SOLITARIO RESOURCES CORP. 8-K

What Happened

• Solitario Resources Corp. announced results of its Annual Meeting of Shareholders held June 17, 2026 (reported in an 8-K filed June 18, 2026). Holders of 51,707,349 shares were present in person or by proxy. Six directors were elected to serve until the next annual meeting. Shareholders also approved an advisory (“say-on-pay”) vote on executive compensation and ratified the appointment of Assure CPA, LLC (which merged into and was succeeded by Sadler, Gibb & Associates effective June 3, 2026) as auditors for fiscal 2026.

Key Details

• Meeting attendance: 51,707,349 shares present in person or by proxy.
• Director elections (For votes / % of shares voting / withheld / broker non-votes = 13,083,756):
  • John Labate — 38,367,832 (99.34%) For; 255,761 withheld.
  • James Hesketh — 34,906,464 (90.38%) For; 3,717,129 withheld.
  • Christopher E. Herald — 38,436,870 (99.52%) For; 186,723 withheld.
  • Gil Atzmon — 38,735,431 (99.36%) For; 248,162 withheld.
  • Debbie Mino-Austin — 37,738,400 (97.71%) For; 885,193 withheld.
• Advisory vote on executive compensation: 37,403,628 For (96.84% of shares voting), 574,407 Against, 645,555 Abstain; 13,083,756 broker non-votes.
• Auditor ratification: 51,036,820 For (98.70% of shares voting), 122,148 Against, 548,380 Abstain.
• Proxy materials: proposals were described in Solitario’s definitive proxy statement filed with the SEC on April 29, 2026.

Why It Matters

• Board continuity: Re-election of six directors keeps corporate governance stable and signals shareholder support for the current board slate. Variation in support levels (e.g., Hesketh at ~90.4% For) is disclosed and measurable.
• Executive compensation: The advisory approval (say-on-pay) indicates strong shareholder approval of the company’s disclosed pay practices for named executive officers.
• Audit oversight: Ratification of the auditor (and disclosure of the auditor’s succession due to a June 3, 2026 merger) confirms the company’s 2026 auditor choice, which affects who audits Solitario’s financial statements.
• Voting context: 13,083,756 broker non-votes were recorded, meaning those shares were present but not voted on certain non-routine matters; broker non-votes can affect the total vote counts on these items.

Exhibit note: Solitario furnished a press release dated June 18, 2026 announcing these meeting results (filed as Exhibit 99.1).