| PROSPECTUS SUPPLEMENT NO. 5 | Filed Pursuant to Rule 424(b)(3) |
| To Prospectus dated September 20, 2013 | Registration No. 333-191003 |
PROSPECTUS
25,994,922 Shares of Common Stock
This Prospectus Supplement supplements the Prospectus dated September 20, 2013 (the “Prospectus”), relating to the offer and sale by the selling security holders identified in the Prospectus of up to 25,994,922 shares of common stock of Ireland Inc. (the “Company”).
This Prospectus Supplement includes the Company’s Form 8-K filed with the Securities and Exchange Commission on January 23, 2014.
The information contained in the report included in this Prospectus Supplement is dated as of the date of the Form 8-K. This Prospectus Supplement should be read in conjunction with the Prospectus dated September 20, 2013. This Prospectus Supplement is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement updates and supersedes the information contained in the Prospectus dated September 20, 2013.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this Prospectus. Any representation to the contrary is a criminal offense.
This Prospectus Supplement No. 5 is Dated January 23, 2014
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
January 17, 2014
Date of Report (Date of earliest event reported)
IRELAND INC.
(Exact name of registrant as specified in its charter)
| NEVADA | 000-50033 | 91-2147049 |
| (State or other jurisdiction of | (Commission File | (IRS Employer Identification No.) |
| incorporation) | Number) |
| 2360 West Horizon Ridge Parkway, Suite 100 | |
| Henderson, NV | 89052 |
| (Address of principal executive offices) | (Zip Code) |
(702) 932-0353
Registrant's telephone number, including area code
NOT APPLICABLE
(Former name or former address, if changed since last report)
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))
| ITEM 5.02 | DEPARTUREOF DIRECTORS OR CERTAIN OFFICERS; ELECTION OFDIRECTORS;APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORYARRANGEMENTS OF CERTAIN OFFICERS. |
2014 Executive Officer Compensation
On January 17, 2014, the board of directors (the “Board”) of Ireland Inc. (the “Company”) fixed the annual cash compensation for the Company’s executive officers as follows:
| Name | Position | Annual Salary |
| Douglas D.G. Birnie | Chief Executive Officer, President and Secretary | $250,000 |
| Robert D. McDougal | Chief Financial Officer and Treasurer | $90,000 |
| David Z. Strickler | Vice President of Finance and Administration | $175,000 |
The Board also granted non-qualified stock purchase options to those executive officers for the purchase of up to 1,300,000 shares of the Company’s common stock under the Company’s 2007 Stock Incentive Plan at a price of $0.28 per share, vesting and expiring as follows:
| Douglas D.G. | Robert D. | David Z. | ||||||||||
| Birnie | McDougal | Strickler | ||||||||||
| Chief Executive | Chief Financial | VP Finance and | Vesting Date | Expiration Date | ||||||||
| Officer, President | Officer and | Administration | ||||||||||
| and Secretary | Treasurer | |||||||||||
| 75,000 | 37,500 | 50,000 | March 31, 2014 | March 31, 2019 | ||||||||
| 75,000 | 37,500 | 50,000 | June 30, 2014 | June 30, 2019 | ||||||||
| 75,000 | 37,500 | 50,000 | September 30, 2014 | September 30, 2019 | ||||||||
| 75,000 | 37,500 | 50,000 | December 31, 2014 | December 31, 2019 | ||||||||
| 150,000 | 75,000 | 100,000 | The date that the Corporation successfully completes 10 successful pilot plant metal extraction tests of 5 tons of head material each, which date shall be reasonably determined by the Board. |
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| The date that is the 5th year anniversary of the particular vesting date. | ||||||
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| 150,000 | 75,000 | 100,000 | The first date after the date of these resolutions that the closing price for the Corporation’s common stock (as quoted by the principal market or exchange on which such shares trade) exceeds $1.00 per share for 20 consecutive trading days. |
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| The date that is the 5th year anniversary of the particular vesting date. | ||||||
| 600,000 | 300,000 | 400,000 | Total |
Each of the options granted to the executive officers will automatically vest and become exercisable upon the occurrence of a change in control of the Company.
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| ITEM 8.01 | OTHER EVENTS. |
Grant of Options to Independent Directors
Effective January 17, 2014 (the "Grant Date"), Ireland Inc. (the "Company") granted to its independent directors non-qualified stock options to purchase an aggregate of 600,000 shares of the Company’s common stock under the Company’s 2007 Stock Incentive Plan at an exercise price of $0.28 per share. The options vest, and expire, as follows:
| Number of Options to Vest | |||
| Mark H. Brennan | Steven A. Klein | Vesting Date | Expiration Date |
| Independent Director | Independent Director | ||
| 75,000 | 75,000 | March 31, 2014 | March 31, 2019 |
| 75,000 | 75,000 | June 30, 2014 | June 30, 2019 |
| 75,000 | 75,000 | September 30, 2014 | September 30, 2019 |
| 75,000 | 75,000 | December 31, 2014 | December 31, 2019 |
| 300,000 | 300,000 | Total | |
Each of the options granted to the independent directors will automatically vest and become exercisable upon the occurrence of a change in control of the Company.
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.
| IRELAND INC. | ||||
| Date: | January 23, 2014 | |||
| By: | /s/ Robert D. McDougal | |||
| Name: | Robert D. McDougal | |||
| Title: | Chief Financial Officer | |||
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