Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 30, 2020, the Compensation Committee of the Board of Directors (the "Board") of Comstock Mining Inc. (the "Company") authorized a grant of 135,000 shares of restricted stock to each non-employee director of the Company under the Comstock Mining Inc. 2020 Equity Incentive Plan (the "Plan"). The shares of restricted stock will vest over a three period, with one-third of the shares granted each vesting on January 1, 2022, January 1, 2023 and January 1, 2024, respectively. Each director entered into a restricted stock award agreement in the form attached hereto as Exhibit 10.1, which is incorporated herein by reference.

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