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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| RIDEOUT STANTON K C/O HYCROFT MINING HOLDING CORPORATION P.O. BOX 3030 WINNEMUCCA, NV 89446 |
Executive Vice President & CFO | |||
| /s/ Stanton Rideout | 08/02/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Represents the sale of shares of common stock in order to facilitate the payment of taxes related to vested restricted stock units ("RSUs") held by the reporting person that were converted to shares of common stock. |
| (2) | The sale price represents the weighted average sale price of the shares sold. |
| (3) | Of this amount, 83,167 were unvested RSUs as of March 25, 2024. |
| (4) | Of this amount, 66,501 were unvested RSUs as of April 25, 2024. |
| (5) | Represents the award of RSUs by the issuer. Subject to the reporting person's continued employment with the issuer, 33% of the RSUs vest on each of May 23, 2025 and May 23, 2026 and 34% vest on May 23, 2027. Each RSU represents a contingent right to receive one share of the issuer's Class A common stock (the "Common Stock"). On the respective vesting date, vested RSUs will convert into shares of Common Stock; provided, however, that if, on that conversion date, the reporting person is prohibited from trading in the issuer's securities pursuant to applicable securities laws or the Company's policies, the conversion date shall be, in the determination of the Compensation Committee of the issuer's Board of Directors, the 2nd trading day after the date the reporting person is no longer prohibited from such trading. |
| (6) | Of this amount, 116,501 were unvested RSUs as of May 23, 2024. |
| Remarks: On November 14, 2023, the issuer effectuated a 1-for-10 reverse stock split of its common stock. All transactions and share amounts reported on this Form 4 give effect to the reverse stock split. |
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