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.
On January 1, 2024, Leah Gaines stepped down from her position as Vice President, Chief Financial Officer, Chief Accounting Officer, Treasurer and Secretary of Contango Ore, Inc., a Delaware corporation (the “Company”). As previously reported in the Company’s Current Report
on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on August 4, 2023, Ms. Gaines entered into a retention agreement with the Company, a
copy of which was filed therein. This transition is not the result of any disagreement between Ms. Gaines and the Company or management.
Effective January 1, 2024, Michael Clark was appointed to serve as Chief Financial Officer and Secretary of the Company. Mr. Clark will perform the functions of the Company’s principal
financial officer. Mr. Clark had served as Executive Vice President, Finance for the Company since July 11, 2023.
Mr. Clark, 42, previously served as Chief Financial Officer of Alexco Resource Corp., from December 2014 until
its acquisition by Hecla Mining Company in September 2022. Mr. Clark has spent over 18 years in the mining sector, all of it in executive management roles. Mr. Clark is a Chartered Professional Accountant and holds a Bachelor of Technology in
Accounting degree from the British Columbia Institute of Technology.
Mr. Clark has no family relationships with any director, executive officer, or person nominated or chosen by
the Company to become a director or executive officer of the Company. Mr. Clark is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The Company and Mr. Clark are parties to an employment agreement, dated July 11, 2023, the material terms of
which were previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on July 17, 2023 and a copy of which was filed therein and is incorporated herein by reference. No changes have been made to Mr. Clark’s compensation
in connection with his appointment as Chief Financial Officer and Secretary.
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.
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CONTANGO ORE, INC. |
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By: /s/ Mike Clark |
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Mike Clark |
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Chief Financial Officer and Secretary |
Dated: January 3, 2024