Contango ORE, Inc. 8-K

What Happened
Contango ORE, Inc. (CTGO) announced that its stockholders approved a statutory plan of arrangement under British Columbia law to acquire Dolly Varden Silver Corporation. The special meeting was held March 17, 2026 (record date Feb 2, 2026); 9,976,278 shares (≈66% of outstanding) were present, and the Arrangement Proposal was approved 9,946,594 for, 23,635 against (99.70% of votes cast). Under the Arrangement, Dolly Varden shareholders will receive 0.1652 Contango common shares for each Dolly Varden share. The acquisition is to be effected indirectly through newly formed subsidiaries (1566004 B.C. Ltd. and 1566002 B.C. ULC) as described in the Arrangement Agreement dated December 7, 2025.

Key Details

• Exchange ratio: 0.1652 Contango Shares per Dolly Varden Share (as set in the Arrangement Agreement).
• Vote results (certified inspector):
  • Arrangement Proposal: 9,946,594 For / 23,635 Against / 6,049 Abstain — 99.70% For.
  • Share Increase Proposal (authorize shares): 8,447,263 For / 1,521,843 Against / 7,172 Abstain — 84.68% For (proposal increases authorized shares from 45,000,000 to 250,000,000).
  • 2026 Omnibus Incentive Plan: 8,978,213 For / 958,512 Against / 39,553 Abstain — 89.99% For.
• Outstanding shares (record date): 15,120,615 Contango Shares entitled to vote.

Why It Matters
The approvals clear key stockholder consents needed for Contango to proceed with the Dolly Varden acquisition, which will be paid primarily in Contango common stock at the stated exchange ratio. The authorized share increase (to 250 million) provides the legal capacity to issue the shares required by the transaction. Approval of the 2026 Omnibus Incentive Plan allows Contango to grant equity-based compensation post-transaction. Investors should monitor the company for next steps and closing conditions for the B.C. statutory arrangement and any additional regulatory or shareholder actions required.