Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
December 23 2024 - 2:00PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of December 2024
Commission File Number: 001-39966
New Found Gold Corp. |
(Exact name of registrant as specified in its charter) |
555 Burrard Street, P.O. Box 272
Vancouver,
British Columbia
Canada V7X 1M8 |
(Address of principal executive office) |
Indicate by check mark whether the registrant files
or will file annual reports under cover Form 20-F or 40-F:
Form 20-F o
Form 40-F þ
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of
the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned, thereunto duly
authorized.
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NEW FOUND GOLD CORP. |
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(Registrant) |
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Date: |
December 23, 2024 |
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By: |
/s/ Collin Kettell |
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Collin Kettell |
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Chief Executive Officer |
EXHIBIT 99.1
FORM 51-102F3
MATERIAL
CHANGE REPORT
| Item 1 | Name and Address of Company |
New Found Gold Corp. (“Company”)
555 Burrard Street, P.O. Box 272
Vancouver, British Columbia
V7X 1M8 Canada
| Item 2 | Date of Material Change |
December 17, 2024
The Company disseminated a news
release announcing the material change described herein through the news dissemination services of Cision PR Newswire on December 18,
2024, and a copy was subsequently filed on SEDAR+.
| Item 4 | Summary of Material Change |
The Company announced that Paul Huet,
William Hayden, and Melissa Render have joined the board of directors of the Company (the “Board”). In addition, Paul
Huet was appointed Chair of the Board, and Melissa Render as President of the Company. The Board now comprises Paul Huet, Collin Kettell,
Vijay Mehta, William Hayden, and Melissa Render.
| Item 5 | Full Description of Material Change |
| Item 5.1 | Full Description of Material Change |
The Company welcomed Paul Huet, William
Hayden, and Melissa Render to its board of directors (the “Board”). Following the Annual General Meeting of the shareholders
of New Found held in Vancouver, BC, on December 17, 2024 (the “Meeting”), as part of a planned transition, Paul Huet
was appointed Chair of the Board, and Melissa Render as President of the Company. The Board now comprises Paul Huet, Collin Kettell, Vijay
Mehta, William Hayden, and Melissa Render.
New Directors
Paul Huet, Independent Chairman
Paul Huet is CEO of Americas Gold and
Silver. He was previously Chairman and CEO of Karora Resources Inc. from 2019 to 2024 until its acquisition by Westgold Resources Limited
for $1.3-billion. Prior to that, he was President, Chief Executive Officer and Director of Klondex Mines from 2012 to 2018, until its
acquisition by Hecla Mining Company for $700-million. Mr. Huet has a strong command of capital markets and has served in all levels of
engineering and operations of Mining. Mr. Huet graduated with Honors from the Mining Engineering Technology program at Haileybury School
of Mines in Ontario, and successfully completed the Stanford Executive program at the Stanford School of Business. In 2013, Mr. Huet was
nominated for the Premier’s Award in Ontario for outstanding College graduates; he is currently a member of OACETT as an applied
Science Technologist and an Accredited Director.
William Hayden
William Hayden has served as a
Director of Ivanhoe Mines since March 2007. He is a geologist with more than 38 years of experience in the mineral exploration industry,
much of it gained in Africa and the Asia- Pacific region. His involvement with the current Ivanhoe Mines began in 1998; he served as first
President of the corporate predecessor, African
Minerals, from May 1998 to November 2001 - and as a Director from 1998 to 2002. (African
Minerals, which evolved to Ivanplats, subsequently assumed the Ivanhoe Mines name in 2013.) Mr. Hayden has worked in a management capacity
with several exploration and mining companies in Australia and internationally since 1986. He was President and a director of Ivanhoe
Philippines from July 2005 to December 2011, when it was a subsidiary of the original Ivanhoe Mines (renamed Turquoise Hill Resources
in 2012). He holds a Bachelor of Science (Hons), Geology, from Sierra Nevada College, Nevada, USA.
Melissa Render
Melissa Render has served as VP of Exploration
for New Found Gold since 2021. She is an exploration geologist with 10+ years of experience focused on orogenic gold. Melissa managed
exploration projects worldwide from grassroots to advanced stages in greenstone belts, including the Abitibi, Eastern Goldfields, Hope
Bay, Central Lapland and Banfora for Kinross Gold, AngloGold Ashanti, and TMAC Resources. She spent 3 years as a consultant specializing
in target generation, 3D modelling, data management, and exploration program design.
Annual General Meeting
In addition, resolutions regarding the following
matters were passed at the Meeting:
| • | fixing the number of directors at five; |
| • | appointing KPMG LLP, Chartered Professional Accountants, as auditor of the Company at a remuneration
to be fixed by the Board; and |
| • | approving the 10% “rolling” stock option plan of the Company. |
The Meeting did not consider any
matters that were not presented in the management information circular dated October 18, 2024, that was issued in connection with the
Meeting.
| Item 5.2 | Disclosure for Restructuring Transactions |
Not applicable.
| Item 6 | Reliance on subsection 7.1(2) of National Instrument 51-102 |
The report is not being filed on a confidential
basis.
| Item 7 | Omitted Information |
There are no significant facts required
to be disclosed herein which have been omitted.
For further information, please contact
Collin Kettell, Chief Executive Officer and Director of the Company, at 1-845-535-1486 or ckettell@newfoundgold.ca.
December 23, 2024
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