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 (Date of earliest event reported): May 17, 2024

 

UNITED STATES ANTIMONY CORPORATION

(Exact name of registrant as specified in its charter)

  

Montana

001-08675

81-0305822

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

P.O. Box 643, Thompson Falls, MT 59873

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (406) 827-3523

 

Former name or former address, if changed since last report: Not Applicable

 

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:

 

 

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

 

 

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

 

 

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

 

 

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

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

UAMY

NYSE American

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On May 17, 2024, the Board of Directors (the “Board”) of United States Antimony Corporation (the “Company”) approved the First Restated Bylaws of the Company (the “Bylaws”), which became effective immediately. As part of the Board’s corporate governance policy review and updating process, it adopted amendments to the existing Bylaws that make technical, administrative, modernizing or clarifying changes, including elimination of certain obsolete provisions that are no longer operative. Among other things, the Bylaws make the following changes:

 

 

·

Additional detail regarding policies and procedures for calling and administering meetings of the Company’s shareholders;

 

·

Providing that a special meeting of the Company’s shareholders may be called by shareholders representing at least 25% of the voting power of the stock entitled to vote on the matter or matters to be brought before the proposed special meeting (previously a majority of all capital stock outstanding);

 

·

Elimination of cumulative voting provisions not consistent with the Montana Business Corporation Act;

 

·

Additional detail regarding policies and procedures for calling and administering meetings of the Board;

 

·

Permitting removal, with or without cause, of any director by a plurality of votes present at any meeting at which a quorum is present (previously a majority of all capital stock outstanding);

 

·

Elimination of a provision permitting removal of a director by the Board for being absent from two or more meetings of the Board;

 

·

Additional detail regarding the terms and procedures related to indemnification of directors and officers;

 

·

Elimination of prescribed emergency preparedness practices and procedures; and

 

·

Permitting the Board to determine the fiscal year of the Company (previously prescribed to calendar-year).

 

The foregoing description of the Bylaws does not purport to be complete and is qualified entirely by reference to the full text of the Bylaws, which is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

 

Item 9.01 Exhibits

 

(d) Exhibits

 

Exhibit No.

 

Description

3.1

 

First Restated Bylaws of United States Antimony Corporation

 

 

2

 

 

SIGNATURES

 

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.

 

 

UNITED STATES ANTIMONY CORPORATION

 

 

 

 

 

Dated: May 20, 2024

By:

/s/ Richard R. Isaak

 

 

 

Richard R. Isaak

 

 

 

SVP, Chief Financial Officer

 

 

 

3

 

nullv3.24.1.1.u2
Cover
May 17, 2024
Cover [Abstract]  
Entity Registrant Name UNITED STATES ANTIMONY CORPORATION
Entity Central Index Key 0000101538
Document Type 8-K
Amendment Flag false
Current Fiscal Year End Date --12-31
Entity Emerging Growth Company false
Document Period End Date May 17, 2024
Entity File Number 001-08675
Entity Incorporation State Country Code MT
Entity Tax Identification Number 81-0305822
Entity Address Address Line 1 P.O. Box 643
Entity Address City Or Town Thompson Falls
Entity Address State Or Province MT
Entity Address Postal Zip Code 59873
City Area Code 406
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Local Phone Number 827-3523
Security 12b Title Common Stock, $0.01 par value
Trading Symbol UAMY
Security Exchange Name NYSEAMER

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