UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Rise Gold Corp. (the "Corporation") held its 2024 Annual Meeting of Shareholders (the "Annual Meeting") on November 20, 2024. A total of 55,785,106 common shares of the Corporation were entitled to vote as of October 18, 2024, the record date for the Annual Meeting. The proposals voted upon at the Annual Meeting and the final voting results are indicated below.
1. To fix the number of directors to be elected at five (5)
The number of directors to be elected, fixed at five (5), was approved. The voting results are as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 24,585,850 | 8,235 | 0 | 625 |
2. Election of Directors
The following individuals were elected to serve as directors for a term expiring at the next Annual Meeting or upon the election and qualification of their successors. The voting results for each of the nominees are as follows:
| Nominee | Votes For % | Votes For | Votes Withheld | Broker Non-Votes |
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| Joseph E. Mullin III | 99.885% | 22,086,263 | 25,397 | 2,483,050 | ||||||||
| Thomas I. Vehrs | 99.872% | 22,087,656 | 28,372 | 2,478,682 | ||||||||
| Lawrence W. Lepard | 99.875% | 22,084,063 | 27,597 | 2,483,050 | ||||||||
| Daniel Oliver Jr. | 99.882% | 22,085,638 | 26,022 | 2,483,050 | ||||||||
| Clynton R. Nauman | 99.882% | 22,085,638 | 26,022 | 2,483,050 |
3. Appointment of Auditors
The appointment of Davidson & Company LLP, a firm of independent registered public accountants, to serve as the Company's Independent Auditor for 2024 until the next Annual Meeting, was approved. The voting results are as follows:
| For % | For | Against | Abstain | |||
| 99.971% | 24,434,428 | 0 | 7,134 |
4. Approval on a non-binding advisory basis, the compensation of the Company's Named Executive Officers. The voting results are as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 22,027,641 | 64,926 | 0 | 2,502,143 |
5. Approval on a non-binding advisory basis, the frequency of future advisory votes on executive compensation. The voting results are as follows:
The Company has determined it will provide for an advisory shareholder vote on the compensation of the Company's Named Executive Officers on an annual basis.
| Frequency | Votes For | Against | Broker Non-Votes |
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| Year 1 | 19,448,395 | 150,196 | 4,996,119 | |||
| Year 2 | 19,441,292 | 218,588 | 4,934,830 | |||
| Year 3 | 19,396,497 | 206,366 | 4,991,847 |
6. Approval of the Company's Stock Option Plan
Shareholders ratified and approved the Company's rolling stock option plan (the "Option Plan") pursuant to which the maximum number of shares of common stock that may be reserved for issuance thereunder from time to time shall not exceed 10% of the aggregate number of shares of common stock issued and outstanding from time to time. Pursuant to the policies of the Canadian Securities Exchange (CSE), a rolling stock option plan, such as the Option Plan, requires stockholder approval annually.
| For | Against | Abstain | Broker Non-Votes | |||
| 22,017,668 | 93,892 | 0 | 2,483,150 |
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
On November 20, 2024, the Company issued a press release to announce results of the Company's Annual General Meeting. A copy of the press release is included as Exhibit 99.1 hereto and is incorporated herein by reference.
| Exhibit No. |
Description |
| 99.1 | Press release dated November 20, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Date: November 20, 2024
RISE GOLD CORP.
/s/ Joseph E. Mullin III
Joseph Mullin
Chief Executive Officer