Igor Gonzales - Jan 16, 2025 Form 4 Insider Report for Gatos Silver, Inc. (GATO)

Role: Director
Signature: /s/ Stephen Bodley as Attorney-in-Fact for Igor Gonzales
Stock symbol: GATO
Transactions as of: Jan 16, 2025
Transactions value $: $0
Form type: 4
Date filed: 1/17/2025, 05:47 PM
Previous filing: Dec 11, 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GATO	Common Stock	Disposed to Issuer		-49.7K	-100%		0	Jan 16, 2025	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Shares	Change %	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GATO	Stock Option (Right to Buy)	Disposed to Issuer	-20.7K	-100%	Jan 16, 2025	Common Stock	20.7K	$12.00	Direct	F2
transaction	GATO	Stock Option (Right to Buy)	Disposed to Issuer	-4.01K	-100%	Jan 16, 2025	Common Stock	4.01K	$18.03	Direct	F2
transaction	GATO	Stock Option (Right to Buy)	Disposed to Issuer	-12.5K	-100%	Jan 16, 2025	Common Stock	12.5K	$5.04	Direct	F2
transaction	GATO	Stock Option (Right to Buy)	Disposed to Issuer	-19.2K	-100%	Jan 16, 2025	Common Stock	19.2K	$4.74	Direct	F2
transaction	GATO	Stock Option (Right to Buy)	Disposed to Issuer	-4.99K	-100%	Jan 16, 2025	Common Stock	4.99K	$15.34	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Igor Gonzales is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Represents shares underlying deferred stock units ("DSUs") of the Issuer, which were fully vested on the grant date. Pursuant to the Merger Agreement, each DSU beneficially owned by the Reporting Person will settle for the right to receive the Merger Consideration. (See "Remarks" below for an explanation of defined terms.)
F2	Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Issuer stock option beneficially owned by the Reporting Person, whether vested or unvested, was assumed by First Majestic and converted into options to acquire First Majestic Common Shares (the "Converted Options"). The Converted Options are subject to the same terms and conditions that were applicable to them prior to the Merger, except that (i) the Converted Options relate to common shares of First Majestic, and (ii) the number of First Majestic common shares subject to the Converted Options and the exercise prices thereof were determined based upon the exchange ratio pursuant to the Merger Agreement. (See "Remarks" below for an explanation of defined terms.)

Content

Represents shares underlying deferred stock units ("DSUs") of the Issuer, which were fully vested on the grant date. Pursuant to the Merger Agreement, each DSU beneficially owned by the Reporting Person will settle for the right to receive the Merger Consideration. (See "Remarks" below for an explanation of defined terms.)

Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Issuer stock option beneficially owned by the Reporting Person, whether vested or unvested, was assumed by First Majestic and converted into options to acquire First Majestic Common Shares (the "Converted Options"). The Converted Options are subject to the same terms and conditions that were applicable to them prior to the Merger, except that (i) the Converted Options relate to common shares of First Majestic, and (ii) the number of First Majestic common shares subject to the Converted Options and the exercise prices thereof were determined based upon the exchange ratio pursuant to the Merger Agreement. (See "Remarks" below for an explanation of defined terms.)

Remarks:

This Form 4 reports securities disposed of in connection with the Agreement and Plan of Merger, dated as of September 5, 2024 (the "Merger Agreement"), by and among Gatos Silver, Inc. (the "Issuer"), First Majestic Silver Corp. ("First Majestic") and Ocelot Transaction Corporation, a wholly-owned subsidiary of First Majestic ("Merger Sub"), whereby Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving entity and a wholly-owned subsidiary of First Majestic (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Issuer's common stock, par value $0.001 per share (the "Common Stock"), issued and outstanding prior to the Merger was converted into the right to receive 2.55 First Majestic common shares (the "Merger Consideration") and cash in lieu of any fractional First Majestic common shares.