McEwen Inc. — Director's Dealing 2017

Apr 27, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: McEwen Mining Inc. (MUX)
CIK: 0000314203
Period of Report: 2017-04-26

Reporting Person: McEwen Robert Ross (Director, Chairman and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-26	Common Stock	A	101266	—	Acquired	101266	Direct
2017-04-26	Common Stock	A	352800	—	Acquired	352800	Indirect
2017-04-26	Common Stock	A	2541631	—	Acquired	2541631	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-26	Subscription receipts	$	A	405740	Acquired		Common Stock (405740)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	75791658	Indirect

Footnotes

F1: Pursuant to that certain Arrangement Agreement dated February 13, 2017 between McEwen Mining Inc. and Lexam VG Gold Inc. ("Arrangement Agreement"), each holder of Lexam VG Gold shares is entitled to receive 0.056 of a McEwen Mining share for each Lexam share owned immediately prior to the effective date of the Arrangement.

F2: Pursuant to the Arrangement Agreement and the Plan of Arrangement approved by the Lexam shareholders and contemplated by the Arrangement Agreement ("Plan of Arrangement"), the subscription receipts shall automatically convert into (i) if the McEwen Mining shareholders approve the issuance of the McEwen shares at the annual meeting of shareholders, one share of McEwen Mining common stock for each subscription receipt; or (ii) if the shareholders of McEwen Mining fail to approve the issuance of the McEwen Mining shares, an amount in cash equal to the product of (a) the closing price of the McEwen Mining common stock on the NYSE on the last trading day prior to the date of the annual meeting and (b) the number of subscription receipts held by the reporting person.

F3: Pursuant to the terms of the Arrangement Agreement and the Plan of Arrangement, one subscription receipt shall be issued to the reporting person for each McEwen Mining share in excess of one percent of the number of McEwen Mining shares outstanding immediately prior to the effective time of the Arrangement that the reporting person would be entitled to receive under the Plan of Arrangement.