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: ~~December~~January 209, ~~2023~~2024

(Date of earliest event reported)

GOLDRICH MINING COMPANY

(Exact name of registrant as specified in its charter)

Commission File Number: 001-06412

~~_____________________________________~~_________________

Alaska
(State or other jurisdiction of incorporation)

91-0742812
(IRS Employer Identification No.)

2525 E. 29th Ave. Ste. 10B-160

Spokane, Washington 99223

(Address of principal executive offices, including zip code)

(509) 535-7367

(Registrant’s telephone number, including area code)

Not Applicable

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 75.0102(b) ~~Regulation~~Departure FDof ~~Disclosure~~Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On ~~December~~January 206, ~~2023~~2024, the ~~Company~~Board ~~closed~~of aDirectors ~~$220,000~~accepted ~~private~~the ~~placement~~resignation of ~~its~~Mr. ~~common~~William ~~shares~~Schara toas ~~two~~Chief ~~investors~~Executive atOfficer ~~$0.015~~(“CEO”) ~~per~~and ~~share,~~President ~~issuing~~of athe ~~total~~Company, ofeffective 14immediately,~~666,666~~ to ~~shares~~focus on other business interests.

~~The~~Mr. ~~common~~Steve ~~shares~~Vincent ~~were~~has ~~issued~~been ~~pursuant~~appointed toacting ~~an exemption~~interim ~~from~~CEO, ~~the~~effective ~~registration~~immediately. ~~requirements~~Mr. Vincent has been a member of the ~~Securities~~Board ~~Act~~since 2014 and has over 35 years of ~~1933,~~experience as ~~amended,~~a ~~provided~~finance byspecialist. He ~~Rule~~has ~~506~~held a range of ~~Regulation~~positions Dwith various companies including Moore Juran and~~/or~~ ~~Section~~Co., ~~4(2)~~Miller and Schroeder Financial, Allison Williams ofCompany, ~~the~~Piper Jaffray, and Northland Securities ~~Act~~Inc. InHis ~~making~~roles ~~its~~have ~~determination~~included asmetals todistribution, ~~the~~debt ~~availability~~instrument ofstructuring, ~~the~~and ~~exemption,~~private equity financing. Most recently Mr. Vincent has raised capital for companies developing the ~~Company~~copper-nickel ~~relied~~mining ~~upon~~district ~~representations~~of bynortheastern ~~the~~Minnesota. ~~investing~~He ~~shareholders~~has ~~made~~completed tostrategic ~~the~~equity ~~Company~~investments atfor ~~the~~Duluth ~~time~~Metals, ofFranconia ~~issuance~~Minerals ofand ~~the~~Encampment ~~common~~Minerals. ~~shares~~Mr. Vincent received a bachelor’s degree from Boston College.

The Goldrich Board of Directors would like to thank Mr. Schara for his years of service and devotion to the Company and wishes him well in his future endeavors.

The Company also announces that Dr. Michael Rasmussen has retired as a member of the Board of Directors, effective immediately, due to health reasons. The Company would like to thank Dr. Rasmussen for his years of service to the Company and wishes him well in his retirement.

Mr. Vincent, together with the Board of Directors, is currently reviewing strategic alternatives to re-capitalize the Company and plans to provide shareholders with a comprehensive update in the near future.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.		Description
99.1		News Release, January 9, 2024
104		Cover Page Interactive Data File (embedded within 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.

	GOLDRICH MINING COMPANY (Registrant)
Dated: December 26, 2023	By:	/s/ Ted R. Sharp
Dated: January 9, 2023	By:	/s/ Ted R. Sharp
		Ted R. Sharp Chief Financial Officer

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