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[6-K] Namib Minerals Current Report (Foreign Issuer)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Namib Minerals reports a board change and new director appointment. Effective June 3, 2026, Ibrahima Tall resigned as a director, with the company stating his decision did not involve any disagreement with the board, management, operations, policies, or practices.

On June 4, 2026, the board appointed Pascoal Alberto Bacela, age 63, as an independent Class director to fill the vacancy created by the earlier resignation of Molly P. Zhang effective April 1, 2026. His initial term runs until the 2027 annual general meeting, and he will also serve on the audit committee, receiving compensation under the company’s policy for independent directors. The company highlights his long experience in Mozambique’s energy sector, including senior roles in the Ministry of Mineral Resources and Energy.

Positive

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New director age 63 years Age of Pascoal Alberto Bacela at appointment on June 4, 2026
National Director of Energy tenure 22 years Served as National Director of Energy in Mozambique from 1999 to 2022
Adviser tenure 2 years Adviser to Mozambique’s Ministry of Mineral Resources and Energy from 2022 to 2024
Initial board term end 2027 AGM Initial term of Pascoal Alberto Bacela as independent director
Resignation effective date June 3, 2026 Effective date of director Ibrahima Tall’s resignation
Appointment date June 4, 2026 Date the board approved appointment of Pascoal Alberto Bacela
Prior vacancy date April 1, 2026 Effective date of resignation of director Molly P. Zhang
foreign private issuer regulatory
"Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
independent director financial
"Mr. Bacela will serve as an independent director of the Company"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
audit committee financial
"Additionally, Mr. Bacela was appointed as a member of the audit committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
compensation policy for independent directors financial
"Mr. Bacela will be entitled to receive compensation in accordance with the Company’s compensation policy for independent directors"
Form 6-K regulatory
"This report on Form 6-K shall not be deemed to be “filed” for the purposes"
A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.
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FAQ

What director changes did Namib Minerals (NAMM) disclose in this Form 6-K?

Namib Minerals reported that director Ibrahima Tall resigned effective June 3, 2026, with no stated disagreements. The board then appointed Pascoal Alberto Bacela as an independent Class director on June 4, 2026, filling a vacancy created by a prior resignation.

Who is the new independent director appointed to Namib Minerals’ board?

Namib Minerals appointed Pascoal Alberto Bacela, age 63, as an independent Class director on June 4, 2026. His initial term runs until the 2027 annual general meeting, and he was also named a member of the company’s audit committee.

What experience does Pascoal Alberto Bacela bring to Namib Minerals (NAMM)?

Pascoal Alberto Bacela has extensive experience in Mozambique’s energy sector, including 22 years as National Director of Energy from 1999 to 2022 and two years as Adviser to the Ministry of Mineral Resources and Energy from 2022 to 2024, plus a BSc in Power Engineering.

What board committee role will Pascoal Alberto Bacela hold at Namib Minerals?

In addition to serving as an independent Class director, Pascoal Alberto Bacela was appointed as a member of Namib Minerals’ audit committee. He will receive compensation consistent with the company’s compensation policy for independent directors, aligning his pay with existing governance practices.

How long will Pascoal Alberto Bacela serve on Namib Minerals’ board initially?

Pascoal Alberto Bacela’s initial term as an independent Class director will expire at Namib Minerals’ 2027 annual general meeting. His continued service beyond that point would depend on shareholder decisions and any subsequent board or shareholder actions at future meetings.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2026

 

Commission File Number 001-42685

 

Namib Minerals

(Translation of registrant’s name into English)

 

71 Fort Street, PO Box 500,

Grand Cayman, Cayman Islands, KY1-1106

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒     Form 40-F ☐

 

 

 

 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

Resignation of Director

 

Effective June 3, 2026, Ibrahima Tall resigned as a director of Namib Minerals (the “Company”). Mr. Tall’s decision did not involve any disagreement with the board of directors of the Company, or the Company’s management, operations, policies or practices.

 

Appointment of Director

 

On June 4, 2026, the board of directors of the Company (the “Board”) approved the appointment of Mr. Pascoal Alberto Bacela, age 63, effective immediately, as a Class II director filling the vacancy created by the resignation of Molly P. Zhang (aka Peifang Zhang) who resigned as director of the Company effective April 1, 2026. Mr. Bacela will serve as an independent director of the Company and his initial term will expire at the 2027 annual general meeting of the Company. Additionally, Mr. Bacela was appointed as a member of the audit committee. Mr. Bacela will be entitled to receive compensation in accordance with the Company’s compensation policy for independent directors.

 

Over the course of his career, Mr. Bacela has accumulated in-depth knowledge of the energy sector of Mozambique and the Southern African Development Community region. Mr. Bacela has 22 years of experience as National Director of Energy in the Ministry of Mineral Resources and Energy of Mozambique, from 1999 to 2022 followed by two years as Adviser to the Ministry of Mineral Resources and Energy of Mozambique from 2022 to 2024. In his capacity as National Director of Energy, he was responsible for the implementation of the sector policies and development programs for the power sector, promoting public and private investment and monitoring and evaluating the performance of public and private power generation and transmission projects. As part of the decision-making team at the Ministry of Mineral Resources and Energy, he successfully led several energy project selection processes based on economic and environmental viability criteria, leading to their implementation by public and private investors. Mr. Bacela holds a BSc degree in Power Engineering from the Eduardo Mondlane University, Mozambique.

 

This report on Form 6-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, as amended, except to the extent specifically provided in such a filing.

 

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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.

 

NAMIB MINERALS  
     
By: /s/ Siphesihle Mchunu  
Name:  Siphesihle Mchunu  
Title: General Counsel  

 

Date: June 5, 2026

 

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