financial
"termination without “cause” or for “good reason” to provide for a cash payment"
restricted stock units financial
"received a special grant of restricted stock units (“RSUs”) under the Company’s 2025"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Annual Bonus financial
"a cash payment equal to 2 times the applicable “Annual Bonus” amount described"
Performance and Incentive Pay Plan financial
"under the Company’s 2025 Performance and Incentive Pay Plan in connection"

FAQ

What executive change did HYMC announce for Rebecca A. Jennings?

Hycroft Mining Holding Corp. appointed Rebecca A. Jennings as Executive Vice President, General Counsel, and Corporate Secretary effective August 27, 2026, promoting her from her prior role as Senior Vice President, General Counsel, and Corporate Secretary.

What is Rebecca A. Jennings’ new base salary at HYMC?

Rebecca A. Jennings’ annual base salary was increased to $450,000 under her amended employment agreement with Hycroft Mining Holding Corp., effective with her promotion to Executive Vice President, General Counsel, and Corporate Secretary.

What bonus opportunity does HYMC’s amended agreement provide to Rebecca A. Jennings?

The amended agreement sets Rebecca A. Jennings’ target annual cash incentive bonus at 80% of base salary, with a total bonus opportunity ranging from 0% to 200% of that target amount, depending on performance.

What severance is provided to Rebecca A. Jennings by HYMC outside a change in control?

On a termination without cause or for good reason not tied to a change in control, Rebecca A. Jennings is entitled to a cash payment equal to 1.5× base salary plus 18 months of subsidized medical benefits.

How does a change in control affect Rebecca A. Jennings’ severance at HYMC?

If Rebecca A. Jennings is terminated without cause or resigns for good reason within 90 days before or one year after a change in control, she receives 2× base salary, the “Annual Bonus” amount, and 24 months of subsidized medical coverage.

What RSU grant did HYMC award to Rebecca A. Jennings?

Hycroft Mining granted Rebecca A. Jennings restricted stock units with a target grant date value of $239,500, vesting in three annual installments of 33%, 33%, and 34% on the first, second, and third anniversaries of the grant date.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 27, 2026

 

 

 

HYCROFT MINING HOLDING CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

(State or other jurisdiction
of incorporation)

 

001-38387

(Commission

File Number)

 

82-2657796

(IRS Employer

Identification No.)

         

P.O. Box 3030

Winnemucca, Nevada

(Address of principal executive offices)

 

 

89446

(Zip Code)

 

Registrant’s telephone number, including area code: (775) 304-0260

 

N/A

(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
Warrants to purchase Common Stock   HYMCW   The Nasdaq Stock Market LLC
Warrants to purchase Common Stock   HYMCL   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. ☐

 

 

 

 

 

 

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On August 27, 2026, the Board of Directors (the “Board”) of Hycroft Mining Holding Corporation (the “Company”) appointed Rebecca A. Jennings, who was previously serving as Senior Vice President, General Counsel, and Corporate Secretary of the Company, to the role of Executive Vice President, General Counsel and Corporate Secretary of the Company, effective August 27, 2026.

 

In connection with Ms. Jennings’ promotion, the Compensation Committee of the Board approved an amendment to Ms. Jennings’ existing Employment Agreement with the Company (the “Employment Agreement Amendment”), which includes the following revised compensation terms: (1) an increase of her annual base salary rate to $450,000, (2) an increase of her target annual cash incentive bonus to 80% of base salary (with a total opportunity ranging from 0% to 200% of target), (3) an increase in her non-“change in control” severance benefits payable on a termination without “cause” or for “good reason” to provide for a cash payment equal to 1.5 times her base salary and 18 months of subsidized medical benefits, and (4) an increase in her severance benefits payable on a termination without “cause” or for “good reason” within 90 days prior to or one year after a “change in control” to provide for a cash payment equal 2 times her base salary, a cash payment equal to 2 times the applicable “Annual Bonus” amount described in her existing Employment Agreement and 24 months of subsidized medical coverage.

 

In addition, on August 27, 2026, Ms. Jennings also received a special grant of restricted stock units (“RSUs”) under the Company’s 2025 Performance and Incentive Pay Plan in connection with her promotion. The RSUs have a target grant date value equal to $239,500 and generally vest in annual installments of 33%, 33% and 34% on each of the first, second and third anniversaries of the grant date, respectively.

 

The foregoing summary of the Employment Agreement Amendment is qualified in its entirety by reference to the Employment Agreement Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit    
Number   Description
10.1   Amendment No. 2 to Employment Agreement with Rebecca A. Jennings
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

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: August 28, 2026 By: /s/ Stanton Rideout
  Name: Stanton Rideout
  Title: Executive Vice President & Chief Financial Officer

 

 

 

Filing Exhibits & Attachments

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