SEC Form SC 13G/A filed by B2Gold Corp (Amendment)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.9)*

 

 

 

 B2Gold Corp.

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(Title of Class of Securities)

11777Q209

 

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 (CUSIP Number)

December 31, 2022 - Year End Filing

 

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 (Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

[X] Rule 13d-1(b)

[   ] Rule 13d-1(c)

[   ] Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

 

 

Page 1 of 5 pages

 

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1.	Names of Reporting Persons  I.R.S. Identification Nos. of above persons (entities only)  Van Eck Associates Corporation   666 Third Ave. - 9th Floor, New York, New York 10017
2.	Check the Appropriate Box if a Member of a Group (See Instructions)
(a)	N/A
(b)
3	SEC Use Only
4.	Citizenship or Place of Organization:       Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power	109,912,750 common shares
		6.	Shared Voting Power	None
		7.	Sole Dispositive Power	110,481,146 common shares
		8.	Shared Dispositive Power	None
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 110,481,146 Common Shares are held within mutual funds and other client accounts managed by Van Eck Associates Corporation, one of which individually owns more than 5% of the outstanding shares.
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)      N/A
11.	Percent of Class Represented by Amount in Row (9)      10.29%
12.	Type of Reporting Person (See Instructions)       IA

 

Page 2 of 5 pages

 

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Item 1. (a)		Name of Issuer B2Gold Corp
Item 1. (b)		Address of Issuer's Principal Executive Offices PARK PLACE, SUITE 3400 - 666 BURRARD STREET, VANCOUVER, British Columbia, Canada, V6C 2X8
Item 2. (a)		Name of Person Filing Van Eck Associates Corporation
Item 2. (b)		Address of Principal Business Office or, if none, Residence 666 Third Ave. - 9th Floor, New York, New York 10017
Item 2. (c)		Citizenship or Place of Organization: Delaware
Item 2. (d)		Title of Class of Securities Common Shares
Item 2. (e)		CUSIP Number Not Applicable
Item 3.		If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
(a)	[   ]	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)	[   ]	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)	[   ]	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)	[   ]	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)	[X]	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)	[   ]	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g)	[   ]	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h)	[   ]	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	[   ]	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	[   ]	Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Page 3 of 5 pages 

 

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Item 4.	Ownership.
	(a)	Amount beneficially owned: 110,481,146 Common Shares
	(b)	Percent of class: 10.29%
	(c)	Number of shares as to which the person has:
			(i)	Sole power to vote or to direct the vote 109,912,750 Common Shares
			(ii)	Shared power to vote or to direct the vote      None
			(iii)	Sole power to dispose or to direct the disposition of     110,481,146 Common Shares
			(iv)	Shared power to dispose or to direct the disposition of      None
Item 5.	Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ]
Item 6.	Ownership of More than Five Percent on Behalf of Another Person. The VanEck Vectors Gold Miners ETF an investment company registered under the Investment Company Act of 1940, has the right to receive dividends and proceeds from the sale of 55,694,542 of the shares reported by Van Eck Associates Corp.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company Not applicable.
Item 8.	Identification and Classification of Members of the Group Not applicable.
Item 9.	Notice of Dissolution of Group Not applicable.
Item 10.	Certification
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 

Page 4 of 5 pages

 

 

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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

	February 13, 2022
	Date
	/S/ Ashley Sousa
	Signature
	Ashley Sousa, Manager
	Name/Title

 

 

 

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