UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,D.C. 20549

 

FORM 6-K

 

Report ofForeign Private Issuer

Pursuantto Rule 13a-16 or 15d-16

UNDER theSecurities Exchange Act of 1934

 

For the month of June, 2025

 

Commission File Number: 001-39766

 

ORLA MINING LTD.

(Translation of registrant's name into English)

 

1010-1075West Georgia Street

Vancouver,BC

V6E3C9

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annualreports under cover Form 20-F or Form 40-F.

 

Form 20-F    ☐   Form 40-F    ☒

 

 

 

 

 
 

SIGNATURE

 

Pursuant to the requirements of the Securities ExchangeAct of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    ORLA MINING LTD..
        
Date: June 24, 2025    /s/ Etienne Morin
 

Name: Etienne Morin

Title:   Chief Financial Officer



 

 

   

 

 
 

 

EXHIBIT INDEX

 

 

Exhibit   Description of Exhibit
     
99.1   Press Release dated June 24, 2025
99.2   Report on Voting Results

Exhibit 99.1

 

News Release 

 

Orla Mining Reports Voting Results of AnnualShareholder Meeting

VANCOUVER, BC, June 24, 2025 /CNW/ - Orla MiningLtd. (TSX: OLA) (NYSE: ORLA) ("Orla" or the "Company") is pleased to report the voting results for the electionof its Board of Directors, which took place at the Company's Annual General and Special Meeting of Shareholders ("AGM") heldtoday. All nominees, as set forth in the Company's Management Information Circular dated May 9, 2025, were elected as directors of Orlaat the AGM. Detailed results of the votes are set out below:

Nominee Votes For % For Votes Against % Against
Charles Jeannes 243,543,631 98.99 % 2,479,333 1.01 %
Jason Simpson 245,973,923 99.98 % 49,041 0.02 %
Jean Robitaille 235,151,627 95.58 % 10,871,336 4.42 %
David Stephens 241,980,297 98.36 % 4,042,666 1.64 %
Elizabeth McGregor 245,492,088 99.78 % 530,877 0.22 %
Tamara Brown 245,490,311 99.78 % 532,653 0.22 %
Ana Sofía Ríos 245,794,840 99.91 % 228,123 0.09 %
Rob Krcmarov 245,950,408 99.97 % 72,556 0.03 %
Scott Langley 245,347,262 99.73 % 675,703 0.27 %

Tim Haldane did not stand for re-election at the AGMand has retired from the Company's Board of Directors. The Company extends its sincere thanks for his many years of dedicated serviceand leadership.

"I want to extend my deepest thanks to TimHaldane, who has retired from the Board of Directors after seven years of dedicated service. Tim has been a trusted advisor and steadyhand throughout Orla's journey, particularly during the construction of the Camino Rojo mine, and helping to shape our evolution froma single-asset developer to a growing, multi-asset producer. On behalf of all of us at Orla, I want to express our sincere gratitude andwish Tim continued success in all of his future endeavors."

Chuck Jeannes, Non-Executive Chairmanand Director

The shareholders also approved: (1) the appointmentof Deloitte LLP as auditor of the Company for the ensuing year and authorizing the Board of Directors to fix the remuneration of the auditor;(2) a non-binding advisory resolution accepting the Company's approach to executive compensation, also known as "say-on-pay";(3) certain amendments to the Company's stock option plan; and (4) certain amendments to the Company's restricted share unit plan. Resultsof the shareholder votes on these items are set forth below:

  Outcome
of Vote
Votes For %
For
Against %
Against
Withheld %
Withheld
Appointment of
Auditors
Carried 253,058,160 99.97 % - - 66,800 0.03 %
Non-Binding
Advisory Vote on
Executive
Compensation
Carried 240,865,115 97.90 % 5,157,848 2.10 % - -
Stock Option Plan
Amendments
Carried 241,740,802 98.26 % 4,282,163 1.74 % - -
Restricted Share
Unit Plan
Amendments
Carried 242,808,720 98.69 % 3,214,243 1.31 % - -

The Company filed its Form 40-F for the year endedDecember 31, 2024 with the Securities and Exchange Commission and it is available under the Company's profile on EDGAR at www.sec.gov.The Company's 2024 Audited Financial Statements are available on the Company's website at  https://www.orlamining.com/investors/financials-statements.

Shareholders may also receive a copy of these Companydocuments without charge upon request by e-mail at info@orlamining.com.

About Orla Mining Ltd.

Orla's corporate strategy is to acquire, develop,and operate mineral properties where the Company's expertise can substantially increase stakeholder value. The Company has three materialprojects, consisting of two operating mines and one development project, all 100% owned by the Company: (1) Camino Rojo, in ZacatecasState, Mexico, an operating gold and silver open-pit and heap leach mine. The property covers over 139,000 hectares which contains a largeoxide and sulphide mineral resource, (2) Musselwhite Mine, in Northwestern Ontario, Canada, an underground gold mine that has been inoperation for over 25 years and produced over 6 million ounces of gold, with a long history of resource growth and conversion, and (3)South Railroad, in Nevada, United States, a feasibility-stage, open pit, heap leach gold project located on the Carlin trend in Nevada.The technical reports for the Company's material projects are available on Orla's website at www.orlamining.com, and on SEDAR+ and EDGARunder the Company's profile at www.sedarplus.ca and www.sec.gov, respectively.

www.orlamining.com 
info@orlamining.com

SOURCE Orla Mining Ltd.

 

View original content to download multimedia: http://www.newswire.ca/en/releases/archive/June2025/24/c9533.html

%CIK: 0001680056

For further information: For further information, please contact:Jason Simpson, President & Chief Executive Officer, Andrew Bradbury, Vice President, Investor Relations & Corporate Development

CO: Orla Mining Ltd.

CNW 17:00e 24-JUN-25

Exhibit 99.2

 

 

ORLA MINING LTD.

(the “Company”)

 

REPORT ON VOTING RESULTS

(Pursuant to Section 11.3 of National Instrument 51-102– Continuous Disclosure Obligations)

 

The following is the Report on Voting Resultsfor the Annual General and Special Meeting of Shareholders of the Company held on Tuesday, June 24, 2025 (the “Meeting”).All matters placed before the shareholders for consideration at the Meeting were approved.

MATTER VOTED UPON VOTING RESULTS OUTCOME OF VOTE
 
1.    Election of Directors: FOR AGAINST  
Charles Jeannes 243,543,631 (98.99%) 2,479,333 (1.01%) Carried
Jason Simpson 245,973,923 (99.98%)

49,041

(0.02%)

Carried
Jean Robitaille 235,151,627 (95.58%) 10,871,336 (4.42%) Carried
David Stephens 241,980,297 (98.36%) 4,042,666 (1.64%) Carried
Elizabeth McGregor 245,492,088 (99.78%) 530,877 (0.22%) Carried
Tamara Brown 245,490,311 (99.78%) 532,653 (0.22%) Carried
Ana Sofía Ríos 245,794,840 (99.91%) 228,123 (0.09%) Carried
Rob Krcmarov 245,950,408 (99.97%) 72,556
(0.03%)
Carried
Scott Langley 245,347,262 (99.73%) 675,703 (0.27%) Carried
 
  FOR WITHHELD  
2.     Appointment of Auditors:  Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Board of Directors to fix their remuneration. 253,058,160 (99.97%)

66,800

(0.03%)

Carried
 
  FOR AGAINST  
3. Say-on-Pay:  A non-binding advisory resolution accepting the Company’s approach to executive compensation. 240,865,115 (97.90%) 5,157,848 (2.10%) Carried
 
  FOR AGAINST  
4. Approval of Stock Option Plan Amendments: Approval of certain amendments to the Company’s Stock Option Plan. 241,740,802 (98.26%) 4,282,163 (1.74%) Carried
 
  FOR AGAINST  
5. Approval of Restricted Share Unit Plan Amendments: Approval of certain amendments to the Company’s Restricted Share Unit Plan. 242,808,720 (98.69%) 3,214,243 (1.31%) Carried