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): October 21, 2025

IVANHOE ELECTRIC INC.

(Exact name of registrant as specified in its charter)

Delaware		001-41436		32-0633823
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

450 E Rio Salado Parkway, Suite 130 Tempe, Arizona		85281
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (480) 656-5821

(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(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		IE		NYSE American

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 2.02

Results of Operations and Financial Condition.

Ivanhoe Electric Inc. (the “Company”) intends to file a preliminary prospectus supplement (the “Preliminary Prospectus Supplement”) with the Securities and Exchange Commission dated October 21, 2025 in connection with a proposed US$125 million underwritten public offering of shares of the Company’s common stock, par value $0.0001 per share. The Preliminary Prospectus Supplement is expected to include the following disclosure under the heading “Capitalization”.

“As of September 30, 2025, we had approximately $69.3 million of cash and cash equivalents. Of the total cash and cash equivalents as of September 30, 2025, approximately $16.4 million was not available for the general corporate purposes of the Company as these amounts were held by non-wholly-owned subsidiaries.”

Item 8.01

Other Events.

As discussed in the Company’s press release dated September 4, 2025, Saudi Arabian Mining Company (Maaden) (“Maaden”) has made available an additional 1,345 square kilometers of exploration licenses under the Company’s 50/50 joint venture with Maaden. Exhibit 10.1 is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Amendment #2 (Revised) to Shareholders’ Agreement in respect of Ma’aden Ivanhoe Electric Exploration and Development Limited Company, dated June 25, 2025
104		Cover Page Interactive Data File (embedded with the inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

	IVANHOE ELECTRIC INC.

Date: October 21, 2025	By:	/s/ Taylor Melvin
		Taylor Melvin
		President and Chief Executive Officer

Ivanhoe Electric Inc. 8-K