International Tower Hill Mines Ltd 2025年度报告

INTERNATIONAL TOWER HILL MINESLTD. Securities registered pursuant to Section12(g)of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 during the preceding12months (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 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit such files).Yes☒ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. 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 financialaccounting standards provided pursuant to Section13(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 effectiveness of its internal control over financialreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection 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-based compensation received by any of theregistrant’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 Rule12b-2 of the Act). Yes☐No☒ Based on the last sale price on the NYSE American of the registrant’s Common Shares on June30, 2025 (the last business day of the registrant’s most recently completedsecond fiscal quarter) of $0.86 per share, the aggregate market value of the voting stock held by non-affiliates of the registrant was approximately $117.5 million. As of March 3, 2026, the registrant had 261,077,473 Common Shares outstanding. DOCUMENTS INCORPORATED BY REFERENCE To the extent specifically referenced in PartIII, portions of the registrant’s definitive Proxy Statement on Schedule 14A to be filed with the Securities and ExchangeCommission in connection with the registrant’s 2026 Annual Meeting of Shareholders are incorporated by reference into this report. Table of Contents Part IItem 1 Business6Item 1ARisk Factors9Item 1BUnresolved Staff Comments20Item 1CCybersecurity20Item 2Properties20Item 3Legal Proceedings31Item 4Mine Safety Disclosures31 Item 5Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities32Item 6[RESERVED]37Item 7Management’s Discussion and Analysis of Financial Condition and Results of Operations38Item 7AQuantitative and Qualitative Disclosures About Market Risk42Item 8Financial Statements and Supplementary Data42Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure62Item 9AControls and Procedures62Item 9BOther Information62Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections62 Item 10Directors, Executive Officers, and Corporate Governance63Item 11Executive Compensation63Item 12Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters63Item 13Certain Relationships and Related Transactions, and Director Independence63Item 14Principal Accountant Fees and Services63 PartIVItem 15Exhibits and Financial Statement Schedules64Item 16Form10-K Summary66 SIGNATURES67 FORWARD LOOKING STATEMENTS This Annual Report on Form10-K contains forward-looking statements or information within the meaning of theUnited States Private Securities Litigation Reform Act of 1995 concerning anticipated results and developments in theoperations of the Company in future periods, planned exploration activities, the adequacy of the Company’s financialresources and other events or conditions that may occur in the future. Forward-looking statements are frequently, butnot always, ide