Applied Minerals (AMNL) 8-K Entry into a Material Definitive Agreement

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):   December 6, 2022

Commission File Number 000-31380

APPLIED MINERALS, INC.
(Exact name of registrant as specified in its charter)
Delaware	82-0096527
(State or other jurisdiction of  incorporation or organization)	(I.R.S. Employer Identification No.)
1200 Silver City Road, PO Box 432, Eureka , UT	84628
(Address of principal executive offices)	(Zip Code)

	( 212 ) 226-4256
	(Issuer’s Telephone Number, Including Area Code)
(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 (

see

General Instruction A.2. below):

¨ 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 1.01 Entry into a Material Definitive Agreement

As previously reported in a Form 8-K filed on May 6, 2022, the Company issued 78,000 shares of Series B Preferred Stock for cash proceeds totaling $75,000, net for $3,000 in legal fees. Each share of the Series B Preferred Stock has a stated value of $1.00 per share (“Stated Value”) and carries an annual dividend rate of 12%, which shall be cumulative and payable solely upon redemption, liquidation or conversion.

On December 6, 2022, 28,000 shares of Series B Preferred Stock plus accrued interest were converted by the holder into 12,366,667 shares of common stock of the Company. To date a total of 78,000 shares of the Series B Preferred Stock have been converted by the Holder.

SIGNATURES

In accordance with 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.

		APPLIED MINERALS, INC.
Dated:	December 8, 2022	/s/ CHRISTOPHER T. CARNEY
		By:  Christopher T. Carney President and Chief Executive Officer