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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): |
January 27, 2026 |
|
McEWEN INC.
(Exact name of registrant as specified in
its charter)
| Colorado |
|
001-33190 |
|
84-0796160 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
150 King Street West, Suite 2800
Toronto,
Ontario, Canada
|
M5H 1J9 |
| (Address of principal executive offices) |
(Zip Code) |
| Registrant’s telephone number including area code: |
(866) 441-0690 |
(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:
¨ 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 |
| Common Stock |
|
MUX |
|
New York Stock Exchange |
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 7.01 Regulation FD Disclosure.
On January 27, 2026, McEwen Inc. (the “Company”)
issued a press release announcing the drill results from the Gold Bar Mine Complex. A copy of the press release is furnished with this
report as Exhibit 99.1. Investors and other interested parties are encouraged to read in its entirety the press release
because it contains important information not otherwise described herein.
On January 28, 2026, the Company also announced
that it had entered into a definitive agreement to acquire all of the outstanding shares of Golden Lake Exploration Inc. by way of plan
of arrangement. A copy of the press release is furnished with this report as Exhibit 99.2. Investors and other interested parties
are encouraged to read in its entirety the press release because it contains important information not otherwise described herein.
The information furnished
under this Item 7.01, including the referenced exhibits, shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except
as shall be expressly set forth by reference to such filing.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits.
The following exhibits are furnished or filed with this report, as applicable:
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated January 27, 2026 |
| 99.2 |
|
Press Release, dated January 28, 2026 |
| 104 |
|
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document |
Cautionary Statement
With the exception of
historical matters, the press releases contain certain forward-looking statements and information, including "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements and information expressed,
as of the date of the respective press releases, are estimates, forecasts, projections, expectations, or beliefs as to future events and
results. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions that, while considered
reasonable by management, are inherently subject to significant business, economic, and competitive uncertainties, risks, and contingencies,
and there can be no assurance that such statements and information will prove to be accurate. Therefore, actual results and future events
could differ materially from those anticipated in such statements and information. Risks and uncertainties that could cause results or
future events to differ materially from current expectations expressed or implied by the forward-looking statements and information include,
but are not limited to, fluctuations in the market price of precious and base metals, mining industry risks, political, economic, social
and security risks associated with foreign operations, the ability of the Company to receive or receive in a timely manner permits or
other approvals required in connection with operations, risks associated with the construction of mining operations and commencement of
production and the projected costs thereof, risks related to litigation, the state of the capital markets, environmental risks and hazards,
uncertainty as to calculation of mineral resources and reserves, foreign exchange volatility, foreign exchange controls, foreign currency
risk, and other risks. Readers should not place undue reliance on forward-looking statements or information included in the press release,
which speak only as of the date thereof. The Company undertakes no obligation to reissue or update forward-looking statements or information
as a result of new information or events after the date hereof except as may be required by law. See the Company’s Annual Report
on Form 10-K for the fiscal year ended December 31, 2024, and other filings with the Securities and Exchange Commission, under
the caption "Risk Factors", for additional information on risks, uncertainties and other factors relating to the forward-looking
statements and information regarding the Company. All forward-looking statements and information made in the press releases are qualified
by this cautionary statement.
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.
| |
McEWEN INC. |
| |
|
|
| Date: February 2, 2026 |
By: |
/s/ Carmen Diges |
| |
|
Carmen Diges, General Counsel |
