0001104659-19-071727.txt : 20191211 0001104659-19-071727.hdr.sgml : 20191211 20191211114536 ACCESSION NUMBER: 0001104659-19-071727 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191205 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20191211 DATE AS OF CHANGE: 20191211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: General Moly, Inc CENTRAL INDEX KEY: 0001275229 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 910232000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32986 FILM NUMBER: 191279321 BUSINESS ADDRESS: STREET 1: 1726 COLE BOULEVARD STREET 2: SUITE 115 CITY: LAKEWOOD STATE: CO ZIP: 80401 BUSINESS PHONE: (303) 928-8599 MAIL ADDRESS: STREET 1: 1726 COLE BOULEVARD STREET 2: SUITE 115 CITY: LAKEWOOD STATE: CO ZIP: 80401 FORMER COMPANY: FORMER CONFORMED NAME: IDAHO GENERAL MINES INC DATE OF NAME CHANGE: 20040526 FORMER COMPANY: FORMER CONFORMED NAME: IDAHO GENERAL MINES INC DATE OF NAME CHANGE: 20040105 8-K 1 a19-24958_28k.htm 8-K

 

 

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 Earliest Event Reported:  December 5, 2019

 

General Moly, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32986

 

91-0232000

(State or other jurisdiction
of incorporation)

 

(Commission
file number)

 

(IRS employer
identification no.)

 

1726 Cole Blvd., Suite 115
Lakewood, CO 80401
(Address of principal executive offices, including zip code)

 

(303) 928-8599
(Registrant’s telephone number, including area code)

 

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 210.14d-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(s)

 

Name of each exchange on which
registered

Common Stock, par value $0.001 per share

 

GMO

 

NYSE American and Toronto 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 5.02                   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

End of December 2018 Salary Reductions

 

On December 5, 2019, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of General Moly, Inc. (the “Company”) approved a change in the base salaries of Bruce D. Hansen, the Company’s Chief Executive Officer, Robert I. Pennington, the Company’s Chief Operating Officer and R. Scott Roswell, the Company’s Chief Legal Officer.  The change reduces by 50% the prior reductions to base salaries for Messrs. Hansen, Pennington and Roswell from the November 2018 salary reduction program that have been in effect since December 1, 2018.  The remaining portion of the previous temporary salary reductions to Messrs. Hansen and Pennington announced effective January 16, 2016, by the Board remain in effect.

 

The changes are conditional upon the closing of the Securities Purchase Agreement with a subsidiary of Amer International Group Co., Ltd. (which closed on December 9, 2019) and the completion of the Company’s current exchange offer for its Convertible Senior Promissory Notes due 2019 and Senior Promissory Notes due 2019 (which is scheduled to expire on December 26, 2019).  Once the conditions are satisfied and the increases become effective, the base salaries for Messrs. Hansen, Pennington and Roswell will be as set forth below:

 

Name

 

Percentage Reduction

 

New Base Salary

 

Bruce D. Hansen

 

20

%

$

330,000

 

Robert I. Pennington

 

10

%

$

213,840

 

R. Scott Roswell

 

2.5

%

$

248,944

 

 

The previous Employment Agreement Amendments from the 2018 Salary Reduction program provide that the reduced base salary shall not be used for purposes of calculating any severance payments due to any executive under his employment agreement.  Instead, the executive’s severance payment, if any, would be determined by reference to his base salary as in effect prior to all temporary reductions.

 

The base salary for Amanda Corrion, the Company’s Controller and Principal Accounting Officer, was not subject to the temporary salary reductions and remains $155,000.

 

Approval of New Retention Grants

 

On December 5, 2019, the Compensation Committee approved restricted stock unit (“RSU”) grants in the amounts listed below for Messrs. Hansen, Pennington and Roswell and Ms. Corrion, provided that such officers remain with the Company through the earliest to occur of a financing plan for the Mt. Hope Project approved by the Board, a strategic financing alternative; or June 30, 2020 (the “Vesting Date”):

 

2


 

Name

 

RSUs

 

Bruce D. Hansen

 

550,000

 

Robert I. Pennington

 

450,000

 

R. Scott Roswell

 

400,000

 

Amanda Corrion

 

240,000

 

 

The grants are conditional upon the closing of the Securities Purchase Agreement with a subsidiary of Amer International Group Co., Ltd. (which closed on December 9, 2019) and the completion of the Company’s current exchange offer for its Convertible Senior Promissory Notes due 2019 and Senior Promissory Notes due 2019 (which is scheduled to expire on December 26, 2019).

 

3


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

GENERAL MOLY, INC.

 

 

 

Dated: December 11, 2019

By:

/s/ Amanda Corrion

 

 

Amanda Corrion

 

 

Controller and Principal Accounting Officer

 

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