ROYAL GOLD INC
For the period ended May 21, 2026. Filed Apr 3, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 21, 2026 · Filed Apr 3, 2026
Contents
Cover page
Show cover page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
| x | Filed by the Registrant |
|---|---|
| o | Filed by a Party other than the Registrant |
| CHECK THE APPROPRIATE BOX: | |
| o | Preliminary Proxy Statement |
| o | Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| x | Definitive Proxy Statement |
| o | Definitive Additional Materials |
| o | Soliciting Material Under Rule 14a-12 |
Royal Gold, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY):
| x | No fee required |
|---|---|
| o | Fee paid previously with preliminary materials |
| o | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 |
2026 Notice of
Annual Meeting and
Proxy Statement
May 21, 2026
9:00 a.m. MT
Principles of Investment StewardshipRoyal Gold aspires to be the “gold standard” in everything we do, operating in alignment with the following Mission, Vision and Core Values, and executing our strategy and conducting our business with discipline, consistency, transparency and reliability. Our conduct and efforts continue to contribute to a sustainable and responsible business approach while guiding the way forward on People, Processes and Principles.
| MissionTo shape the future of mine finance through creativity, collaboration and a commitment to mutually beneficial outcomes for all stakeholders | VisionTo be the gold standard as an employer, a financing partner, an investment and a community member |
|---|
Core Values
| RESPONSIBILITY | INTEGRITY | PARTNERSHIP |
|---|
| PEOPLEInitiative, Ethics, Skills,Cooperation, Culture | PROCESSESEnterprise Risk Management,Board and Committee Effectiveness,Portfolio Monitoring,Due Diligence | PRINCIPLESStrategy, Consistency,Discipline, Reliability,Transparency |
|---|
A Message from the
Chair of the Board
Dear Fellow Stockholders,2025 was very successful for Royal Gold, and for a second consecutive year, we reported records for revenue, operating cash flow and earnings. Strong underlying performance from the portfolio allowed us to benefit from a steadily rising gold price throughout the year. We also achieved several strategic objectives that strengthen the Company for the long term, including the completion of substantial acquisitions that add to the scale, growth potential and diversification of our portfolio.The most significant of these was our acquisition of Sandstorm Gold and Horizon Copper, which was the largest transaction we have ever completed. Your Board reviews growth opportunities as an agenda item in all regular meetings and we were aware of the strategic rationale for a potential Sandstorm and Horizon acquisition long before the beginning of serious discussions in early 2025. Your Board played an active role leading up to those discussions and throughout the entire transaction process to ensure stockholder interests were considered. Several special and regular Board meetings were held to discuss updates as the transaction advanced, and the collective skill set and experience of your Board allowed us to provide the appropriate oversight of each stage of the process. Our extensive involvement confirmed our view that the strategic rationale for the transaction was sound, and we were pleased to see that stockholders agreed. We had very strong stockholder support at our special meeting to approve the transaction, with over 80% of shares represented and over 99% of the votes cast in support.
“This was a transformational year for Royal Gold, and our activity in 2025 positions us as a premier company in our sector.”
I’ll also highlight that we approved the 25th consecutive annual increase to our dividend in 2025. Our long-standing commitment to returning capital to stockholders is unique among our peers, and this increase further cements Royal Gold’s position as the company with the longest record of dividend payment and growth in the precious metals sector.We look forward to reviewing the achievements of 2025 with you, and you are cordially invited to join us virtually for our 2026 annual meeting of stockholders on May 21, 2026, at 9 a.m. Mountain Time. Holders of record of our common stock on March 26, 2026 are entitled to notice of and to vote at the virtual annual meeting. The accompanying notice of virtual annual meeting and proxy statement describe the business to be conducted at the meeting.On behalf of your Board of Directors, I thank you for your continued support.Sincerely,William HayesChair of the Board
Please VoteIt is important that your shares are represented and voted at the virtual annual meeting. Even if you expect to log into the virtual annual meeting, please vote your shares as promptly as possible by telephone or the internet or by signing, dating, and returning the proxy card mailed to you if you received a paper copy of this proxy statement.
| Royal Gold | 2026 Proxy Statement | 1 |
|---|
Notice of 2026 Annual Meeting
of Stockholders
Items of Business
| Proposal 1 | |
| Election of the two Class III director nomineesidentified in the accompanying proxy statement | |
| FOR each director nominee |
| Proposal 2 | |
| Approval, on an advisory basis, of the compensationof our named executive officers | |
| FOR |
| Proposal 3 | |
| Ratification of the appointment of Ernst & Young LLPas our independent registered public accountant for thefiscal year ending December 31, 2026 | |
| FOR |
Stockholders will transact any other business as may properly be brought before
the meeting and any postponement or adjournment of the meeting.
Meeting Materials
We are providing our “Notice of Internet Availability of Proxy Materials” to
stockholders beginning on or about April 3, 2026. This document contains
instructions on how you can access our proxy materials online. We are also
mailing a full set of our proxy materials to stockholders who previously requested
paper copies of the materials. Our proxy materials can also be viewed on our
website atwww.royalgold.com under “Investor Resources — Proxy Materials.”
By Order of the Board of Directors
David Crandall, Corporate Secretary
Denver, Colorado
April 3, 2026
WhenThursday, May 21, 20269:00 a.m. Mountain Time
WhereYou can attend and participate in the meeting by visiting www.virtualshareholdermeeting.com/RGLD2026, where authenticated stockholders will be able to listen to the meeting live, submit questions, and vote. The 2026 annual meeting of stockholders of Royal Gold will be held entirely online via live audio webcast. The webcast is designed to provide stockholders the opportunity to participate virtually to facilitate stockholder attendance and to provide a consistent experience to all stockholders, regardless of location.
WhoYou are eligible to vote at the virtual annual meeting and any postponement or adjournment of the meeting if you are a holder of Royal Gold’s common stock at the close of business on March 26, 2026(the “Record Date”).
How to Vote
Internetwww.proxyvote.com
MailMark, sign, date, and return the enclosed proxy card or voting instruction form
At the Virtual Annual MeetingVote through the online platform
| 2 | Royal Gold | 2026 Proxy Statement |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.