UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

Current Report

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 10, 2020

GOLDEN MINERALS COMPANY

(Exact name of registrant as specified in its charter)

350 Indiana Street, Suite 650

Golden, Colorado 80401

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (303) 839-5060

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):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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. ¨

TABLE OF CONTENTS

EXPLANATORY NOTE

On June 12, 2020, Golden Minerals Company (the “Company”) filed with the Securities and Exchange Commission a Current Report on Form 8-K (the “Original Form 8-K”) disclosing the results of the votes cast as reported by an independent third party at its 2020 Annual Meeting of Stockholders (the “Annual Meeting”), which was held on June 10, 2020. The voting results for Proposal No. 3 were incorrectly tabulated and were subsequently disclosed in the Original Form 8-K. This Current Report on Form 8-K/A amends the Original Form 8-K to (i) disclose the correct voting results for Proposal No. 3, (ii) state that Proposal No. 3 was not approved by the stockholders, (iii) disclose that the Company has retracted its filing of the Third Amendment to its Amended and Restated Certificate of Incorporation filed with the Secretary of State of Delaware on June 11, 2020, and (iv) restate the remaining information included in the Original Form 8-K.

On June 11, 2020, the Company filed a Third Amendment to the Amended and Restated Certificate of Incorporation (the “Third Amendment”) in order to increase the number of authorized shares of common stock from 200,000,000 shares to 300,000,000 shares, as provided in Proposal No. 3 submitted to the stockholders at the Annual Meeting. As noted above, due to an error in tabulating the votes, the Company has determined that it did not receive sufficient votes in favor of the amendment (without counting broker non-votes, which is the position disclosed by the Company in its proxy statement). Therefore, the Company has filed a Certificate of Correction in order to render the Third Amendment null and void.

Of the 127,858,935 shares of common stock outstanding and which are entitled to vote as of the record date, 93,467,202 shares (73.10%) were present or represented by proxy at the Meeting.  The Company’s stockholders (1) approved the election of Jeffrey G. Clevenger, Warren M. Rehn, W. Durand Eppler, Kevin R. Morano, Terry M. Palmer, Andrew N. Pullar and David H. Watkins as directors of the Company to hold office until the 2021 annual meeting of stockholders or until their successors are elected, (2) ratified the appointment of Plante & Moran, PLLC to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020, and (3) did not approve an increase in the Company’s authorized common stock from 200,000,000 to 300,000,000 shares by amending the Company’s Amended and Restated Certificate of Incorporation. The votes on the proposals were cast as set forth below:

Because a majority of the Company’s issued and outstanding common stock did not vote in favor of Proposal No. 3 (not including broker non-votes), this Proposal was not approved.

SIGNATURE

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.

Date: June 16, 2020