Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

Form 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2023

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from__________to__________

Commission File Number: 001-31240

Newmont-Color-RGB.jpg

NEWMONT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware84-1611629
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
6900 E Layton Ave
Denver, Colorado80237
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code (303) 863-7414

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each classTrading SymbolName of each exchange on which registered
Common stock, par value $1.60 per shareNEMNew York Stock Exchange

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒ Yes ☐ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. ☐ Yes ☒ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12-b2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☒

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b2 of the Exchange Act). ☐ Yes ☒ No

At June 30, 2023, the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant was $33,878,942,644 based on the closing sale price as reported on the New York Stock Exchange. There were 1,152,551,607 shares of common stock outstanding on February 15, 2024.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of Registrant’s definitive Proxy Statement for the Registrant’s 2024 Annual Stockholders Meeting will be filed no later than 120 days after the close of the Registrant's fiscal year ended December 31, 2023, are incorporated by reference into Part III of this report.

TABLE OF CONTENTS

PART IPage
GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS1
2023 RESULTS AND HIGHLIGHTS2
ITEM 1.BUSINESS5
Introduction5
Segment Information5
Products5
Competition8
Licenses and Concessions8
Condition of Physical Assets and Insurance8
Environmental, Social and Governance9
Risk Factor Summary12
Forward-Looking Statements14
Available Information16
ITEM 1A.RISK FACTORS16
ITEM 1B.UNRESOLVED STAFF COMMENTS47
ITEM 1C.CYBERSECURITY48
ITEM 2.PROPERTIES50
Production and Development Properties50
Operating Statistics60
Proven and Probable Reserves67
Measured, Indicated, and Inferred Resources76
ITEM 3.LEGAL PROCEEDINGS88
ITEM 4.MINE SAFETY DISCLOSURES88
PART II
ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES89
ITEM 6.RESERVED89
ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS90
Overview90
Consolidated Financial Results91
Results of Consolidated Operations96
Foreign Currency Exchange Rates99
Liquidity and Capital Resources111
Environmental117
Forward Looking Statements117
Non-GAAP Financial Measures100
Accounting Developments117
Critical Accounting Estimates117
ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK123
Metal Prices123
Foreign Currency124
Commodity Price Exposure125
ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA126
ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE193
ITEM 9A.CONTROLS AND PROCEDURES193
ITEM 9B.OTHER INFORMATION195
PART III
ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE196
ITEM 11.EXECUTIVE COMPENSATION197
ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS197
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE198
ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES198
PART IV
ITEM 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES199
ITEM 16.FORM 10-K SUMMARY199
SIGNATURESSCH-1
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTSSCH-2

GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS

UnitUnit of Measure
$United States Dollar
%Percent
A$Australian Dollar
C$Canadian Dollar
gramMetric Gram
ounceTroy Ounce
poundUnited States Pound
tonneMetric Ton
AbbreviationDescription
AISC (1)All-In Sustaining Costs
ARCAsset Retirement Cost
ARSArgentine Peso
ASCFASB Accounting Standard Codification
ASUFASB Accounting Standard Update
AUDAustralian Dollar
CADCanadian Dollar
CASCosts Applicable to Sales
EBITDA (1)Earnings Before Interest, Taxes, Depreciation and Amortization
EIAEnvironmental Impact Assessment
EPAU.S. Environmental Protection Agency
ESGEnvironmental, Social and Governance
Exchange ActU.S. Securities Exchange Act of 1934
FASBFinancial Accounting Standards Board
GAAPU.S. Generally Accepted Accounting Principles
GEO (2)Gold Equivalent Ounces
GHGGreenhouse Gases, which are defined by the EPA as gases that trap heat in the atmosphere
GISTMGlobal Industry Standard on Tailings Management
IFRSInternational Financial Reporting Standards
LIBORLondon Interbank Offered Rate
LBMALondon Bullion Market Association
LMELondon Metal Exchange
MD&AManagement’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations
MINAMMinistry of the Environment of Peru
Mine ActU.S. Federal Mine Safety and Health Act of 1977
MINEMMinistry of Energy and Mines of Peru
MSHAFederal Mine Safety and Health Administration
MXNMexican Peso
NPDESNational Pollutant Discharge Elimination System
PGKPapua New Guinea Kina
PNGPapua New Guinea
PSUPerformance Leverage Stock Unit
RSURestricted Stock Unit
SAGSemi-Autogenous Grinding
SECU.S. Securities and Exchange Commission
Securities ActU.S. Securities Act of 1933
SOFRSecured Overnight Financing Rate
UNThe United Nations
UOPUnits of Production
U.S.The United States of America
USDUnited States Dollar
WTPWater Treatment Plant

____________________________

(1)Refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A.

(2)Refer to Results of Consolidated Operations within Part II, Item 7, MD&A.

NEWMONT CORPORATION

2023 RESULTS AND HIGHLIGHTS

(unaudited, in millions, except per share, per ounce and per pound)

Year Ended December 31,
202320222021
Financial Results:
Sales$11,812$11,915$12,222
Gold$10,593$10,416$10,543
Copper$575$316$295
Silver$335$549$651
Lead$96$133$172
Zinc$213$501$561
Costs applicable to sales (1)$6,699$6,468$5,435
Gold$5,689$5,423$4,628
Copper$359$181$143
Silver$300$454$332
Lead$98$94$76
Zinc$253$316$256
Net income (loss) from continuing operations$(2,494)$(399)$176
Net income (loss)$(2,467)$(369)$233
Net income (loss) from continuing operations attributable to Newmont stockholders$(2,521)$(459)$1,109
Per common share, diluted:
Net income (loss) from continuing operations attributable to Newmont stockholders$(3.00)$(0.58)$1.39
Net income (loss) attributable to Newmont stockholders$(2.97)$(0.54)$1.46
Adjusted net income (loss) (2)$1,324$1,468$2,371
Adjusted net income (loss) per share, diluted (2)$1.57$1.85$2.96
Earnings before interest, taxes and depreciation and amortization (2)$320$2,361$3,705
Adjusted earnings before interest, taxes and depreciation and amortization (2)$4,215$4,550$5,963
Net cash provided by (used in) operating activities of continuing operations$2,754$3,198$4,266
Free cash flow (2)$88$1,067$2,613
Regular cash dividends paid per common share$1.60$2.20$2.20
Regular cash dividends declared per common share$1.45$2.05$2.20

____________________________

(1)Excludes Depreciation and amortization and Reclamation and remediation.

(2)Refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A.

NEWMONT CORPORATION

2023 RESULTS AND HIGHLIGHTS

(unaudited, in millions, except per share, per ounce and per pound)

Year Ended December 31,
202320222021
Operating Results:
Consolidated gold ounces (thousands):
Produced5,4015,7865,884
Sold5,4205,8125,897
Attributable gold ounces (thousands):
Produced (1)5,5455,9565,971
Sold (2)5,3405,6965,660
Consolidated and attributable gold equivalent ounces - other metals (thousands): (3)
Produced8911,2751,252
Sold8961,2751,258
Consolidated and attributable - other metals:
Produced copper (million pounds)1458471
Sold copper (million pounds)1558569
Produced silver (million ounces)183031
Sold silver (million ounces)173032
Produced lead (million pounds)113149177
Sold lead (million pounds)107147173
Produced zinc (million pounds)230377435
Sold zinc (million pounds)222373433
Average realized price:
Gold (per ounce)$1,954$1,792$1,788
Copper (per pound)$3.71$3.69$4.29
Silver (per ounce)$19.97$18.45$20.19
Lead (per pound)$0.90$0.91$1.00
Zinc (per pound)$0.96$1.34$1.30
Consolidated costs applicable to sales: (4)(5)
Gold (per ounce)$1,050$933$785
Gold equivalent ounces - other metals (per ounce) (3)$1,127$819$640
All-in sustaining costs: (5)
Gold (per ounce)$1,444$1,211$1,062
Gold equivalent ounces - other metals (per ounce) (3)$1,579$1,114$900

____________________________

(1)Attributable gold ounces produced includes 224, 285 and 325 ounces for the years ended December 31, 2023, 2022 and 2021, respectively, related to the Pueblo Viejo mine, which is 40% owned by Newmont and accounted for as an equity method investment.

(2)Attributable gold ounces sold excludes ounces related to the Pueblo Viejo mine, which is 40% owned by Newmont and accounted for as an equity method investment, and the Fruta del Norte mine, which is wholly owned by Lundin Gold whom the Company holds a 32% interest and is accounted for as an equity method investment.

(3)Gold equivalent ounces are calculated as pounds or ounces produced or sold multiplied by the ratio of the other metals’ price to the gold price. In 2023, the Company updated the metal prices utilized for this calculation to align with reserve metal price assumptions; this resulted in fewer calculated gold equivalent ounces - other metals produced and sold of 148 thousand ounces and 145 thousand ounces, respectively, for the year ended December 31, 2023, than would have been calculated based on the pricing used in 2022 for this calculation. Refer to Results of Consolidated Operations within Part II, Item 7, MD&A for further information.

(4)Excludes Depreciation and amortization and Reclamation and remediation.

(5)Refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A.

Highlights (dollars in millions, except per share, per ounce and per pound amounts)

  • Newcrest Transaction:** On November 6, 2023, the Company completed its business combination transaction with Newcrest Mining Limited, a public Australian mining company limited by shares ("Newcrest"), whereby Newmont, through Newmont Overseas Holdings Pty Ltd, an Australian proprietary company limited by shares (“Newmont Sub”), acquired all of the ordinary shares of Newcrest in a fully stock transaction for total non-cash consideration of $13,549. Newcrest became a direct wholly owned subsidiary of Newmont Sub and an indirect wholly owned subsidiary of Newmont. The combined company continues to be traded on the New York Stock Exchange under the ticker NEM. The combined company is also listed on the Toronto Stock Exchange under the ticker NGT, on the Australian Securities Exchange under the ticker NEM, and on the Papua New Guinea Securities Exchange under the ticker NEM.

  • Net income:** Delivered Net income (loss) from continuing operations attributable to Newmont stockholders of $(2,521) or $(3.00) per diluted share, a decrease of $2,062 from the prior year primarily due to higher Reclamation and Remediation, higher Impairment charges, the Peñasquito labor strike, Newcrest transaction and integration costs, a loss on abandonment of the Peñasquito pyrite leach plant, higher income tax expense, and lower production at Akyem, partially offset by higher average realized prices for gold, silver and copper.

  • Adjusted net income:** Reported Adjusted Net Income of $1,324 or $1.57 per diluted share, a decrease of $0.28 per diluted share from the prior year (refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A).

  • Adjusted EBITDA:** Reported $4,215 in Adjusted EBITDA, a decrease of 7% from the prior year (refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A).

  • Cash Flow:** Reported Net cash provided by (used in) operating activities of continuing operations of $2,754 for the year ended December 31, 2023, a decrease of 14% from the prior year, and free cash flow of $88 (refer to Non-GAAP Financial Measures within Part II, Item 7, MD&A).

  • ESG:** Published annual sustainability report providing a transparent view of ESG performance; published third annual climate report providing a view on how the Company understands and is addressing climate change; contributed $56, of which $17 was contributed in 2023 as part of the Company's strategic alliance with Caterpillar Inc. to develop and deliver electric autonomous mining systems to make our mines safer and more productive while also supporting Newmont in reaching our greenhouse gas reduction 2030 and 2050 targets; published second Taxes and Royalties Contribution Report, providing an overview of the Company's tax strategy and economic contributions as part of its commitment to shared value creation; ranked Top Miner in 2023 Dow Jones Sustainability World Index.

  • Attributable gold production:** Produced approximately 6 million ounces of gold, in line with prior year.

  • Financial strength:** Ended the year with $3.0 billion of consolidated cash and approximately $6.1 billion of liquidity; declared a total dividend of $1.45 per share for the year.

Our global project pipeline

Newmont’s project pipeline supports stable production with improving margins and mine life. Near-term development capital projects are presented below. Additional projects represent incremental improvements to production and cost guidance. We manage our wider project portfolio to maintain flexibility to address the development risks associated with our projects including permitting, local community and government support, engineering and procurement availability, technical issues, escalating costs and other associated risks that could adversely impact the timing and costs of certain opportunities.

Ahafo North, Ahafo. This project expands our existing footprint in Ghana with four open pit mines and a stand-alone mill located approximately 30 kilometers from the Company’s Ahafo South operations and will deliver value through the open pit mining and processing of over three million ounces of gold over a 13-year mine life. The project is expected to add between 275,000 and 325,000 ounces per year for the first five full years of production beginning in 2026. Capital costs for the project are estimated to be between $950 and $1,050 with an expected commercial production date in late 2025. Development capital costs (excluding capitalized interest) since approval were $375, of which $163 related to 2023.

Tanami Expansion 2, Tanami. This project secures Tanami’s future as a long-life, low-cost producer with potential to extend mine life to 2040 through the addition of a 1,460-meter hoisting shaft and supporting infrastructure to achieve higher production and provide a platform for future growth. The expansion is expected to increase average annual gold production by approximately 150,000 to 200,000 ounces per year for the first five years and is expected to reduce operating costs by approximately 30 percent. Capital costs for the project are estimated to be between $1,700 and $1,800 with an expected commercial production date in the second half of 2027. Development capital costs (excluding capitalized interest) since approval were $752, of which $253 related to 2023.

Cadia Block Caves, Cadia. This project includes two panel caves to recover approximately 5.9 million ounces of gold reserves and 2.9 billion pounds of copper reserves. First ore has been delivered from the first panel cave (PC2-3), and development is underway at the second panel cave (PC1-2). The newly acquired project is currently under review, and a more fulsome update on the anticipated metrics is expected to be provided in mid 2024. Development capital costs (excluding capitalized interest) since approval were $36, of which all related to 2023.

PART I

Next: Item 1. BUSINESS (dollars in millions, except per share, per ounce and per pound amounts)