18 unchanged sentences
Other Information
−Removed: On February 21, 2024, the Company entered into an amendment (the “February 2024 Amendment”) to the RCF.
−Removed: The February 2024 Amendment, among other things, (1) extends the term of the RCF by approximately 2 years so that it now matures in February 2027, (2) increases the RCF by $ 10 million from $ 390 million to $ 400 million, (3) adds Fédération Des Caisses Desjardins Du Québec and National Bank of Canada as lenders on the RCF, (4) permits the Company to obtain one or more increases of the RCF in an aggregate amount of up to $ 100.0 million in incremental loans and commitments, subject to certain conditions, including obtaining commitments from relevant lenders to provide such increase, (5) allows for unencumbered domestic cash to be included in the calculation of the consolidated net leverage ratio, and (6) allows up to $ 15 million of non-capitalized underground mine development costs related to Silvertip to be excluded from the calculation of Consolidated EBITDA for purposes of the RCF.
+Added: During the year ended December 31, 2024, no director or Section 16 officer adopted, modified or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (as defined in Item 408(a) of Regulation S-K).
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance
Pursuant to General Instruction G(3) of Form 10-K, the information called for by this Item regarding directors is hereby incorporated by reference from the Company’s definitive proxy statement for the 2025 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 “Proposal No.
−Removed: Election of Directors”, “Information about Executive Officers”, “Corporate Governance Guidelines and Code of Business Conduct and Ethics” and “Audit Committee Report”.
+Added: Election of Directors”, “Information about our Executive Officers”, “Corporate Governance Guidelines and Code of Business Conduct and Ethics” and “Audit Committee Report”.
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 2024 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,” “2023 Summary Compensation Table,” “2023 Grants of Plan-Based Awards,” “Outstanding Equity Awards at 2023 Year End,” “2023 Option Exercises and Stock Vested,” “Pension Benefits and Nonqualified Deferred Compensation,” “Director Compensation” and “Compensation and Leadership Development 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 2025 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,” “2024 Summary Compensation Table,” “2024 Grants of Plan-Based Awards,” “Outstanding Equity Awards at 2024 Year End,” “2024 Stock Vested,” “Nonqualified Deferred Compensation,” “Director Compensation” and “Compensation and Leadership Development Committee Report”.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
13 unchanged sentences
Total 29,130 $ 7.75 4,072,230
−Removed: (1) Amounts include 3,159,910 performance shares that cliff vest three years after the date of grant if certain market and performance criteria are met, provided the recipient remains an employee of the Company and subject to approval of the Compensation Committee of the Board of Directors.
+Added: (1) Amounts include 4,641,512 performance shares that cliff vest three years after the date of grant if certain market and performance criteria are met, provided the recipient remains an employee of the Company and subject to approval of the Compensation and Leadership Development Committee of the Board of Directors.
Certain Relationships and Related Transactions, and Director Independence
4 unchanged sentences
(Incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on September 19, 2022 (File No.
+Added: 2.2 Arrangement Agreement, dated as of October 3, 2024 by and among Coeur Mining, Inc., SilverCrest Metals Inc., 1504648 B.C.Unlimited Liability Company, Coeur Rochester, Inc.
+Added: and Compañía Minera La Llamarada, S.A.
+Added: (Incorporated by reference to Exhibit 2.1 to the Regist r ant's Current Report on Form 8-K filed on October 4, 2024 (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.
2 unchanged sentences
333-204142)).
−Removed: 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.
−Removed: 3.5 Certificate of Amendment to Certificate of Incorporation of Coeur Mining, Inc., effective as of May 10, 2022.
−Removed: (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 11, 2022 (File No.
+Added: 3.4 Amended and Restated Bylaws effective September 23, 2024 (incorporated herein by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K filed on September 27, 2024 (File No.
+Added: 3.5 Certificate of Amendment to Certificate of Incorporation of Coeur Mining, Inc., effective as of May 10, 2022 (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 11, 2022 (File No.
+Added: 3.6 Certificate of Amendment to Certificate of Incorporation of Coeur Mining, Inc., effective as of February 13, 2025 (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on February 14, 2025 (File No.
4.1 Description of Coeur Mining, Inc.
2 unchanged sentences
(Incorporated herein by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K12B filed on May 16, 2013 (File No.
−Removed: 4.3 Indenture, dated May 31, 2017, among Coeur Mining, Inc., as issuer, certain subsidiaries of Coeur Mining, Inc., as guarantors thereto, and The Bank of New York Mellon, as trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on May 31, 2017 (File No.
4.3 Indenture, dated March 1, 2021, among Coeur Mining, Inc., as issuer, certain subsidiaries of Coeur Mining, Inc., as guarantors thereto, and The Bank of New York Mellon, as trustee.
2 unchanged sentences
(Incorporated by reference to Exhibit 10(pp) to the Registrant’s Annual Report on Form 10-K filed on March 29, 1995 (File No.
+Added: 001-08641)).**
10.02 Amended Mining Lease, effective as of August 5, 2005, between Hyak Mining Company, Inc.
3 unchanged sentences
10.04 Amended and Restated Executive Severance Policy of the Registrant (Incorporated by reference to Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K filed on February 7, 2018 (File No.
+Added: 001-08641)).**
10.05 Offer letter dated February 15, 2013 from the Registrant to Casey M.
(Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on May 7, 2014 (File No.
+Added: 001-08641)).**
10.06 Amended and Restated Employment Agreement dated February 5, 2018 between the Registrant and Mitchell J.
Krebs (Incorporated by reference to Exhibit 10.9 to the Registrant’s Annual Report on Form 10-K filed on February 7, 2018 (File No.
+Added: 001-08641)).**
10.07 Coeur Mining, Inc.
2015 Long-Term Incentive Plan (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 13, 2015 (File No.
+Added: 001-08641)).**
10.08 Annual Incentive Plan Summary of the Registrant (Incorporated herein by reference to Exhibit 10.30 to the Registrant’s Annual Report on Form 10-K filed on February 9, 2017 (File No.
+Added: 001-08641)).**
10.09 Officer Severance Policy of the Registrant (Incorporated herein by reference to Exhibit 10.31 to the Registrant’s Annual Report on Form 10-K filed on February 9, 2017 (File No.
+Added: 001-08641)).**
10.10 Nonqualified Deferred Compensation Plan of the Registrant (Incorporated herein by reference to Exhibit 10.32 to the Registrant’s Annual Report on Form 10-K filed on February 9, 2017 (File No.
+Added: 001-08641)).**
10.11 Credit Agreement, dated September 29, 2017, 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 (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on October 2, 2017 (File No.
24 unchanged sentences
Whelan (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 13, 2018 (File No.
+Added: 001-08641)).**
10.21 Second Amendment to Credit Agreement, dated April 30, 2019, 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 (Incorporated herein by reference to Exhibit 10.2 to the Registrant’s Quarterly Report filed on Form 10-Q on May 1, 2019 (File No.
2 unchanged sentences
2018 Long-Term Incentive Plan (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: 001-08641)).**
10.24 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.
+Added: 001-08641)).**
10.25 First Incremental Facility Amendment, dated December 14, 2020, by and among Coeur Mining, Inc., certain subsidiaries of Coeur Mining, Inc., as guarantors, certain of the lenders party thereto and Bank of America, N.A., as administrative agent (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 16, 2020 (File.
−Removed: 10.26 Clawback and Forfeiture Policy Effective September 26, 2023 (filed herewith ) (File.
+Added: 10.26 Clawback and Forfeiture Policy Effective September 26, 2023 (File.
001-08641)).**
1 unchanged sentence
(Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 1, 2021 (File No.
−Removed: 10.28 Share Exchange Agreement, dated May 10, 2021, between Coeur Mining, Inc.
−Removed: and Orion Co-VI Ltd.
−Removed: (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 10, 2021 (File No.
−Removed: 10.29 Support Agreement, dated May 10, 2021, between Coeur Mining, Inc.
−Removed: and Orion Co-VI Ltd.
−Removed: (Incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on May 10, 2021 (File No.
10.30 Amended and Restated Coeur Mining, Inc.
5 unchanged sentences
10.32 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.
−Removed: 10.33 Eighth Amendment to Credit Agreement, August 9, 2023, 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 (Incorporated herein by reference to Exhibit 10.
−Removed: 1 to the Registrant’s Quarterly Report on Form 10- Q filed on August 9, 2 023 (File No.
−Removed: 10.34 Ninth Amendment to Credit Agreement, February 21, 2024, 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 (Filed herewith).
+Added: 10.33 Eighth Amendment to Credit Agreement, August 9, 2023, 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 (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on August 9, 2023 (File No.
+Added: 10.34 Ninth Amendment to Credit Agreement, February 21, 2024, 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 (File No.
19 Coeur Mining, Inc.
Insider Trading Policy ( Filed herewith ).
−Removed: 21 List of subsidiaries of the Registrant.
−Removed: (Filed herewith).
+Added: 21 List of subsidiaries of the Registrant (Filed herewith).
23.1 Consent of Grant Thornton LLP, Independent Registered Public Accounting Firm (Filed herewith).
4 unchanged sentences
95.1 Mine Safety Disclosure (Filed herewith).
+Added: 96.1 Technical Report Summary for the Palmarejo Mine (Incorporated herein by reference to exhibit 96.1 to the Registrant’s Current Report on Form 8-K filed on February 16, 2022 (File.
+Added: 96.2 Technical Report Summary for the Rochester Mine (Incorporated herein by reference to exhibit 96.2 to the Registrant’s Current Report on Form 8-K filed on February 16, 2022 (File.
+Added: 96.3 Technical Report Summary for the Kensington Mine (Incorporated herein by reference to exhibit 96.3 to the Registrant’s Current Report on Form 8-K filed on February 16, 2022 (File.
+Added: 96.4 Technical Report Summary for the Wharf Mine (Incorporated herein by reference to exhibit 96.4 to the Registrant’s Current Report on Form 8-K filed on February 16, 2022 (File.
+Added: 96.5 Technical Report Summary for the Las Chispas Mine (Incorporated herein by reference to exhibit 96.1 to the Registrant’s Current Report on Form 8-K filed on February 19, 2025 (File.
101.INS XBRL Instance Document*
13 unchanged sentences
/s/ Mitchell J.
−Removed: (Director, President, and Chief Executive Officer)
+Added: (Chairman, President, and Chief Executive Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
1 unchanged sentence
Krebs ______________________
−Removed: Director, President, and Chief Executive Officer
+Added: Chairman, President, and Chief Executive Officer
(Principal Executive Officer) February 19, 2025
9 unchanged sentences
Director February 19, 2025
−Removed: /s/ Sebastian Edwards _____________________
−Removed: Sebastian Edwards
+Added: Eric Fier ___________________________
Director February 19, 2025
−Removed: /s/ Randolph E.Gress ______________________
+Added: /s/ Randolph E.
+Added: Gress _____________________
Director February 19, 2025
1 unchanged sentence
Director February 19, 2025
−Removed: /s/ Rob Krcmarov _________________________
−Removed: Director February 21, 2024
/s/ Eduardo Luna _________________________
7 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.