INTERNATIONAL TOWER HILL MINES LTD 8-K

What Happened

• International Tower Hill Mines Ltd (THM) filed an 8-K on May 29, 2026 reporting results from its May 27, 2026 Annual General Meeting. Shareholders elected all seven director nominees named in the company’s proxy and approved auditor appointment and executive compensation matters.
• Directors elected: Andrew Cole; Anton Drescher; Karl Hanneman; Stuart Harshaw; Marcelo Kim; Edel Tully; Thomas Weng. Under the company’s Majority Voting in Director Elections policy, each director received more than 50% of votes cast, so none must tender a resignation.

Key Details

• Director vote totals (For / Withheld): Andrew Cole 180,904,656 / 365,845; Anton Drescher 149,303,949 / 31,966,548; Karl Hanneman 180,904,426 / 366,071; Stuart Harshaw 149,586,237 / 31,684,259; Marcelo Kim 176,793,873 / 4,476,624; Edel Tully 180,880,252 / 390,245; Thomas Weng 170,095,997 / 11,174,499. Broker non-votes were ~24.28M for each director vote.
• Auditor ratification: Shareholders ratified Davidson & Company LLP as auditors for FY2026 (For 205,175,870; Withheld 378,627). Directors were authorized to fix auditor remuneration.
• Executive pay advisory: Non-binding approval of named executive officer compensation passed (For 180,276,425; Against 743,128; Abstentions 250,943).
• Frequency of advisory votes: Shareholders voted to hold advisory votes on executive compensation annually (One year 180,602,181; Two years 172,633; Three years 333,508).

Why It Matters

• Board continuity confirmed: election of all seven nominees keeps existing governance in place and avoids turnover tied to the majority-vote policy. That affects strategic continuity and oversight.
• Auditor continuity: ratification of Davidson & Company maintains the company’s current auditor relationship for FY2026 and confirms the board’s authority to set fees.
• Pay governance: the advisory “say-on-pay” passed and shareholders favored annual votes on executive compensation—important for ongoing shareholder engagement though these votes are non-binding.