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 1.01. Entry into a Material Definitive Agreement.
As previously disclosed, on March 31, 2021, Western Alaska Copper and Gold Company ("WACG"), a direct wholly owned subsidiary of Alaska Silver Corp. (the "Company"), acquired all of the issued and outstanding shares of common stock of Piek Incorporated for a total purchase price of $3,698,000, which WACG satisfied by issuing a promissory note (as amended, the "Promissory Note") to Joe Piekenbrock, the Company's Chief Exploration Officer (the "Holder"). The Promissory Note bears interest at 5% per annum and matures on December 1, 2026, with payments made as follows: (i) monthly payments of $10,000 on the outstanding principal balance due until the Company closes a financing, at which time the monthly principal payments will increase to $25,000; (ii) in the event that the Company closes a financing round, a principal reduction payment equal to 6% of such financing round to be applied against the outstanding principal balance of the Principal Note, together with accrued interest, due and payable upon closing of each such financing round; (iii) a principal reduction payment of $750,000 due on June 1, 2026; and (iv) payment of the remaining outstanding principal balance and all accrued interest on December 1, 2026.
On December 17, 2025, WACG entered into the Eighth Amendment to Promissory Note (the "Amendment") with the Holder, pursuant to which, effective November 1, 2025, (a) interest on the outstanding principal balance of the Promissory Note accrues at a rate equal 3.5% per annum and (b) payments are to be made as follows: (i) monthly payments of $10,000 on the outstanding principal balance; (ii) in the event that the Company closes a financing round, a principal reduction payment equal to 6% of such financing round to be applied against the outstanding principal balance of the Promissory Note; (iii) payment of the remaining outstanding principal balance of the Promissory Note, together with all accrued interest, on July 1, 2027.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 8.01. Other Events.
On December 19, 2025, the Company issued a total of 68,334 restricted stock units ("RSUs") with a total grant date value of approximately $54,000 to three non-executive directors of the Company who elected to receive their annual fees for board service in the form of RSUs in accordance with the Company's director compensation policy. Such RSUs reflect amounts payable to such directors for the third and fourth quarters of 2025. Each RSU represents the right to receive one subordinate voting share, no par value, of the Company upon vesting and will vest one year from their grant date.
Item 9.01. Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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104 |
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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: December 22, 2025
| ALASKA SILVER CORP. | ||
| By: | /s/ Darren Morgans | |
| Darren Morgans | ||
| Chief Financial Officer | ||