ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 2, 2022, SSR Mining Inc. (the "Company") issued a news release announcing the restructuring of the Chief Operating Officer role into two Executive Vice President positions, with one focused on Growth and Innovation and the second focused on Operations and Sustainability. In connection with the restructuring of the Chief Operating Officer role, on November 11, 2022, the Company issued a news release announcing that William (Bill) MacNevin, age 57, has been appointed as Executive Vice President, Operations and Sustainability, effective as of January 1, 2023. Also in connection with the restructuring of the Chief Operating Officer role, Stewart Beckman left his position as the Company's Chief Operating Officer on December 15, 2022.

The Company entered into an employment agreement (the "Employment Agreement") with Mr. MacNevin, effective January 1, 2023, which is substantially similar to the employment agreements entered into by other executive officers. The Employment Agreement provides that Mr. MacNevin will receive an annual base salary of $525,000, subject to annual review, and he will be eligible to receive annual incentive compensation with a target amount of 75% of his base salary and a maximum opportunity of 150% of base salary. In addition, the Employment Agreement provides that Mr. MacNevin will be eligible for an annual long-term incentive award with a target value of 150% of base salary. In the event that Mr. MacNevin's employment is terminated by the Company without "cause" or by Mr. MacNevin with "good reason" (each as defined in the Employment Agreement), Mr. MacNevin will be entitled to, subject to certain conditions, (a) a pro rata annual bonus based on the average bonus paid to Mr. MacNevin over the previous two years (or his target bonus in the absence of two years of bonus history), (b) a lump sum payment equal to two times his base salary and annual bonus (based on the average bonus paid to Mr. MacNevin over the previous two years or his target bonus in the absence of two years of bonus history) and (c) continued participation in the Company's benefit plans for 24 months following his termination (or, if earlier, the date Mr. MacNevin becomes eligible for substantially similar benefits under a benefit plan of a different employer). In the event that the above-described termination of Mr. MacNevin's employment is within 12 months of a change in control, Mr. MacNevin will also receive accelerated vesting of any outstanding equity awards held by him at the time his employment terminates.

The Employment Agreement contains certain restrictive covenants, including confidentiality of information, non-competition, non-solicitation of employees and non-disparagement covenants.

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS



(d) Exhibits

Exhibit Number                  Description of Exhibit
                     104        Cover Page Interactive Data File (embedded within the Inline XBRL
                                document)

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