Coeur Mining, Inc. 8-K

What Happened
Coeur Mining, Inc. (CDE) held a special meeting of stockholders on January 27, 2026 and reported that shareholders approved two proposals tied to its planned arrangement with New Gold Inc. (Arrangement Agreement dated November 2, 2025). Shareholders approved (1) an amendment to increase authorized common shares from 900,000,000 to 1,300,000,000 and (2) the issuance of Coeur common stock to New Gold shareholders as part of the Arrangement.

Key Details

• Record date outstanding shares: 642,106,588 Coeur common shares; 449,963,709 shares (≈70%) were present in person or by proxy (quorum).
• Proposal 1 (charter amendment): approved — For 434,991,142; Against 14,600,438; Abstain/Withheld 372,129; approval = 96.75% of votes cast (excl. abstentions).
• Proposal 2 (stock issuance to New Gold shareholders): approved — For 436,551,109; Against 12,902,270; Abstain/Withheld 510,330; approval = 97.12% of votes cast (excl. abstentions).
• No broker non-votes were recorded. The definitive proxy for the Special Meeting was filed on Dec 22, 2025 (Schedule 14A).

Why It Matters
These approvals are required steps for Coeur to complete the planned business combination with New Gold: the charter amendment increases the available share pool and the stock issuance approval permits Coeur to issue shares to New Gold shareholders under the Arrangement. For investors, this means shareholder support has been secured for the structural actions needed to move the transaction forward; if and when shares are issued, Coeur’s outstanding share count will increase accordingly. No other business was reported at the meeting.