Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On April 21, 2023, the board of directors of Silver Bull Resources, Inc.
("Silver Bull" or the "Company") accepted the resignation of Darren Klinck as
the President of the Company, and re-appointed the Company's current Chief
Executive Officer, Timothy Barry in the additional office of President of the
Company.
Mr. Barry, 47, was appointed as Vice President - Exploration of Silver Bull in
August 2010. Since March 2011, he has served as the Chief Executive Officer and
a director of Silver Bull, and also served as President of Silver Bull from
March 2011 until October 1, 2021. In addition, Mr. Barry has served as the Chief
Executive Officer and a director of Arras Minerals Corp. ("Arras") since
February 5, 2021, and also served as President of Arras from February 5, 2021 to
October 1, 2021. He is also currently a director of Torrent Gold Inc. (CSE:
TGLD). Between 2006 and August 2010, Mr. Barry spent five years working as Chief
Geologist in West and Central Africa for Dome Ventures Corporation ("Dome").
During this time, he managed all aspects of Dome's exploration programs and
oversaw corporate compliance for Dome's various subsidiaries. Mr. Barry also
served on Dome's board of directors. In 2005, he worked as a project geologist
in Mongolia for Entree Gold, a company that has a significant stake in the Oyu
Tolgoi mine in Mongolia. Between 1998 and 2005, Mr. Barry worked as an
exploration geologist for Ross River Minerals Inc. on its El Pulpo copper/gold
project in Sinaloa, Mexico, for Canabrava Diamonds Corporation on its
exploration programs in the James Bay lowlands in Ontario, Canada, and for
Homestake Mining Company on its Plutonic Gold Mine in Western Australia. He has
also worked as a mapping geologist for the Geological Survey of Canada in the
Coast Mountains, and as a research assistant at the University of British
Columbia, where he examined the potential of CO2 sequestration in Canada using
ultramafic rocks. Mr. Barry received a Bachelor of Science degree from the
University of Otago in Dundein, New Zealand and is a Chartered Professional
Geologist (CPAusIMM). There are no family relationships between Mr. Barry and
any director or executive officer of the Company.
There are no transactions between Mr. Barry and the Company that require
disclosure pursuant to Item 404 of Regulation S-K, except for his spouse's
subscription for 319,000 units of the Company (the "Units") at a price of
US$0.47 per Unit in connection with the second tranche of a private placement of
the Company completed on November 9, 2020. Each Unit consisted of one share of
Silver Bull common stock and one-half of one common stock purchase warrant (each
whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire
for US$0.59 in total one share of Silver Bull common stock and one common share
of Arras, in each case until November 9, 2025.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 20, 2023, the Company held its annual meeting of shareholders (the
"Annual Meeting"). At the Annual Meeting, three proposals were submitted to the
shareholders for approval as set forth in the Company's definitive proxy
statement filed with the Securities and Exchange Commission on February 28,
2023. As of the record date, February 23, 2023, a total of 35,055,652 shares of
Silver Bull common stock were outstanding and entitled to vote. In total,
12,669,434 shares of Silver Bull common stock were present in person or
represented by proxy at the Annual Meeting, which represented approximately
36.14% of the shares outstanding and entitled to vote as of the record date.
At the Annual Meeting, shareholders approved each of the three proposals that
were submitted, (i) electing the slate of four persons to the Company's Board of
Directors, (ii) ratifying and approving Smythe LLP, Chartered Professional
Accountants, as the Company's independent registered public accounting firm, and
(iii) approving, on a non-binding advisory basis, the compensation of the
Company's named executive officers. In connection with each of the election of
directors and the non-binding advisory vote on executive compensation, there
were a total of 4,228,474 broker non-votes. The votes on the proposals were cast
as set forth below:
1. Proposal No. 1 - Election of Directors. The shareholders elected the
entire slate of directors presented to the shareholders. As a result, the
Company's Board of Directors consists of the four persons elected at the Annual
Meeting.
Name For Withheld
Brian D. Edgar 8,309,550 131,410
Timothy T. Barry 8,319,507 121,453
David T. Underwood 8,328,566 112,394
William F. Matlack 8,338,181 102,779
2. Proposal No. 2 - Ratification and approval of the appointment of
Smythe LLP, Chartered Professional Accountants, as the Company's independent
registered public accounting firm for the fiscal year ending October 31, 2023.
For Against Abstain
12,597,725 62,217 9,492
3. Proposal No. 3 - Approval, on a non-binding advisory basis, of the
compensation of the Company's named executive officers.
For Against Abstain
7,931,514 352,052 157,394
Item 7.01 Regulation FD Disclosure.
On April 24, 2023, the Company issued a press release regarding the Annual
Meeting. A copy of the press release is furnished as Exhibit 99.1 hereto and is
incorporated herein by reference.
The information set forth in this Item 7.01, including the information set forth
in Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 News release, dated as of April 24, 2023
104 Cover Page Interactive Data File (formatted as Inline XBRL and
contained in Exhibit 101).
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