6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of April 2016

Commission File Number: 001-35393

PRETIUM RESOURCES INC

(translation of registrant’s name into English)

1055 Dunsmuir Street, Suite 2300

Vancouver, British Columbia

Canada V7X 1L4

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ¨ Form 40-F x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ¨ No x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ¨ No x

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Exhibit Index

Exhibit Number	Description of Exhibit
99.1	Material Change Report

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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, thereunto duly authorized.

	PRETIUM RESOURCES INC.
	By:	/s/ Joseph J. Ovsenek
Date: April 22, 2016	Name:	Joseph J. Ovsenek
	Title:	President

 

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EX-99.1

EXHIBIT 99.1

Form 51-102F3

Material Change Report

Item 1	Name and Address of Company Pretium Resources Inc. (“Pretivm”) Suite 2300, 1055 Dunsmuir Street Bentall 4, PO Box 49334 Vancouver, BC V7X 1L4
Item 2	Date of Material Change April 15, 2016
Item 3	News Release The news release dated April 15, 2016 was disseminated through Marketwire and filed on SEDAR.
Item 4	Summary of Material Change On April 15, 2016, Pretivm announced that its Board of Directors had adopted a shareholder rights plan to replace the expired shareholder rights plan, subject to shareholder and TSX approval.
Item 5	Full Description of Material Change
	5.1  Full Description of Material Change On April 15, 2016, Pretivm announced that its Board of Directors had adopted a shareholder rights plan (the “Plan”) to replace the expired shareholder rights plan, subject to shareholder and TSX approval. The purpose of the Plan is to provide Pretivm’s Board of Directors and shareholders with sufficient time to fully consider any unsolicited take-over bid for the Company, to ensure that Pretivm’s Board of Directors has sufficient time to explore alternative transactions that would maximize value for shareholders, and to encourage the fair treatment of all Pretivm shareholders. Shareholders will be asked to approve the Plan at the annual general and special meeting of shareholders to be held on May 12, 2016.  If ratified, the Plan will have an initial term which expires at the annual meeting of shareholders of the Company to be held in 2019, unless terminated earlier.

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	The adoption of the Plan is not in response to any specific proposal to acquire control of Pretivm, and Pretivm is not aware of a specific bid or contemplated bid by any particular company. In order to implement the Plan, the Board of Directors has authorized the issuance of the rights to holders of Pretivm common shares outstanding on April 12, 2016 (the “Record Time”) at the rate of one right for each common share outstanding.  The rights will automatically attach to the common shares outstanding as of the Record Time and no further action will be required by shareholders. Under the terms of the Plan, a “Permitted Bid” is a bid that is open for not less than 105 days and is made to all shareholders.  If, at the end of the 105 days, at least 50% of the outstanding common shares held by independent shareholders have been tendered to the bid, the offeror may take up and pay for the common shares, but must extend the bid for a further 10 business days to allow other shareholders to tender.
	5.2 Disclosure for Restructuring Transactions Not applicable.
Item 6	Reliance on subsection 7.1(2) or (3) of National Instrument 51-102 Not applicable.
Item 7	Omitted Information Not applicable.
Item 8	Executive Officer Alicia Milne Corporate Secretary Phone:  604-558-1784
Item 9	Date of Report Dated at Vancouver, BC, this 22nd day of April, 2016.

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