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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): April 1, 2026
INTERNATIONAL
TOWER HILL MINES LTD.
(Exact
Name of Registrant as Specified in Charter)
| British
Columbia, Canada |
|
001-33638 |
|
98-0668474 |
| (State
or Other Jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
| 1570-200 Burrard Street | |
|
| Vancouver,
British Columbia, Canada | |
V6C 3L6 |
| (Address
of Principal Executive Offices) | |
(Zip
Code) |
Registrant’s
telephone number, including area code: (604) 683-6332
(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: |
|
Name
of each exchange on which
registered: |
| Common
Shares, no par value |
|
THM |
|
NYSE American |
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 April 1, 2026, the board of directors (the “Board”)
of International Tower Hill Mines Ltd. (the “Company”) appointed Andrew Cole as a member of the Board, effective April 1,
2026, to serve until the Company's 2026 annual general meeting of shareholders or until he otherwise ceases to be a director.
Mr. Cole has not been appointed to any committees of the Board at this
time. There are no relationships between Mr. Cole and the Company that would require disclosure pursuant to Item 404(a) of Regulation
S-K. Mr. Cole will receive compensation for his service as director of the Company in accordance with the information presented in the
section of the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 16,
2025, titled “Director Compensation.”.
Item 7.01 Regulation FD Disclosure.
On April 2, 2026, the Company issued a press release regarding the
appointment of Mr. Cole. A copy of the press release is furnished with this report as Exhibit 99.1.
The information furnished under this Item 7.01, including the press
release, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall
it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth
by reference to such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press Release of the Company, dated April 2, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| |
International Tower Hill Mines Ltd. |
| |
(Registrant) |
| |
|
|
| Dated: April 7, 2026 |
By: |
/s/ Karl Hanneman |
| |
Name: |
Karl Hanneman |
| |
Title: |
President and Chief Executive Officer |
Exhibit 99.1
|
 |
Suite 1570 - 200 Burrard Sreet
Vancouver, BC
Canada V6C 3L6 |
Tel: 604.683.6332
Fax: 604.408.7499
www.ithmines.com
|
International Tower Hill Mines Announces the
Appointment of Andrew Cole to the ITH Board of Directors
Vancouver, British Columbia, April 2, 2026
– International Tower Hill Mines Ltd. (the “Company”) - (TSX: ITH) (NYSE American: THM) today announced the appointment
of Mr. Andrew (“Andy”) Cole to the ITH Board of Directors effective April 1, 2026.
Mr. Cole brings over 35 years of experience
in the metals and mining industry to the Board, including substantial expertise in the processing of refractory ore. Mr. Cole previously
served as General Manager of the Donlin Gold Project in Alaska, where he secured the Project's major permits, including its Final
Record of Decision. He had earlier served as General Manager at Barrick Gold’s Goldstrike Mine and then subsequent to Donlin, served
as Executive Director of Barrick Gold's United States Operations. Mr. Cole holds a Bachelor of Science Degree in Material Sciences
and Engineering from the University of Arizona and received his MBA from the University of Nevada. He is a member of the
Society of Mining Engineers ("SME") and in 2019 was honored as the SME's Miner of the Year. Since 2024, Mr. Cole has also
served on the Perpetua Resources Board of Directors.
ITH Board Chair Marcelo Kim said “We are
pleased to welcome Mr. Cole to the ITH Board at a pivotal time for the Company. As we advance Livengood through feasibility, permitting
and early development following our recent financing, Andy’s technical expertise and operating experience will be instrumental
in guiding the project forward.”
About International Tower Hill Mines Ltd.
International Tower Hill Mines Ltd. has a 100%
interest in its Livengood Gold Project located along the paved Elliott Highway, 70 miles north of Fairbanks, Alaska.
On behalf of
International Tower Hill Mines Ltd.
(signed) Karl L. Hanneman
Chief Executive Officer
| Contact Information: |
Richard Solie, Jr., Manager - Investor Relations |
| |
E-mail: rsolie@ithmines.com |
| |
Direct line: 907-328-2825 |
Toll-Free: 1-855-428-2825 |
This news release is not, and is not to be
construed in any way as, an offer to buy or sell securities in the United States.