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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):
September 19, 2025
MAGELLAN
COPPER & GOLD CORP.
(Exact
Name of Registrant as Specified in its Charter)
Nevada |
|
000-54658 |
|
27-3566922 |
(State or other jurisdiction
of incorporation) |
|
(Commission File
Number) |
|
(I.R.S. Employer
Identification number) |
602
Cedar Street, Suite 205
Wallace, Idaho |
|
83873 |
(Address of principal executive offices) |
|
(Zip
Code) |
(208) 556-1600
(Registrant's telephone
number, including area code)
Magellan Gold Corporation
(Former name or former address, if changed since
last report)
Check the appropriate box
below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ |
Written communications pursuant to Rule 425 under the Securities Act |
|
|
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
|
|
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
|
|
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b)
of the Act:
Title of each Class |
Trading Symbol |
Name of each exchange on which registered |
N/A |
N/A |
N/A |
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 5.02 | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS;
COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS |
On
September 19, 2025:
| · | Howard Crosby resigned as a Director of the Company; |
| | |
| · | John Ryan resigned as the Company’s Chief
Financial Officer, Secretary and as a Director; |
Mr. Crosby and Mr. Ryan did not resign
as a result of any disagreement relating to the Company’s operations, policies or practices.
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.
|
MAGELLAN
COPPER & GOLD CORP.
|
|
|
|
|
|
|
Date: September 24, 2025 |
By: |
/s/ Michael Lavigne |
|
Name: |
Michael Lavigne |
|
Title: |
Chief Executive Officer |