uamy_8k
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 (Date of earliest event reported): January 13, 2021
UNITED STATES ANTIMONY CORPORATION
(Exact
Name of Registrant as Specified in Charter)
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Montana
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001-08675
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81-0305822
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(State
or Other Jurisdictionof Incorporation)
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(CommissionFile
Number)
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(IRS
EmployerIdentification No.)
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47 Cox Gulch, P.O. Box 643
Thompson Falls, Montana
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59873
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 406-827-3523
None
(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))
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 ☐
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 13(a) of the Exchange Act. ☐
Securities
registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on
which registered
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Common
Stock, $0.01 par value
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UAMY
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NYSE
American
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Item 3.03 Material Modification to Rights of Security
Holders.
As
noted in the Current Report on Form 8-K filed by United States
Antimony Corporation (the “Company”) with the U.S.
Securities and Exchange Commission on January 6, 2021, on December
31, 2020, at the Company’s 2020 Annual Meeting of
Stockholders, the stockholders of the Company adopted the Second
Amended and Restated Articles of Incorporation of the Company (the
“Second Restated Articles”). The Second Restated
Articles, among other things, increases the number of authorized
shares of the common stock, par value $0.01 per share, of the
Company, from 90,000,000 to 150,000,000.
On
January 13, 2021, the Company filed the Second Restated Articles
with the Secretary of State of the State of Montana. The foregoing
description of the Second Restated Articles is qualified in its
entirety by the full text of the Second Restated Articles, which is
filed as Exhibit 3.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
January 13, 2021, Craig W. Thomas, a member of the Board of
Directors of the Company and a member of the Audit Committee,
Compensation Committee, and Corporate Governance and Nominating
Committee, resigned from the Board of Directors for personal
reasons. Mr. Thomas did not advise the Company of any disagreement
with the Company on any matter relating to its operations, policies
or practices. Mr. Thomas’ resignation is effective
immediately. The Board of Directors intends to consider
recommendations from the Corporate Governance and Nominating
Committee to fill the vacancy created by the resignation of Mr.
Thomas.
Item 9.01. Financial Statements and Exhibits
(d)
Exhibits
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Exhibit No.
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Description
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Second
Amended and Restated Articles of Incorporation
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SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
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UNITED
STATES ANTIMONY CORPORATION
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Date: January
15, 2021
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By:
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/s/
John C.
Gustavsen
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Name:
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John C.
Gustavsen
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Title:
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Interim Chief
Executive Officer
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