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    Southern Copper Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    5/29/25 3:44:51 PM ET
    $SCCO
    Metal Mining
    Basic Materials
    Get the next $SCCO alert in real time by email
    0001001838false00010018382025-05-232025-05-23

    ​

    ​

    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 29, 2025 (May 23, 2025)

    SOUTHERN COPPER CORPORATION

    (Exact name of registrant as specified in its charter)

    ​

    ​

    ​

    Delaware

        

    1-14066

        

    13-3849074

    (State or Other Jurisdiction
    of Incorporation)

    ​

    (Commission File Number)

    ​

    (IRS Employer
    Identification Number)

    ​

    7310 North 16th St. Suite 135, Phoenix, AZ 85020

    (Address of principal executive offices, including zip code)

    (602) 264-1375

    (Registrant’s telephone number, including area code)

    Not Applicable

    (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 (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 on which registered:

    Common stock, par value $0.01 per share

    SCCO

    ​

    New York Stock Exchange
    Lima 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 5.07 Submission of Matters to a Vote of Security Holders

    On May 23, 2025, Southern Copper Corporation, (the “Corporation”) held its 2025 Annual Meeting of Stockholders. The total outstanding voting securities eligible to vote were 796,182,905 shares of Common Stock. 772,735,975 shares, constituting approximately 97.05 % of the total outstanding shares eligible to vote at the meeting, were voted.  The stockholders were asked to take the following actions:

    1.To elect our nine directors, who will serve until the 2026 annual meeting.
    2.To approve amendments to the Company’s Directors’ Stock Award Plan and to extend the term of the plan for three years.
    3.To ratify the selection by the Audit Committee of the Board of Directors of Galaz, Yamazaki, Ruiz Urquiza S.C., a member firm of Deloitte Touche Tohmatsu Limited, as our independent accountants for calendar year 2025.
    4.To approve, by non-binding advisory vote, our executive compensation.

    ​

    PROPOSAL 1 — ELECTION OF DIRECTORS

    ​

    The results of the vote were as follows:

    ​

    ​

    ​

    Number of Shares

    Name

        

    For

        

    Withheld

        

    Broker Non-Votes

    Germán Larrea Mota-Velasco

    ​

    738,569,319

    ​

    21,771,644

    ​

    12,395,012

    Oscar González Rocha

    ​

    733,421,864

    ​

    26,919,099

    ​

    12,395,012

    Vicente Ariztegui Andreve

    ​

    758,266,717

    ​

    2,074,246

    ​

    12,395,012

    Javier Arrigunaga

    ​

    745,536,389

    ​

    14,804,574

    ​

    12,395,012

    Enrique Castillo Sánchez Mejorada

    ​

    750,871,578

    ​

    9,469,385

    ​

    12,395,012

    Leonardo Contreras Lerdo de Tejada

    ​

    732,416,498

    ​

    27,924,465

    ​

    12,395,012

    Luis Miguel Palomino Bonilla

    ​

    732,519,522

    ​

    27,821,441

    ​

    12,395,012

    Carlos Ruiz Sacristán

    ​

    732,949,581

    ​

    27,391,382

    ​

    12,395,012

    Jose Pedro Valenzuela Rionda

    ​

    759,126,592

    ​

    1,214,371

    ​

    12,395,012

    ​

    PROPOSAL 2 — APPROVAL OF THE AMENDMENTS TO THE COMPANY’S DIRECTORS’ STOCK AWARD PLAN AND TO EXTEND THE TERM OF THE PLAN FOR THREE YEARS

    ​

    The results of the vote were as follows:

    ​

    Number of Votes (1 vote per share)

    In Favor

        

    Against

        

    Abstain

        

    Broker Non-Votes

    759,455,993

    ​

    686,232

    ​

    198,738

    ​

    12,395,012

    ​

    ​

    PROPOSAL 3 — APPROVAL OF THE APPOINTMENT OF THE CORPORATION’S INDEPENDENT PUBLIC ACCOUNTANTS

    ​

    The results of the vote were as follows:

    ​

    Number of Votes (1 vote per share)

    In Favor

        

    Against

        

    Abstain

        

    Broker Non-Votes

    771,897,274

    ​

    714,954

    ​

    123,747

    ​

    0

    ​

    2

    PROPOSAL 4 — APPROVAL, BY NON-BINDING VOTE, OF SCC’s EXECUTIVE COMPENSATION

    ​

    The results of the vote were as follows:

    ​

    ​

    ​

    ​

    Number of Votes (1 vote per share)

    In Favor of
    Adoption

        

    Against
    Adoption

        

    Abstain

        

    Broker Non-Votes

    755,607,019

    ​

    4,452,948

    ​

    280,996

    ​

    12,395,012

    ​

    ​

    ITEM 9.01      Financial Statements and Exhibits

    ​

    (d)Exhibits:

    ​

    ​

    Exhibits

        

    ​

    ​

    ​

    104.

    ​

    Cover Page Interactive Data File (embedded within the inline XBRL document)

    ​

    ​

    ​

    ​

    3

    SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    ​

    ​

    ​

    SOUTHERN COPPER CORPORATION

    ​

    ​

    ​

    ​

    ​

    By:

    /s/ Andres C. Ferrero

    ​

    Name:

    Andres C. Ferrero

    ​

    Title:

    General Counsel

    ​

    Date: May 29, 2025

    ​

    4

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