Solitario Zinc Corp 2024年度报告

FORM10-K (Mark One)☒Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31,2024 or ☐Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period fromto Commission file number001-32978 SOLITARIO RESOURCES CORP. (Exact name of registrant as specified in charter) 84-1285791(I.R.S. Employer Identification No.) (State or other jurisdiction of incorporation or organization) 4251 Kipling St.Suite 390,Wheat Ridge,CO(Address of principal executive offices) 80033(Zip Code) Registrant's telephone number, including area code(303)534-1030 Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☒NO☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. Yes☒NO☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒NO☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smallerreporting company" and “emerging growth company” in Rule 12b-2 of the Exchange Act: Large accelerated filer☐Non-accelerated filer☒Accelerated filer☐Smaller reporting company☒Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report. YES☐NO☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES☐NO☒ The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of the last businessday of the registrant's most recently completed second fiscal quarter, based upon the closing sale price of the registrant's commonstock on June 28, 2024 as reported on NYSE American, was approximately $65,923,000. There were81,638,418shares of common stock, $0.01 par value, outstanding on March 11, 2025. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive Proxy Statement for the Registrant’s Annual Meeting of Shareholders, which is expected to be filed by April30, 2025, have been incorporated by reference into Part III of this Annual Report on Form 10-K. Item 1Business3Item 1ARisk Factors7Item 1BUnresolved Staff Comments15Item 1CCybersecurity15Item 2Properties16Item 3Legal Proceedings43Item 4Mine Safety Disclosures43 Item 5Market for Registrant's Common Equity, Related Stockholder Matters and IssuerPurchases of EquitySecurities44Item 6[Reserved]44Item 7Management's Discussion and Analysis of Financial Condition and Results of Operations45Item 7AQuantitative and Qualitative Disclosures about Market Risk53Item 8Financial Statements and Supplementary Data54Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure72Item 9AControls and Procedures72Item 9BOther Information72Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections72 Item 10Directors, Executive Officers and Corporate Governance73Item 11Executive Compensation73Item 12Security Ownership of Certain Beneficial Own