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2026-09-08
2026-09-08
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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 8, 2026
Silver Bow Mining Corp.
(Exact name of registrant as specified in
its charter)
| British Columbia |
|
001-43242 |
|
98-1858068 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification Number) |
|
1401 Idaho Street
Butte, Montana |
|
59701 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: 406-718-7593
Not Applicable
(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 |
|
Name of each exchange on which registered: |
| Common Shares, no par value |
|
SBMT |
|
NYSE American, 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 or 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 8.01 Other Events.
On September 8, 2026, the Company announced
the receipt of court approval and completion of the first closing in its recently announced acquisition transaction with Montana
Goldfields, Inc. and Montana Tunnels Mining, Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated
herein by reference.
Item 9.01 Financial Statements
and Exhibits
| 99.1 |
Silver Bow Mining press release dated September 8, 2026 |
| |
|
| 104 |
Cover Page Interactive Data File––the
cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline
XBRL document. |
Additional information and where to find it
This communication may be deemed to be
solicitation material in respect of the proposed shareholders meeting of the Company to approve the issuance of the CVRs and the
underlying common shares. In connection with the proposed shareholders meeting, the Company intends to file relevant materials
with the U.S. Securities and Exchange Commission (the “SEC”), including the Company’s proxy statement in preliminary
and definitive form. INVESTORS AND SHAREHOLDERS OF SILVER BOW MINING ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC,
INCLUDING SILVER BOW MINING’S PROXY STATEMENT (WHEN THEY ARE AVAILABLE), BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE SHAREHOLDER APPROVAL BEING REQUESTED. Investors and shareholders of the Company are or will be able to obtain
these documents (when they are available) free of charge from the SEC’s website at www.sec.gov, or free of charge from the
Company under the “Investors” section of the Company’s website at www.silverbowmining.com/investors or
by sending a request by e-mail to ir@silverbowmining.com or by mail to 1401 Idaho Street, Butte, Montana 59701, attention:
Corporate Secretary.
Participants in the solicitation
The Company and certain of its respective
directors and executive officers, under SEC rules, may be deemed to be “participants” in the solicitation of proxies
from shareholders of the Company in connection with the proposed transaction. Information about the Company’s directors and
executive officers is available in the Company’s registration statement on Form S-1/A, which was filed with the SEC on April
21, 2026. To the extent holdings of the Company’s securities by their respective directors or executive officers have changed
since the amounts set forth in the Registration Statement on Form S-1/A, such changes have been or will be reflected on Initial
Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC. Additional information
concerning the interests of the Company’s participants in the solicitation, which may, in some cases, be different than those
of the Company’s shareholders generally, will be set forth in the Company’s proxy statement relating to the proposed
approval by shareholders, when it becomes available.
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.
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SILVER BOW MINING CORP. |
| |
|
|
|
| Date: September 8, 2026 |
By: |
/s/ C. Travis Naugle |
|
| |
C. Travis Naugle
Chief Executive Officer
|