8-KFiled Aug 13, 8:00 PM ET

DyTb, LLC (TMRC) Announces Completion of Mergers; OTCQB Withdrawal

$TMRC · DyTb, LLC

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DyTb, LLC (TMRC) Announces Completion of Mergers; OTCQB Withdrawal

What Happened
DyTb, LLC (TMRC) filed an 8-K reporting that the mergers described in the Merger Agreement closed, with the effective time on August 7, 2026. As a result of the mergers, TMRC underwent a change in control: holders of TMRC common stock no longer retain rights in those shares except the right to receive the merger consideration under the Merger Agreement. In connection with the mergers, TMRC terminated its mineral exploration and option agreement with Santa Fe Gold Corporation (the “Santa Fe Option Agreement”), and TMRC’s common stock was withdrawn from the OTCQB Venture Market.

Key Details

  • Mergers closed and became effective on August 7, 2026; common stockholder rights were extinguished except for the right to receive merger consideration per the Merger Agreement.
  • The Santa Fe Option Agreement (entered Nov 2021; amended May 2024), which had given TMRC rights to pursue a joint venture to explore silver claims in the Black Hawk Mining District (TMRC would have been project operator with an initial 50.5% interest), was terminated effective August 7, 2026.
  • TMRC notified FINRA that its common stock has been withdrawn from the OTCQB; the successor company intends to file a Form 15 to deregister the common stock under Section 12(g) and suspend reporting under Sections 13 and 15(d) of the Exchange Act “as promptly as practicable.”

Why It Matters
For investors, the filing confirms a completed change in control and corporate structure: previous TMRC common shares no longer carry shareholder rights except to receive the merger consideration, and public trading on the OTCQB has been halted. The termination of the Santa Fe option removes a pending exploration/joint-venture opportunity that TMRC had been pursuing. The planned Form 15 filing signals that the company (as successor) intends to deregister and stop SEC reporting obligations, which will reduce public disclosure going forward.