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: March 1, 2021
FORTITUDE GOLD CORPORATION
(Name of registrant as specified in its charter)
Colorado 333-249533 85-2602691
State of Commission File IRS Employer
Incorporation Number Identification No.
2886 Carriage Manor Point
Colorado Springs, CO 80906
Address of principal executive offices
719-717-9825
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR 240.14a-12(b))
[ ] 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))
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 [x]
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 13a of the
Exchange Act. [x]
Securities registered pursuant to Section 12(b) of the Act:
--------------------------------------------------------------------------------
Title of each Trading Name of each exchange on which
class Symbol(s) registered
--------------------------------------------------------------------------------
None N/A N/A
--------------------------------------------------------------------------------
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Appointment of Officers
On March 1, 2021 the Company appointed the following persons as officers of
the Company:
Name Position
------ --------
Greg Patterson Vice President of Corporate
Development and Investor
Relations
Barry Devlin Vice President of Exploration
John Labate Chief Financial Officer
Greg Patterson, age 51, was the Vice President of Corporate Development for
Gold Resource Corporation ("GORO") between October 2013 and February 2021. In
this capacity, he managed investor relations for GORO and participated in
overall corporate strategy. Prior to joining GORO, Mr. Patterson spent fifteen
years in marketing and territory sales management for two manufacturers of
precision laboratory instruments. Mr. Patterson holds a Bachelor's degree in
Environmental Biology (1991) from the University of Colorado and is the
brother-in-law of Jason Reid, a Director of the Company and the Comapny's Chief
Executive Officer.
Barry Devlin, age 62, was the Vice President of Exploration for GORO
between November 2012 and February 2021. From May 2007 through December 2012, he
was Vice President, Exploration with Endeavor Silver Corp. (NYSE: EXK, TSX:
EDR), a silver mining company with operations in Mexico. Mr. Devlin has more
than 30 years of professional experience in managerial phases of exploration and
mine geology. He has participated in the discovery, acquisition and development
of numerous mineral deposits in North and South America. Prior to his tenure at
Endeavor Silver Corp., he served in various capacities with Hecla Mining Company
(NYSE: HL) from May 1990 to April 2007, including as its Generative Exploration
Manager, Exploration Manager--Guyana Shield, and Senior Geologist. Prior to
joining Hecla Mining Company, Mr. Devlin worked as a project geologist for
various U.S. and Canadian entities. Mr. Devlin is a member of the Association of
Professional Engineers and Geoscientists of British Columbia, Fellow of the
Geological Association of Canada, and member of the Society of Economic
Geologists. He received his Bachelor of Science Degree in Geology (with honors)
in 1981 and Masters of Science Degree in Geology in 1987, both from the
University of British Columbia, Vancouver, British Columbia.
John Labate, age 71, was the Chief Financial Officer for GORO between May
2015 and August 2020. Between August 2020 and March 1, 2021 Mr. Labate was
retired. Prior to May 2015, he served as a consultant in accounting and finance
matters in the mining industry (between 2012 and 2014) and to GORO between
January 2014 and September 2015. From August 2008 to February 2012, he served as
Senior Vice President and Chief Financial Officer of Golden Star Resources Ltd.,
a gold mining company with securities listed on the NYSE American and TSX.
Between March 2004 and August 2008 Mr. Labate was Vice President and Chief
Financial Officer for Constellation Copper Corporation, a copper mining company
with securities formerly traded on the TSX. Mr. Labate currently serves as a
director for Solitario Zinc Corp. (NYSE American: XPL / TSX: SLR). Mr. Labate
has over 30 years' experience in the mining industry and held senior financial
management positions in mining and technology companies, including chief
financial officer positions at Crown Resources Corporation and Applied Optical
Technologies. Mr. Labate received a bachelor's degree in Accounting from San
Diego State University.
Employment Agreements
On March 1, 2021 the Company entered into employment agreements with the
persons shown below. Each employment agreement is for a one year period and
expires on March 1, 2022.
Name Annual Salary
------ -------------
Jason Reid $500,000
Greg Patterson $220,000
Barry Devlin $346,500
John Labate $260,000
The foregoing descriptions of the Employment Agreements are qualified in
their entirety by reference to the full text of the Employment Agreements
attached as exhibits to this report.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description
10.5 Employment Agreement with Jason Reid.
10.6 Employment Agreement with Greg Patterson.
10.7 Employment Agreement with Barry Devlin.
10.8 Employment Agreement with John Labate.
SIGNATURES
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.
Date: March 4, 2021 FORTITUDE GOLD CORPORATION
By: /s/ Jason D. Reid
--------------------------------------
Jason D. Reid, Chief Executive Officer