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):

April 24, 2024

Newmont Corporation

(Exact name of Registrant as Specified in Its Charter) 

Delaware

(State or Other Jurisdiction of Incorporation)

001-31240

(Commission File Number)

84-1611629

(I.R.S. Employer Identification No.)

6900 E. Layton Avenue, Denver, CO 80237

(Address of principal executive offices) (zip code)

(303) 863-7414

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock, par value $1.60 per share	NEM	New York Stock Exchange

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. ¨

ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On April 24, 2024, Newmont Corporation, a Delaware Corporation (the “Company”) held its 2024 Annual Meeting of Stockholders. The following matters were voted upon at the Annual Meeting: (1) the election of Directors; (2) the approval of the advisory resolution on executive compensation; and (3) ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2024.

All matters voted on at the Annual Meeting were approved. Abstentions are counted in tabulations of the votes cast on proposals presented to stockholders (except with respect to the Election of Directors, where abstentions are excluded). The voting results were as follows:

Proposal #1 – Election of Directors

Directors	Votes For		% of votes cast		Withheld Votes		% of votes cast		Abstentions		Broker Non-Votes		Uncast
Philip Aiken AM		819,773,143		99.47		4,361,046		0.53		3,423,458		68,176,637		2,670
Gregory H. Boyce		807,204,207		98.57		11,673,105		1.43		8,520,529		68,176,637		162,476
Bruce R. Brook		781,363,968		98.34		13,176,014		1.66		32,584,057		68,176,637		436,278
Maura J. Clark		810,839,351		99.42		4,745,273		0.58		11,969,106		68,176,637		6,587
Emma FitzGerald		820,943,969		99.62		3,125,705		0.38		3,486,726		68,176,637		3,917
Sally-Anne Layman		784,398,639		98.86		9,055,768		1.14		34,099,335		68,176,637		6,575
José Manuel Madero		820,949,713		99.62		3,131,575		0.38		3,471,304		68,176,637		7,725
René Médori		811,669,131		99.59		3,344,829		0.41		12,539,782		68,176,637		6,575
Jane Nelson		797,825,369		98.66		10,855,631		1.34		14,407,326		68,176,637		4,471,991
Thomas R. Palmer		813,908,046		98.78		10,092,149		1.22		3,552,318		68,176,637		7,804
Julio M. Quintana		766,878,974		97.49		19,738,461		2.51		40,938,965		68,176,637		3,917
Susan N. Story		820,973,071		99.62		3,110,405		0.38		3,472,912		68,176,637		3,929

Proposal #2 – Approval of the Advisory Resolution on Executive Compensation

		% of Votes Cast on the Proposal
Votes For	766,391,300		92.61
Votes Against	57,277,425		6.92
Abstentions	3,891,592		0.47
Broker Non-Votes	68,176,637
Total Votes Cast	827,560,317
Uncast	0

2 

Proposal #3 - Ratification of Independent Registered Public Accounting Firm

		% of Votes Cast at the Annual Meeting
Votes For	885,024,141		98.80
Votes Against	6,774,509		0.76
Abstentions	3,937,267		0.44
Broker Non-Votes	0
Uncast	37

3 

SIGNATURE

Pursuant to the requirements of the Securities and 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.

NEWMONT CORPORATION
By:	/s/ Logan Hennessey
	Logan Hennessey
	Vice President, Deputy General Counsel and
	Corporate Secretary

Dated: April 26, 2024

4