Item 5. Other Information
ITEM 5. OTHER INFORMATION
During the three months ended June 30, 2025, no director or officer of the Company adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.
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On Augus t 1, 2025, Royal Gold borrowed $825 million under its revolving credit facility to fund a portion of the Advance relating to the Kansanshi precious metals purchase agreement. See “Recent Developments – Kansanshi Gold Stream Acquisition.” On August 5, 2025, Royal Gold and certain of its subsidiaries entered into an incremental joinder to the revolving credit facility, pursuant to which Royal Gold exercised the full $400 million accordion feature under the revolving credit facility, bringing the aggregate commitments under the revolving credit facility to $1.4 billion. The foregoing description of the incremental joinder does not purport to be complete and is qualified in its entirety by reference to the full text of the incremental joinder, a copy of which is filed as Exhibit 10.5 to this report. Following exercise of the accordion feature and the Augu st 1, 2 025 borrowings, $575 million remains available under the revolving credit facility.
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ITEM 6. EXHIBITS
Exhibit No. Exhibit Description Form File No. Exhibit Filing Date
2.1 Arrangement Agreement, dated July 6, 2025, among Royal Gold, Inc., International Royalty Corporation, and Sandstorm Gold Ltd.
8-K 001-13357 2.1 7/10/2025
2.2 Arrangement Agreement, dated July 6, 2025, among Royal Gold, Inc., International Royalty Corporation, and Horizon Copper Corp.
8-K 001-13357 2.2 7/10/2025
10.1 Amended and Restated Employment Contract, dated April 16, 2025, between RGLD Gold AG and Daniel Breeze .
8-K 001-13357 10.1 4/18/2025
10.2 Royal Gold, Inc. 2025 Incentive Plan .
8-K 001-13357 10.1 5/27/2025
10.3 Sixth Amendment to Revolving Facility Credit Agreement, dated as of June 26, 2025 .
8-K 001-13357 10.1 7/1/2025
10.4* Revolving Facility Credit Agreement (conformed through Sixth Amendment).
10.5* Incremental Joinder to Revolving Credit Agreement, dated August 5, 2025.
31.1* Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2* Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1** Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2** Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101* The following financial statements from Royal Gold, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL: (a) Consolidated Statements of Cash Flows, (b) Consolidated Statements of Operations, (c) Consolidated Statements of Comprehensive Income, (d) Consolidated Balance Sheets, and (e) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
_______________________________________________
* Filed herewith.
** Furnished herewith.
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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.
ROYAL GOLD, INC.
Date: August 7, 2025
By: / s/ William Heissenbuttel
William Heissenbuttel
President and Chief Executive Officer
(Principal Executive Officer)
Date: August 7, 2025
By: /s/ Paul Libner
Paul Libner
Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.