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):
October 27, 2015
Newmont Mining 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.)
6363 South Fiddlers Green Circle
Greenwood Village, Colorado 80111
(Address of principal executive offices) (zip code)
(303) 863-7414
(Registrants 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. | Election of Directors. |
On October 27, 2015, the Board of Directors (the Board) of Newmont Mining Corporation (the Company) voted to increase the size of the Board from 8 to 10 members and appointed Gregory Boyce and Julio Quintana to serve on the Board as independent directors. In addition, Mr. Boyce was appointed to serve on the Safety and Sustainability Committee and Mr. Quintana was appointed to serve on the Audit Committee.
There are no special arrangements or understandings between these new directors and any other persons pursuant to which either new director was selected for election. There have been no transactions with related persons in which either Mr. Boyce or Mr. Quintana had a direct or indirect interest required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with their election to the Board, each of Messrs. Boyce and Quintana will be granted a director stock award having a fair market value of $150,000 under the Companys 2013 Stock Incentive Plan and will receive compensation as non-employee directors in accordance with the Companys director compensation policies described in its 2015 Proxy Statement, dated March 5, 2015.
Mr. Boyce, age 61, has served as Executive Chairman of Peabody Energy Corporation from October 2007 to present. Mr. Boyce joined Peabody in 2003 as Chief Operating Officer, and served as Chief Executive Officer from 2006-2015. Prior to his service with Peabody, Mr. Boyce served in various executive roles with Rio Tinto Group from 1989 to 2003.
Mr. Quintana, age 56, served as President and Chief Executive Officer of Tesco Corporation from September 2005 to December 2014 and as a Director from September 2004 to May 2015. Prior to that he served as Tescos Executive Vice President and Chief Operating Officer from 2004 to 2005. Prior to his service with Tesco, Mr. Quintana served in various executive roles for Schlumberger Technology Corporation from 1999 to 2004.
For additional information regarding these new directors, please see the news release attached as Exhibit 99.1.
Item 9.01. | Financial Statements and Exhibits. |
Exhibit |
Description | |
99.1 | News Release dated October 28, 2015 |
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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.
By: | /s/ Logan Hennessey | |
Name: | Logan Hennessey | |
Title: | Vice President, Associate General Counsel and Corporate Secretary |
Dated: October 28, 2015
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EXHIBIT INDEX
Exhibit Number |
Description of Exhibit | |
99.1 | News Release dated October 28, 2015 |
4
Exhibit 99.1
Newmont Announces Two New Board Members
DENVER, October 28, 2015 Newmont Mining Corporation (NYSE: NEM) (Newmont or the Company) announced the election of Greg Boyce and Julio Quintana to its Board of Directors.
Greg Boyce brings extensive operations and global mining experience to Newmonts Board. He is currently Executive Chairman of Peabody Energy, where he served as Chief Executive Officer from 2006 to 2015 and as Chief Operating Officer from 2003 to 2006. Mr. Boyces other leadership roles included Chief Executive Officer, Energy for Rio Tinto; President and Chief Executive Officer of Kennecott Energy Company; and President of Kennecott Minerals Company. Mr. Boyce holds a Bachelor of Science degree in mining engineering from the University of Arizona and an Advanced Management Program degree from Harvard Universitys Graduate School of Business. He is Chairman of the Coal Industry Advisory Board of the International Energy Agency and former Chairman of the National Mining Association. Mr. Boyce serves on the Board of Directors of the US-China Business Council, and is a member of The Business Council, Business Roundtable and the National Coal Council. He is also a member of the Marathon Oil Corporation and Monsanto Company Boards.
Julio Quintanas extensive operations and exploration experience includes several senior executive roles with multinational drilling and exploration companies. He served as President and Chief Executive Officer of Tesco Corporation an oilfields drilling, technology and services company from 2005 to 2014, and was Tescos Chief Operating Officer from 2004 to 2005. Mr. Quintanas other leadership roles include Vice President of Integrated Project Management, Vice President of Exploitation, and Vice President of Marketing for Schlumberger Technology Corporation. He began his career at Unocal Corporation, a global petroleum exploration company, where he spent nearly 20 years working in engineering and leadership roles. Mr. Quintana holds a Bachelor of Science degree in mechanical engineering from the University of Southern California, Los Angeles. He currently serves on the Board of SM Energy and is a former member of the Tesco Board.
We are honored to welcome Greg and Julio to our Board as valued advisors and acknowledged extractive industry leaders. Their experience will build on the deep and diverse expertise of our current Board of Directors, and I look forward to working with them to deliver our strategy to lead the gold sector in value creation, said Gary Goldberg, President and Chief Executive Officer.
About Newmont
Newmont is a leading gold and copper producer. The Company employs approximately 27,000 employees and contractors, with the majority working at managed operations in the United States, Australia, Ghana, Peru, Indonesia and Suriname. Newmont is the only gold producer listed in the S&P 500 index and in 2007 became the first named to the Dow Jones Sustainability World Index. The Company is an industry leader in value creation, supported by its leading technical, environmental, social and safety performance. Newmont was founded in 1921 and has been publicly traded since 1925.
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NEW BOARD DIRECTORS | 1 | NEWS RELEASE |
Media Contact | ||||
Omar Jabara | 303.837.5114 | omar.jabara@newmont.com | ||
Investor Contact | ||||
Meredith Bandy | 303-837-5143 | meredith.bandy@newmont.com |
NEW BOARD DIRECTORS | 2 | NEWS RELEASE |
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