GOLD RESOURCE CORP — Board/Management Information 2021

Feb 18, 2021

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): February 12, 2021

GOLD RESOURCE CORPORATION

(Exact name of registrant as specified in its charter)

Colorado	001-34857	84-1473173
(State
or other jurisdiction of incorporation or organization)	(Commission
File Number)	(I.R.S.
Employer Identification No.)

2000 S. Colorado Boulevard , Tower 1 , Suite 10200 Denver , Colorado 80222

(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number including area code: ( 303 ) 320-7708

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 (see General Instruction A.2. below):

¨ Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications 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	Name of each exchange where registered
Common Stock	GORO	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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ¨

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

February 12, 2021 Gold Resource Canada Corporation, a wholly owned subsidiary of Gold Resource Corporation (the “Company”) entered into the employment agreement with Ann Wilkinson pursuant to which she will provide services as Vice President, Investor Relations and Corporate Affairs of the Company effective February 1, 2021. Ms. Wilkinson, age 56, is an accomplished mining professional and a seasoned investor relations executive who has worked with both base and precious metal producers and developers including TMAC Resources Inc (TSX:TMR), GoldQuest Mining Corp. (TSX.V:GQC), Orvana Minerals Corp. (TSX:ORV), Colossus Minerals Inc. (TSX:CSI) and Breakwater Resources Ltd. (TSX:BWR). Ms. Wilkinson has been responsible for the development and execution of investor relations strategy, representing public companies in their respective relationships with the investment community and acting as a public spokesperson and crisis management. Ms. Wilkinson holds a Bachelor of Arts, Economics from Western University in London, Ontario, Canada.

Pursuant to the terms of Ms. Wilkinson’s employment agreement (the “Agreement”), she will receive an initial annual base salary of CAD$265,000 as well as eligibility for an annual incentive cash bonus and she is entitled to receive stock options, restricted stock units or other awards pursuant to the Company’s 2016 Equity Incentive Plan as determined by the Compensation Committee of the Board. Ms. Wilkinson is also entitled to participate in certain of the Company’s benefit plans available to other executives. If her employment is terminated, Ms. Wilkinson will be eligible for severance benefits including up to 18 months’ salary and pro-rated bonus based on a severance period for termination without cause or with good reason, and 24 months’ salary and bonus for termination within 12 months of a change in control. The foregoing description of Ms. Wilkinson’s employment agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished with this report:

| Exhibit

No.	Description
10.1	Employment
Agreement with Ann Wilkinson
104	Cover
Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

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SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

| GOLD RESOURCE CORPORATION — By: | /s/ Allen J. Palmiere | | --- | --- | | Name: | Allen J. Palmiere | | Title: | Chief Executive Officer |

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