Thunder Mountain Gold



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):   April 25, 2017


THUNDER MOUNTAIN GOLD

(Exact Name of Registrant as Specified in its Charter)


Idaho

001-08429

91-1031075

(State or other jurisdiction of incorporation)

(Commission File  Number)

(IRS Employer Identification No.)


11770 President Drive, Ste. F, Boise, Idaho

 

83713

(Address of principal executive offices)

 

(Zip Code)


Registrant's telephone number, including area code: 208-658-1037


11770 W. President Dr., Ste. F, Boise, Idaho 83714

(Former Name or Former Address if Changed Since Last Report)


Check the appropriate box below if the Form 8K 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 (17CFR230.425)

[  ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

[  ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))













Section 5 – Corporate Governance and Management


Item 5.07

Submission of Matters to a Vote of Security Holders


On April 25, 2017, the Company’s shareholders approved three proposals at their Annual Meeting. Of the 54,680,579 shares of the Company’s Common Stock outstanding, as of the record date of December 1, 2014, 32,308,090 shares were represented at the Annual Meeting (the “Annual Meeting”). The Company's stockholders voted on the three proposals listed below, which proposals are described in detail in the Company's definitive proxy statement for the Annual Meeting.


At the Annual Meeting of Shareholders, the shareholders of the Company: (1) elected each of the eight director nominees set forth below to serve one-year terms, expiring at the next Annual Meeting of Shareholders; (2) ratified and reapproved the Stock Option Plan; and, (3) ratified and reapproved the appointment of DeCoria, Maichel & Teague as independent auditors.


The number of votes cast for or against and the number of abstentions and broker non-votes with respect to each proposal, as applicable, is set forth below. The Company’s Transfer Agent reported the final vote of the shareholders as follows:


Proposal 1: Annual Election of Directors


The voting results for the annual election of directors are as follows:



Name of Candidate

 

For

 

Withheld/Against

 

 

 

 

Broker

Non-Votes

 

 

E. James Collord

 

30,649,164

 

68,900

 

 

 

 

1,149,540

 

 

Eric T. Jones

 

30,650,304

 

65,110

 

 

 

 

1,149,540

 

 

Paul Beckman

 

30,910,940

 

44,110

 

 

 

 

1,149,540

 

 

Larry D. Kornze

 

30,645,804

 

70,260

 

 

 

 

1,149,540

 

 

Douglas J. Glaspey

 

30,651,954

 

64,110

 

 

 

 

1,149,540

 

 

Joseph H. Baird

 

30,681,664

 

34,400

 

 

 

 

1,149,540

 

 

Ralph Noyes

 

30,682,304

 

34,760

 

 

 

 

1,149,540

 

 

James Sabala

 

30,660,804

 

54,610

 

 

 

 

1,149,540

 

 


Proposal 2: Ratification and re-approval of the Stock Option Plan


The Company’s shareholders ratified and reapproved the Stock Option Plan. The following sets forth the results of the voting with respect to this proposal:


Shares Voted

 

For

 

 

Against

 

 

Abstentions

 

 

Broker Non-Votes

 

30,613,029

 

 

 

73,935

 

 

 

471,586

 

 

 

1,149,540

 

 


Proposal 3: Ratification of DeCoria, Maichel & Teague as independent auditors


The Company’s shareholders ratified the appointment of DeCoria, Maichel & Teague as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2017. The following sets forth the results of the voting with respect to this proposal:


Shares Voted

 

For

 

 

Against

 

 

Abstentions

 

Broker Non-Votes

 

32,267,230

 

 

39,210

 

 

1,650

 

-0-

 


No other items were presented for shareholder approval at the Annual Meeting.







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.




 THUNDER MOUNTAIN GOLD, INC.

                       (Registrant)


  By: /s/ ERIC T. JONES

  -------------------------------------------------

Eric T. Jones

President and Chief Executive Officer



Date:  April 26, 2017