What changed in this filing

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Item 1. Business

2026-02-18 compared with 2025-02-19 · 47 added, 44 removed, 122 unchanged (43% of the section changed)

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We produce and sell precious metals from the following operating segments:

• The Palmarejo gold-silver complex, located in the State of Chihuahua in northern Mexico, which has been in operation since 2009.

• The Las Chispas underground silver-gold mine, located in the State of Sonora in northern Mexico, which began operations in 2022 and was acquired by Coeur in early 2025.

• The Palmarejo silver-gold complex, located in the State of Chihuahua in northern Mexico, which has been in operation since 2009.

• The Rochester open pit heap leach silver-gold mine, located in northwestern Nevada, which has been in operation since 1986 and completed a significant expansion in 2024.

• The Kensington underground gold mine, located north of Juneau, Alaska, which began operations in 2010.

• The Wharf open pit heap leach gold mine, located near Lead, South Dakota, which was acquired by Coeur in 2015.

• The newly acquired Las Chispas underground silver-gold mine, located in the State of Sonora in northern Mexico, which began operations in 2022.

• The Wharf open pit heap leach gold mine, located near Lead, South Dakota, which began operations in 1982.

In addition, the Company operates the Silvertip underground silver-zinc-lead exploration project, located in northern British Columbia, Canada, which was acquired by Coeur in 2017.

On November 2, 2025, the Company entered into a definitive agreement (the “Arrangement Agreement”) whereby, a wholly-owned subsidiary of Coeur (“Canadian Sub”) would acquire all of the issued and outstanding shares of New Gold Inc.

(“New Gold”) pursuant to a court-approved plan of arrangement (the “New Gold Transaction”).

Under the terms of the Arrangement Agreement, New Gold shareholders were to receive 0.4959 Coeur common shares for each New Gold common share (the “Exchange Ratio”).

The New Gold Transaction is anticipated to close in the first half of 2026, subject to relevant regulatory approvals and routine closing conditions.

Coeur’s presence in Canada is expected to grow with the addition of two Canadian operations, the New Afton gold-copper mine and the Rainy River gold-silver mine, as a result of the acquisition.

Metals Prices and Hedging Activities

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The Company has in the past, and may in the future, enter into derivative contracts to protect the selling price for certain anticipated gold and silver production and to manage risks associated with foreign currencies.

For additional information, see “Item 1A – Risk Factors”, “Item 7A.

Quantitative and Qualitative Disclosures About Market Risk” and “Note 13 – Derivative Financial Instruments in the notes to the Consolidated Financial Statements”.

For additional information, see “Item 1A – Risk Factors”, “Item 7A – Quantitative and Qualitative Disclosures About Market Risk” and “Note 14 – Derivative Financial Instruments in the notes to the Consolidated Financial Statements”.

Metal Processing, Marketing and Sales

We produce gold and silver doré, as well as gold concentrate.

The doré produced at the Palmarejo complex, Rochester mine, and newly acquired Las Chispas mine, as well as the electrolytic cathodic sludge produced by the Wharf mine, is refined by a geographically diverse group of third-party refiners into gold and silver bullion according to benchmark standards set by the London Bullion Market Association, which regulates the acceptable requirements for bullion traded in the London precious metals markets.

The doré produced at the Las Chispas mine, Palmarejo complex, and Rochester mine, as well as the electrolytic cathodic sludge produced by the Wharf mine, is refined by a geographically diverse group of third-party refiners into gold and silver bullion according to benchmark standards set by the London Bullion Market Association, which regulates the acceptable requirements for bullion traded in the London precious metals markets.

We then sell gold and silver bullion to multi-national banks, bullion trading houses, and refiners across the globe.

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We purchase materials and supplies from third parties to conduct our business, including electricity, fuel, chemical reagents, explosives, steel and concrete.

Prices for these commodities are volatile and can fluctuate due to conditions that are difficult to predict, including inflation, currency fluctuations, global competition for resources, consumer or industrial demand

and other factors .

For most of these commodities, we have existing alternate sources of supply, or alternate sources of supply are readily available.

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The costs to comply with these regulatory requirements are substantial and possible future legislation and regulations could cause additional expense, capital expenditures, restrictions and delays in the development and continued operation of our properties, the extent of which cannot be predicted.

Expenditures for environmental compliance in 2025 are expected to range from $12.3 million to $13.3 million.

Expenditures for environmental compliance in 2026 are expected to range from $18.1 million to $28.1 million, which includes New Gold assets.

We have reviewed and considered current federal legislation relating to climate change and do not believe the legislation to have a material effect on our operations.

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We have received all permits required to operate and carry out the current scope of activities at the Palmarejo complex, Las Chispas, Rochester, Kensington and Wharf mines, and the Silvertip exploration property.

We are in the process of amending existing permits at our Palmarejo complex, including a significant operating permit that is set to expire in October 2025, to support future planned activities.

However, we are in the process of amending an operating permit at Las Chispas that is set to expire in November 2026, which is expected to support future planned activities.

If we pursue an expansion at Silvertip, it will require new or amended permits.

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We aim to be an employer of choice by promoting safety first and proactively developing our people, while fostering a healthy and inclusive culture.

At December 31, 2024, we had approximately 2,116 employees (1,176 in the U.S., 71 in Canada and 869 in Mexico) and over 700 people were working as contractors in support of Coeur’s operations.

The newly acquired Las Chispas mine has 314 employees and approximately 775 people working as contractors.

At December 31, 2025, we had approximately 2,620 employees (1,289 in the U.S., 1,235 in Mexico and 96 in Canada) and over

2,093 (1,602 in Mexico, 433 in the U.S.

and 58 in Canada) people were working as contractors in support of Coeur’s operations.

Culture Assessment

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The results of the assessment confirmed our belief that we have an ethical, safe, engaged, and proud workforce and also highlighted areas for improvement that are now being addressed.

We intend to conduct another culture assessment in 2025.

We seek to recruit and retain employees at all levels who embody our purpose statement, We Pursue a Higher Standard , through safe and ethical conduct.

Our strong culture of teamwork and our reputation as a responsible company and an engaged community member motivates new employee referrals.

We have also created a series of partnership programs in local communities to provide internships, scholarships, and apprenticeships to build a pipeline of potential employees in the next

We have maintained an average employee age of 40 years old since 2018 by focusing on building our bench strength and increasing our under 40 population to 33% of our workforce.

Our Chairman, President & CEO, Mitchell Krebs, was the first precious metals mining CEO to sign the CEO ACTION for Diversity & Inclusion pledge.

This pledge highlights Coeur’s continuing commitment to fostering an inclusive workforce, evidenced by programs such as Coeur Heroes , which provided over 80 career opportunities to current and former U.S.

Our strong culture of teamwork and our reputation as a responsible company and an engaged community member motivate new employee referrals.

We have also created a series of partnership programs in local communities to provide internships, scholarships, and apprenticeships to build a pipeline of potential employees in the next generation.

Coeur’s continuing commitment to fostering an inclusive workforce is evidenced by programs such as Coeur Heroes , which provided over 110 career opportunities to current and former U.S.

military personnel last year.

Four of our Board members have indicated that they are diverse, and 12% of our employees are female, up from 10% in 2020.

While we continue to work to increase our overall female population, over 60% of our female employees are supervisor or higher-level positions.

In the U.S., approximately 23% of our workforce is non-white, up from 18% in 2020.

Partnerships with organizations like the National Society of Black Engineers (NSBE) and Women in Mining (WiM) at their U.S.

university chapters are providing further avenues for recruiting.

In order to emphasize the importance of inclusion in the workplace, we provided training to our hourly workforce at every operation on topics such as bullying and bystander intervention, as well as education on overall mental wellness to support each employee feeling respected and included at work.

We partner with a variety of industry groups to reinforce pipeline development and recruiting efforts at key universities.

In order to emphasize the importance of inclusion in the workplace, we provided our hourly workforce at every operation with training on topics such as bullying and bystander intervention, as well as education on overall mental wellness to support each employee feeling respected and included at work.

Employee Development

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We believe this feedback is important to maintaining a strong culture by effectively assessing leadership performance and development, increasing accountability, facilitating succession planning and identifying areas for improvement and change.

We provide opportunities for employees to participate in IMPACT training, an intensive one-year training program we created for front-line supervisors throughout our organizational structure to focus on leadership development and mining as a business.

We provide opportunities for employees to participate in IMPACT training, an intensive 18-month training program we created for front-line supervisors throughout our organization to focus on leadership development and mining as a business.

Through IMPACT training, we have invested over 26,250 cumulative hours of leadership training and personal development in almost 270 employees.

In 2022, after many employees had graduated from IMPACT training over the last 4 years, we introduced our first Advanced IMPACT training for employees at manager and director levels in the organization.

In 2022, after many employees had graduated from IMPACT training over the last four years, we introduced our first Advanced IMPACT training for employees at manager and director levels in the organization.

Succession Planning

We conduct robust succession planning throughout the organization annually, by employing specific talent diagnostics and skills development.

High potential talent within the organization is identified, and development plans are created starting from our front-line supervisors to our Chief Operating Officer.

High potential talent within the organization is identified, and development plans are created starting from our front-line supervisors and up to our Chief Executive Officer.

Our Board oversees the recruitment, development, and retention of our senior executives.

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During 2025, we provided over 40 apprenticeships and internships and worked with organizations such as By the Hand Club in Chicago to educate youth in our communities about career opportunities in mining.

Providing career opportunities to local community members and participating in community initiatives creates a closer connection between our operations and local stakeholders and communities.

Providing career opportunities to local community members and participating in community initiatives help create a closer connection between our operations and local stakeholders and communities.

Rewards & Wellness

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This resource leverages technology and clinical best practices to assist our employees and their families gain fast access to highly effective quality care when needed most.

We also implemented a Total Worker Health program in 2023, that integrates protection from work-related safety and health hazards with promotion of injury and illness-prevention efforts to advance worker well-being both physically and mentally.

We also implemented a Total Worker Health program in 2023, which integrates protection from work-related safety and health hazards with promotion of injury and illness-prevention efforts to advance worker well-being both physically and mentally.

In 2025, our Rochester mine opened our first medical clinic in nearby Lovelock, Nevada, which will offer healthcare services to all Coeur Rochester employees and dependents.

This investment in our employees and their families underscores Coeur’s commitment to leaving a positive legacy in the communities we serve and prioritizing the health and wellbeing of our employees and their families.

RESPONSIBILITY

At Coeur, we strive for best-in-class environmental performance while meeting the needs of today and respecting the needs of future generations.

As a precious metals producer, we have the unique opportunity to supply the raw materials that play a key role in numerous economic priorities, including clean energy and technology.

As a precious metals producer, we have the unique opportunity to supply the raw materials that are essential to economic growth and priorities, including in clean energy and technology sectors.

We work to protect our environment through an approach of responsible production and a focus on best practices.

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Comprehensive environmental management plans, in conjunction with topic-specific plans, such as waste management and water resource protection, at each site provide guidance on how to implement our environmental initiatives and meet or exceed regulatory standards.

We recognize changes in stakeholder expectations related to various environmental, social and governance issues, including risks and opportunities related to climate change and greenhouse gas (“GHG”) emissions, biodiversity, water stewardship and tailings management.

We recognize changes in stakeholder expectations related to various environmental, social and governance issues, including risks and opportunities related to water stewardship, tailings management, biodiversity, and climate change and greenhouse gas (“GHG”) emissions.

To that end, We Pursue a Higher Standard through our governance and associated management systems and programs for material topics.

For example, we:

• further increased the amount of renewable energy in our purchased electricity through formal agreements with energy providers;

• actively manage GHG emissions and achieved our 35% net intensity reduction target by the end of 2024 compared to base-year;

• enhanced our climate disclosures in-line with recommendations set by the Task Force on Climate-related Financial Disclosures (“TCFD”);

• informed by the knowledge and systems developed as part of our first climate scenario analysis, we continue to incorporate climate-related risks and opportunities into our enterprise risk management and long-term business planning and strategy;

• developed and are implementing a Biodiversity Management Standard;

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• formalized a Tailings Management Policy and committed to adopting the Global Industry Standard on Tailings Management (“GISTM”);

• developed and are implementing a Biodiversity Management Standard;

• further increased the amount of cost-effective renewable energy in our purchased electricity through formal agreements with energy providers, reducing costs and GHG emissions;

• actively managed GHG emissions and achieved our 35% net intensity reduction target by the end of 2024 compared to base-year;

• enhanced our climate disclosures in-line with recommendations set by the Task Force on Climate-related Financial Disclosures (“TCFD”);

AVAILABLE INFORMATION

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These filings are also available at http://www.sec.gov.

Copies of our Corporate Governance Guidelines, charters of the key committees of the Board (Audit, Compensation and Leadership Development, Executive, Finance and Technical, Nominating and Corporate Governance, and Environmental, Health, Safety, and Corporate Responsibility Committees) and our Code of Business Conduct and Ethics, applicable to the Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer, among others, are also available on our website.

Copies of our Corporate Governance Guidelines, charters of the key committees of the Board (Audit, Compensation and Leadership Development, Executive, Nominating and Corporate Governance, and Environmental, Health, Safety, and Corporate Responsibility Committees) and our Code of Business Conduct and Ethics, applicable to the Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer, among others, are also available on our website.

Information contained on our website is not a part of this Report.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This Report contains numerous forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) relating to our mining business, including anticipated mineral reserve and resource estimates, exploration efforts and expenditures, development and expansion initiatives at Kensington and Silvertip, expectations about timing of deliveries against the Kensington, Rochester and Wharf prepayments, permitting, estimated production, costs, capital expenditures, expenses, recoveries, metals prices, integration of acquisitions, sufficiency of assets, ability to discharge liabilities, liquidity management, financing needs, environmental compliance expenditures, environmental, social and governance (“ESG”) and human capital management initiatives, risk management strategies, including hedging, capital resources and use, cash flow maximization, mine life and other strategic initiatives.

This Report contains numerous forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) relating to our mining business, including anticipated mineral reserve and resource estimates, exploration efforts and expenditures, development and expansion initiatives, the pending acquisition of New Gold Inc., permitting, estimated production, costs, capital expenditures, expenses, recoveries, metals prices, integration of acquisitions, sufficiency of assets, ability to discharge liabilities, liquidity management, financing needs, environmental compliance expenditures, sustainability and human capital management initiatives, risk management strategies, including hedging, capital resources and use, cash flow maximization, mine life and other strategic initiatives.

Such forward-looking statements are identified by the use of words such as “believes,” “intends,” “expects,” “hopes,” “may,” “should,” “plan,” “projected,” “contemplates,” “anticipates” or similar words and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements.

Factors that could cause actual results to differ materially from those projected in the forward-looking statements include:

(i) the risk factors set forth below under Item 1A and in Management’s Discussion and Analysis of Financial Condition and Results of Operations under Item 7;

(i) the risk factors set forth below under “Item 1A – Risk Factors” and in Management’s Discussion and Analysis of Financial Condition and Results of Operations under Item 7;

(ii) the risk that anticipated production, cost, expenditure and expense levels at Las Chispas, Palmarejo, Rochester, Wharf and Kensington are not attained;

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(ix) the uncertainties inherent in the estimation of gold, silver, zinc and lead mineral reserves and resources;

(x) impacts from Coeur’s future acquisition of new mining properties or businesses;

(x) impacts from Coeur’s future acquisition of new mining properties or businesses, including the pending acquisition of New Gold, Inc.;

(xi) the loss of access or insolvency of any third-party refiner or smelter to whom Coeur markets its production;

(xii) inflationary pressures;

(xii) inflationary pressures and impacts from tariffs and other trade barriers;

(xiii) continued access to financing sources;

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(xvi) the risks inherent in the ownership or operation of or investment in mining properties or businesses in foreign countries;

and (xvii) our ability to raise additional financing necessary to conduct our business, make payments or refinance our debt.

(xvii) our ability to raise additional financing necessary to conduct our business, make payments or refinance our debt;

and (xviii) the risk that the pending acquisition of New Gold Inc.

may not occur on the timeline expected or at all.

Readers are cautioned not to put undue reliance on forward-looking statements.

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The estimation of measured resources and indicated resources involves greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves, and therefore, investors are cautioned not to assume that all or any part of measured or indicated resources will ever be converted into S-K 1300-compliant reserves.

The estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources, and therefore it cannot be assumed that all or any part of inferred resources will ever be upgraded to a higher category.

The estimation of inferred resources involves

far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources, and therefore it cannot be assumed that all or any part of inferred resources will ever be upgraded to a higher category.

Therefore, investors are cautioned not to assume that all or any part of inferred resources exist, or that they can be mined economically.

Technical Report Summaries and Qualified Persons

The scientific and technical information concerning our mineral projects in this Form 10-K have been reviewed and approved by “qualified persons” under S-K 1300, including our Senior Director, Technical Services, Christopher Pascoe.

description of the key assumptions, parameters and methods used to estimate mineral reserves and mineral resources included in this Form 10-K, as well as data verification procedures and a general discussion of the extent to which the estimates may be affected by any known environmental, permitting, legal, title, taxation, sociopolitical, marketing or other relevant factors, please review the Technical Report Summaries for each of the Company’s material properties which are included as exhibits to, and incorporated by reference into, this Report.

For a description of the key assumptions, parameters and methods used to estimate mineral reserves and mineral resources included in this Form 10-K, as well as data verification procedures and a general discussion of the extent to which the estimates may be affected by any known environmental, permitting, legal, title, taxation, sociopolitical, marketing or other relevant factors, please review the Technical Report Summaries for each of the Company’s material properties which are included as exhibits to, and incorporated by reference into, this Report.

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.

What changed 10-K

Item 1. Business