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 20, 2022

GATOS SILVER, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-39649

(Commission File Number)

27-2654848

(I.R.S. Employer

Identification No.)

8400 E. Crescent Parkway, Suite 600

Greenwood Village, CO

(Address of principal executive offices)

80111

(Zip Code)

Registrant’s telephone number, including area code: (720) 726-9662

N/A

(Former name or former address, if changed since last report)

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 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(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

GATO

New York Stock Exchange

Toronto Stock Exchange

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. ☒

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

As previously disclosed, on April 5, 2022, Gatos Silver, Inc. (the “Company”) was informed by Roger Johnson that he intends to retire from serving as the Company’s Chief Financial Officer, effective May 21, 2022. The Company has initiated a search, with the assistance of Korn Ferry, a leading executive search firm, to identify a Chief Financial Officer to help execute on the Company’s long-term growth plans.

Effective upon Mr. Johnson’s retirement, Dale Andres, the Company’s Chief Executive Officer, will serve as the interim Chief Financial Officer. Information required by Item 401(b), (d) and (e) and Item 404(a) of Regulation S-K relating to Mr. Andres was included in the Company’s Current Report on Form 8-K filed with the SEC on June 1, 2021.

In addition, effective May 31, 2022, Adam Dubas will depart the Company to pursue other opportunities. As of such date, Mr. Dubas will no longer serve as an officer and employee of the Company.

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.

	GATOS SILVER, INC.

Date: May 20, 2022	By:	/s/ Dale Andres
		Dale Andres
		Chief Executive Officer

Gatos Silver Inc. filed SEC Form 8-K: Leadership Update