Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): October 16, 2024

HECLA MINING COMPANY
(Exact name of registrant as specified in its charter)

Delaware	1-8491	77-0664171
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

6500 North Mineral Drive, Suite 200

Coeur d'Alene, Idaho 83815-9408

(Address of principal executive offices) (Zip Code)

(208) 769-4100

Registrant's telephone number, including area code

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:

☐ 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(s)	Name of each exchange on which registered
Common Stock, par value $0.25 per share	HL	New York Stock Exchange
Series B Cumulative Convertible Preferred Stock, par value $0.25 per share	HL-PB	New York Stock Exchange

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 October 16, 2024, the Company announced the Board of Directors (“Board”) of Hecla Mining Company (the “Company”) had increased the size of the Board, and appointed Jill Satre as a Class III director (standing for election in 2025), to fill the resulting vacancy, effective October 16, 2024. Ms. Satre was also appointed to serve on the Audit Committee. She will be eligible to receive standard director and committee fees, and to receive grants under the Company’s Stock Plan for Nonemployee Directors, all as described under the caption “Compensation of Non-Management Directors” in the Company’s proxy statement from its 2024 Annual Meeting of Shareholders, which was filed with the Securities and Exchange Commission on April 4, 2024. The news release is attached hereto as Exhibit 99.1 to this Form 8-K.

There are no arrangements or understandings between Ms. Satre and any other person pursuant to which she was appointed to the Board, and there are no relationships between Ms. Satre and the Company that would require disclosure under Item 404(a) of Regulation S-K of the Exchange Securities Exchange Act of 1934, as amended.

Ms. Satre has been the Vice President Corporate Compliance & Internal Audit at TC Energy Corporation (a North American energy infrastructure company that operates pipelines, power generation facilities, and energy storage operations) since 2023. Prior to that, she was a Senior Manager – Partner at PricewaterhouseCoopers (“PwC”) in Calgary, Alberta, Canada, where she was the Chief Audit Executive for three organizations, from 2011 to 2023.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description

99.1		News Release, dated October 16, 2024.*

104		Cover Page Interactive Data File (formatted as inline XBRL).

		* Furnished herewith

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.

	HECLA MINING COMPANY


	By:	/s/ David C. Sienko
		David C. Sienko
		Sr. Vice President and General Counsel

Dated: October 16, 2024

Exhibit 99.1

NEWS RELEASE

HECLA APPOINTS DIRECTOR

FOR IMMEDIATE RELEASE

October 16, 2024

COEUR D'ALENE, IDAHO -- Hecla Mining Company (NYSE:HL) is pleased to announce the appointment of Jill Satre to its Board of Directors, effective October 16, 2024. Ms. Satre is currently the Vice President of Internal Audit & Corporate Compliance at TC Energy, a major North American energy company, where she provides strategic direction and oversight for compliance, risk management, and internal controls over financial reporting.

“We are thrilled to welcome Jill Satre to our Board of Directors. Her extensive expertise in the mining and energy sectors and her leadership in corporate governance, risk management, and compliance make her an invaluable addition to Hecla. Jill’s deep understanding of financial controls, audit processes, and enterprise risk management will greatly contribute to Hecla’s growth strategy as we continue to strengthen our leadership in the industry,” said Cassie Boggs, Interim CEO of Hecla Mining Company.

Before TC Energy, Ms. Satre spent over two decades at PwC and brings a breadth of extensive experience across resource extraction industries, including mining and energy. She holds a Chartered Professional Accountant (CPA) designation in Alberta and a Bachelor of Business Administration from the University of Regina.

Her relevant industry experience, coupled with her leadership in corporate governance will add significant value to Hecla’s Board as the company continues its growth.

ABOUT HECLA

Founded in 1891, Hecla Mining Company (NYSE:HL) is the largest silver producer in the United States. In addition to operating mines in Alaska, Idaho, and Quebec, the Company is developing a mine in the Yukon, Canada, and owns a number of exploration and pre-development projects in world-class silver and gold mining districts throughout North America.

For further information, please contact:

Anvita Mishra Patil

Vice President – Investor Relations and Treasurer

Cheryl Turner

Communications Coordinator

800-HECLA91 (800-432-5291)

Email: hmc-info@hecla.com

Website: www.hecla.com

Hecla Mining Company ● 1-800-432-5291 ● hmc-info@hecla.com

Document And Entity Information	Oct. 16, 2024
Document Information [Line Items]
Entity, Registrant Name	HECLA MINING COMPANY
Document, Type	8-K
Document, Period End Date	Oct. 16, 2024
Entity, Incorporation, State or Country Code	DE
Entity, File Number	1-8491
Entity, Tax Identification Number	77-0664171
Entity, Address, Address Line One	6500 North Mineral Drive, Suite 200
Entity, Address, City or Town	Coeur d'Alene
Entity, Address, State or Province	ID
Entity, Address, Postal Zip Code	83815-9408
City Area Code	208
Local Phone Number	769-4100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000719413
CommonStockParValue025PerShare Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.25 per share
Trading Symbol	HL
Security Exchange Name	NYSE
SeriesBCumulativeConvertiblePreferredStockParValue025PerShare Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Series B Cumulative Convertible Preferred Stock, par value $0.25 per share
Trading Symbol	HL-PB
Security Exchange Name	NYSE