18 unchanged sentences
Other Information
−Removed: In accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and the Company’s insider trading policy:
−Removed: (i) Mitchell J.
−Removed: Krebs, the Company’s President and Chief Executive Office, entered into an amended selling plan on November 5, 2021, and (ii) a family trust associated with John Robinson, a member of the Board of Directors of the Company, entered into a selling plan on November 11, 2021.
−Removed: Krebs’s selling plan, between December 2021 and September 2022, Mr.
−Removed: Krebs will sell up to a total of 200,000 shares of the Company’s common stock so long as the market price of the common stock is higher than the minimum threshold price specified in the plan.
−Removed: Robinson’s family trust selling plan, between December 2021 and December 2022, the trust will sell up to a total of 90,000 shares of the Company’s common stock so long as the market price of the common stock is higher than the minimum threshold prices specified in the plan.
+Added: In accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and the Company’s insider trading policy, Casey M.
+Added: Nault, the Company’s Senior Vice President and Chief ESG Officer, entered into an amended selling plan on November 11, 2022.
+Added: Nault’s selling plan, between December 2022 and November 2024, Mr.
+Added: Nault will sell up to a total of 100,000 shares of the Company’s common stock so long as the market price of the common stock is higher than the minimum threshold price specified in the plan.
Rule 10b5-1 permits an insider to implement a written prearranged trading plan entered into at a time when the insider is not aware of any material nonpublic information about the Company and allows the insider to trade on a one-time or regularly scheduled basis regardless of any material nonpublic information about the Company thereafter received by the insider.
3 unchanged sentences
Executive Compensation
−Removed: Pursuant to General Instruction G(3) of Form 10-K, the information called for by this item is hereby incorporated by reference from the Company’s definitive proxy statement for the 2022 Annual Meeting of Stockholders filed pursuant to Regulation 14A, or an amendment hereto, to be filed not later than 120 days after the end of the fiscal year covered by this report under the captions “Compensation Discussion and Analysis,” “2021 Summary Compensation Table,” “2021 Grants of Plan-Based Awards,” “Outstanding Equity Awards at 2021 Year End,” “2021 Option Exercises and Stock Vested,” “Pension Benefits and Nonqualified Deferred Compensation,” “Director Compensation” and “Compensation Committee Report.”
+Added: Pursuant to General Instruction G(3) of Form 10-K, the information called for by this item is hereby incorporated by reference from the Company’s definitive proxy statement for the 2023 Annual Meeting of Stockholders filed pursuant to Regulation 14A, or an amendment hereto, to be filed not later than 120 days after the end of the fiscal year covered by this report under the captions “Compensation Discussion and Analysis,” “2022 Summary Compensation Table,” “2022 Grants of Plan-Based Awards,” “Outstanding Equity Awards at 2022 Year End,” “2022 Option Exercises and Stock Vested,” “Pension Benefits and Nonqualified Deferred Compensation,” “Director Compensation” and “Compensation and Leadership Development Committee Report.”
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
18 unchanged sentences
Pursuant to General Instruction G(3) of Form 10-K, the information called for by this item is hereby incorporated by reference from the Company’s definitive proxy statement for the 2023 Annual Meeting of Stockholders filed pursuant to Regulation 14A, or an amendment hereto, to be filed not later than 120 days after the end of the fiscal year covered by this report under the captions “Audit and Non-Audit Fees” and “Audit Committee Policies and Procedures for Pre-Approval of Independent Auditor Services.” The Company’s independent registered public accounting firm is Grant Thornton, LLP, Chicago, Illinois, PCAOB ID Number:
+Added: 2.1 Stock Purchase Agreement, dated September 18, 2022, by and among Coeur Mining, Inc., a Delaware corporation, AngloGold Ashanti (U.S.A.) Holdings Inc., a Delaware corporation, AngloGold Ashanti USA Incorporated, a Delaware corporation, Sterling Intermediate Holdco, Inc., a Delaware corporation and Coeur Sterling, Inc., a Nevada corporation.
+Added: (Incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on September 19, 2022 (File No.
3.1 Delaware Certificate of Conversion of the Registrant, effective as of May 16, 2013 (Incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K12B filed on May 16, 2013 (File No.
3 unchanged sentences
3.4 Amended and Restated Bylaws effective March 8, 2019 (incorporated herein by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K filed on March 11, 2019 (File No.
+Added: 3.5 Certificate of Amendment to Certificate of Incorporation of Coeur Mining, Inc., effective as of May 10, 2022.
+Added: (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 11, 2022 (File No.
4.1 Description of Coeur Mining, Inc.
−Removed: securities registered under Section 12 of the Exchange Act (Incorporated herein by reference to Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K filed on February 19, 2020 (File No.
+Added: securities registered under Section 12 of the Exchange Act (Filed herewith).
4.2 Form of Common Stock Share Certificate of the Registrant.
61 unchanged sentences
001-08641)).*
−Removed: 10.25 ATM Equity Offering Sales Agreement, dated as of April 23, 2020, by and among Coeur Mining, Inc., BofA Securities, Inc.
−Removed: and RBC Capital Markets, LLC (Incorporated herein by reference to Exhibit 1.1 to the Registrant’s Current Report on Form 8-K filed on April 23, 2020 (File No.
10.25 Offer Letter dated April 28, 2020 from the Company to Michael Routledge (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on October 28, 2020 (File No.
15 unchanged sentences
001-08641)).**
−Removed: 10.33 Separation and Release of Claims Agreement dated September 7, 2021, between Coeur Mining, Inc.
−Removed: and Terrence F.
−Removed: Smith (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on September 10, 2021 (File No.
+Added: 10.32 Sixth Amendment to Credit Agreement, dated May 2, 2022, by and among Coeur Mining, Inc., certain subsidiaries of Coeur Mining, Inc., as guarantors, the lenders party thereto and Bank of America, N.A., as administrative agent.
+Added: (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 3, 2022 (File No.
+Added: 10.33 Professional Services Agreement dated April 1, 2022, between Coeur Mining, Inc.
+Added: and Rasmussen Exploration, Inc.
+Added: (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on April 1, 2022 (File No.
001-08641)).**
+Added: 10.34 Separation and Release of Claims Agreement dated March 31, 2022, between Coeur Mining, Inc.
+Added: and Hans Rasmussen.* (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 1, 2022 (File No.
+Added: 001-08641)).**
+Added: 10.35 Seventh Amendment to Credit Agreement, dated November 9, 2022, by and among Coeur Mining, Inc., certain subsidiaries of Coeur Mining, Inc., as guarantors, the lenders party thereto and Bank of America, N.A., as administrative agent.
+Added: 001-08641)) .
21 List of subsidiaries of the Registrant.
45 unchanged sentences
Director February 22, 2023
+Added: Director February 22, 2023
/s/ Eduardo Luna _______________________
12 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.