0001062993-24-008757.txt : 20240424 0001062993-24-008757.hdr.sgml : 20240424 20240424160010 ACCESSION NUMBER: 0001062993-24-008757 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240423 FILED AS OF DATE: 20240424 DATE AS OF CHANGE: 20240424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Galiano Gold Inc. CENTRAL INDEX KEY: 0001377757 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33580 FILM NUMBER: 24870470 BUSINESS ADDRESS: STREET 1: 680 - 1066 WEST HASTINGS STREET CITY: VANCOUVER STATE: A1 ZIP: V6E 3X2 BUSINESS PHONE: 604 683 8193 MAIL ADDRESS: STREET 1: 680 - 1066 WEST HASTINGS STREET CITY: VANCOUVER STATE: A1 ZIP: V6E 3X2 FORMER COMPANY: FORMER CONFORMED NAME: Asanko Gold Inc. DATE OF NAME CHANGE: 20130311 FORMER COMPANY: FORMER CONFORMED NAME: Keegan Resources Inc. DATE OF NAME CHANGE: 20061006 6-K 1 form6k.htm FORM 6-K Galiano Gold Inc.: Form 6-K - Filed by newsfilecorp.com

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

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

For the month of April 2024

Commission File No. 001-33580

GALIANO GOLD INC.
(Translation of registrant's name into English)

Suite 1640, 1066 West Hastings Street
Vancouver, British Columbia, V6E 3X1, Canada
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

Form 20-F  [  ]  Form 40-F [X]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)  [  ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)  [  ]

SUBMITTED HEREWITH

Exhibit 99.1 included with this report is hereby incorporated by reference as an exhibit to the registrant's registration statement on Form F-10 (File No. 333-268945) (the "Registration Statement"), and to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

Exhibits   Description
     
99.1   Material Change Report dated April 23, 2024

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, thereunto duly authorized.

GALIANO GOLD INC.

/s/ Matthew Freeman    
     
Matthew Freeman    
Chief Financial Officer    

Date:  April 24, 2024

 EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 Galiano Gold Inc.: Exhibit 99.1 - Filed by newsfilecorp.com

Form 51-102F3

MATERIAL CHANGE REPORT

Item 1. Name and Address of Reporting Issuer

Galiano Gold Inc. (the "Company")

1066 West Hastings Street, Suite 1640

Vancouver, BC

V6E 3X1

Item 2. Date of Material Changes

April 18, 2024

Item 3. News Releases

A news release announcing the material change was disseminated on April 18, 2024 through Canada Newswire, and a copy was filed under the Company's SEDAR+ profile at www.sedarplus.ca.

Item 4. Summary of Material Changes

On April 18, 2024, the Company announced the upcoming retirement of Dr. Michael Price from its Board of Directors (the "Board").

The Company also announced that Mr. Navin Dyal and Dr. Moira Smith will be appointed to the Board effective May 3, 2024.

Item 5.1. Full Description of Material Changes

On April 18, 2024, the Company announced the upcoming retirement of Dr. Michael Price from the Board. Dr. Price is a mining finance consultant and advisor and has served on the Board since 2014. During his tenure, he has served on the Audit Committee, Compensation, Governance and Nominating Committee, and Sustainability Committee. Dr. Price will not be standing for re-election at the 2024 AGM on June 13, 2024.

The Company also announced that Mr. Navin Dyal and Dr. Moira Smith will be appointed to the Board effective May 3, 2024.

Mr. Navin Dyal is currently the Chief Financial Officer of Dundee Precious Metals Inc., and has over 20 years of finance and public company experience. Mr. Dyal is an accomplished senior executive with a track record of success in financial and strategic leadership, capital funding and mergers and acquisitions. Prior to Dundee Precious Metals, Mr. Dyal was the Senior Vice President and Chief Financial Officer at Teranga Gold Corporation for nine years prior to its acquisition by Endeavour Mining Corporation. He spent seven years with Barrick Gold Corporation in progressively senior finance positions and was an auditor with PricewaterhouseCoopers earlier in his career. Mr. Dyal is a Chartered Professional Accountant, Chartered Accountant and holds a Bachelor of Commerce from the University of Toronto.

Dr. Moira Smith, P. Geo., has over 30 years of expansive industry experience. Dr. Smith has held key positions from Vice President, Exploration and Geoscience with Liberty Gold, Chief Geologist, Nevada for Fronteer Gold and Senior Geologist and U.S. Exploration Manager with Teck. She has held board or executive positions with many industry associations and is a past President of the Society of Economic Geologists and recent winner of the Colin Spence award from the Association for Mineral Exploration of B.C. Dr. Smith received her Ph.D., Geology, from the University of Arizona and is a member in good standing with numerous professional organizations. Dr. Smith is also a director of Discovery Metals Corp.

5.2: Disclosure for Restructuring Transaction

Not applicable.

Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7. Omitted Information

Not applicable.

Item 8. Executive Officer

For further information, please contact Matthew Freeman, Chief Financial Officer, at (604) 683-8193.

Item 9. Date of Report

April 23, 2024