Newmont 10-Q 2026-03-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

Form 10-Q

(Mark One)

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

For the Quarterly Period Ended March 31, 2026

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 CORPORATION

(Exact name of registrant as specified in its charter)

Delaware						84-1611629
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)
6900 E Layton Ave
Denver, Colorado						80237
(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 class						Trading Symbol						Name of each exchange on which registered
Common stock, par value $1.60 per share						NEM						New York Stock Exchange

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 is a shell company (as defined in Rule 12-b2 of the Exchange Act). ☐ Yes ☒ No

There were 1,067,552,764 shares of common stock outstanding on April 16, 2026.

TABLE OF CONTENTS

			PART I – FINANCIAL INFORMATION			Page
GLOSSARY OF ABBREVIATIONS						1
RESULTS AND HIGHLIGHTS						2
ITEM 1.			FINANCIAL STATEMENTS			6
			Condensed Consolidated Statements of Operations			6
			Condensed Consolidated Statements of Comprehensive Income (Loss)			7
			Condensed Consolidated Balance Sheets			8
			Condensed Consolidated Statements of Cash Flows			9
			Condensed Consolidated Statements of Changes in Equity			11
			Notes to the Condensed Consolidated Financial Statements			12
			Note 1 Basis of Presentation			12
			Note 2 Summary of Significant Accounting Policies			12
			Note 3 Divestitures			13
			Note 4 Segment Information			14
			Note 5 Sales			17
			Note 6 Reclamation and Remediation			18
			Note 7 Other Expense, Net			19
			Note 8 Other Income (Loss), Net			19
			Note 9 Income and Mining Taxes			20
			Note 10 Fair Value Accounting			20
			Note 11 Derivative Instruments			22
			Note 12 Investments			24
			Note 13 Inventories			25
			Note 14 Stockpiles and Ore on Leach Pads			25
			Note 15 Debt			25
			Note 16 Other Liabilities			26
			Note 17 Accumulated Other Comprehensive Income (Loss)			26
			Note 18 Commitments and Contingencies			26
ITEM 2.			MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			32
			Overview			32
			Consolidated Financial Results			33
			Results of Consolidated Operations			37
			Liquidity and Capital Resources			41
			Environmental			45
			Non-GAAP Financial Measures			45
			Accounting Developments			52
			Safe Harbor Statement			52
ITEM 3.			QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			54
ITEM 4.			CONTROLS AND PROCEDURES			56
			PART II – OTHER INFORMATION
ITEM 1.			LEGAL PROCEEDINGS			57
ITEM 1A.			RISK FACTORS			57
ITEM 2.			UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			57
ITEM 3.			DEFAULTS UPON SENIOR SECURITIES			58
ITEM 4.			MINE SAFETY DISCLOSURES			58
ITEM 5.			OTHER INFORMATION			58
ITEM 6.			EXHIBITS			59
SIGNATURES						60

GLOSSARY: UNITS OF MEASURE AND ABBREVIATIONS

Unit						Unit of Measure
$						United States Dollar
%						Percent
A$						Australian Dollar
C$						Canadian Dollar
gram						Metric Gram
ounce						Troy Ounce
tonne						Metric Ton

Abbreviation						Description
AISC (1)						All-In Sustaining Costs
ARC						Asset Retirement Cost
ASC						FASB Accounting Standard Codification
ASU						FASB Accounting Standard Update
AUD						Australian Dollar
CAD						Canadian Dollar
CAS						Costs Applicable to Sales
EBITDA (1)						Earnings Before Interest, Taxes, Depreciation and Amortization
EPA						U.S. Environmental Protection Agency
ESG						Environmental, Social and Governance
Exchange Act						U.S. Securities Exchange Act of 1934
FASB						Financial Accounting Standards Board
GAAP						U.S. Generally Accepted Accounting Principles
GEO (2)						Gold Equivalent Ounces
GHG						Greenhouse Gases, which are defined by the EPA as gases that trap heat in the atmosphere
GISTM						Global Industry Standard on Tailings Management
IMF						International Monetary Fund
INDEC						Instituto Nacional de Estadistca y Censos
IFRS						International Financial Reporting Standards
LBMA						London Bullion Market Association
MD&A						Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations
MINAM						Ministry of the Environment of Peru
Mine Act						U.S. Federal Mine Safety and Health Act of 1977
MINEM						Ministry of Energy and Mines of Peru
MXN						Mexican Peso
NPDES						National Pollutant Discharge Elimination System
NSR						Net Smelter Return
PNG						Papua New Guinea
PSU						Performance Leverage Stock Unit
RSU						Restricted Stock Unit
SAG						Semi-Autogenous Grinding
SEC						U.S. Securities and Exchange Commission
Securities Act						U.S. Securities Act of 1933, as amended
TARP						Taxable Australian Real Property
TSF						Tailings Storage Facility
UN						The United Nations
UOP						Units of Production
U.S.						The United States of America
USD						United States Dollar
WTP						Water Treatment Plant

____________________________

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

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

NEWMONT CORPORATION

RESULTS AND HIGHLIGHTS

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

									Three Months Ended March 31,
															2026						2025
Financial Results:
Sales															$	7,307					$	5,010
Gold															$	6,036					$	4,245
Copper															$	378					$	354
Silver															$	658					$	188
Lead															$	52					$	42
Zinc															$	183					$	181
Costs applicable to sales (1)															$	1,937					$	2,106
Gold															$	1,610					$	1,769
Copper															$	98					$	144
Silver															$	145					$	62
Lead															$	17					$	21
Zinc															$	67					$	110
Net income (loss)															$	3,328					$	1,902
Net income (loss) attributable to Newmont stockholders															$	3,262					$	1,891
Net income (loss) attributable to Newmont stockholders per common share, diluted:															$	3.00					$	1.68
Adjusted net income (loss) (2)															$	3,156					$	1,404
Adjusted net income (loss) per share, diluted (2)															$	2.90					$	1.25
Earnings before interest, taxes and depreciation and amortization (2)															$	5,254					$	3,143
Adjusted earnings before interest, taxes and depreciation and amortization (2)															$	5,154					$	2,629
Net cash provided by (used in) operating activities															$	3,785					$	2,031
Free cash flow (2)															$	3,144					$	1,205
Cash dividends paid per common share in the period ended March 31,															$	0.26					$	0.25
Cash dividends declared per common share for the period ended March 31,															$	0.26					$	0.25

____________________________

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

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

NEWMONT CORPORATION

RESULTS AND HIGHLIGHTS

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

									Three Months Ended March 31,
															2026						2025
Operating Results:
Consolidated gold ounces (thousands):
Produced															1,231						1,460
Sold															1,232						1,442
Attributable gold ounces (thousands):
Attributable to Newmont															1,209						1,445
Pueblo Viejo (40%)															54						49
Fruta del Norte (1)															38						43
Produced															1,301						1,537
Sold (2)															1,211						1,430
Consolidated and attributable gold equivalent ounces - other metals (thousands):
Produced															258						348
Sold															261						368
Consolidated and attributable - other metals:
Produced copper:
Pounds (millions)															67						76
Tonnes (thousands)															30						35
Sold copper:
Pounds (millions)															67						76
Tonnes (thousands)															30						35
Produced silver (million ounces)															9						6
Sold silver (million ounces)															10						6
Produced lead:
Pounds (millions)															60						49
Tonnes (thousands)															27						22
Sold lead:
Pounds (millions)															62						47
Tonnes (thousands)															28						21
Produced zinc:
Pounds (millions)															138						131
Tonnes (thousands)															62						59
Sold zinc:
Pounds (millions)															127						161
Tonnes (thousands)															58						73
Average realized price:
Gold (per ounce)															$	4,900					$	2,944
Copper (per pound)															$	5.68					$	4.65
Copper (per tonne)															$	12,527					$	10,254
Silver (per ounce)															$	66.78					$	30.12
Lead (per pound)															$	0.84					$	0.89
Lead (per tonne)															$	1,856					$	1,957
Zinc (per pound)															$	1.44					$	1.13
Zinc (per tonne)															$	3,184					$	2,483

NEWMONT CORPORATION

RESULTS AND HIGHLIGHTS

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

									Three Months Ended March 31,
															2026						2025
Operating Results (continued):
Consolidated costs applicable to sales: (3)(4)
Gold (per ounce)															$	1,307					$	1,227
Gold equivalent ounces - other metals (per ounce)															$	1,250					$	915
Copper (per tonne)															$	3,273					$	4,182
Silver (per ounce)															$	15					$	10
Lead (per tonne)															$	590					$	997
Zinc (per tonne)															$	1,156					$	1,499
All-in sustaining costs: (5)
Gold (per ounce)															$	1,709					$	1,651
Gold equivalent ounces - other metals (per ounce)															$	1,734					$	1,275
Copper (per tonne)															$	4,816					$	6,014
Silver (per ounce)															$	19					$	13
Lead (per tonne)															$	733					$	1,185
Zinc (per tonne)															$	1,523					$	2,026

____________________________

(1)The Fruta del Norte mine is wholly owned and operated by Lundin Gold Inc., in which Newmont holds a 32% interest, and is accounted for as an equity method investment on a quarter lag.

(2)Attributable gold ounces sold excludes ounces related to the Pueblo Viejo mine and the Fruta del Norte mine.

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

(4)Calculated by dividing the costs applicable to sales of gold and other metals by gold ounces or gold equivalent ounces sold, respectively.

(5)All AISC figures are presented on a co-product basis; costs are allocated to co-product metals based upon the relative sales value, determined using GEO pricing, of gold and other metals produced during the period. Refer to Non-GAAP Financial Measures within Part I, Item 2, MD&A.

First Quarter 2026 Highlights (dollars in millions, except per share, per ounce, per pound, and per tonne amounts, unless otherwise noted)

• Net income:** Reported Net income (loss) attributable to Newmont stockholders of $3,262 or $3.00 per diluted share, an increase of $1,371 from the prior-year quarter is primarily due to a net increase in Sales, largely reflecting increased average realized gold and silver prices, and lower Costs applicable to sales, primarily due to the impact from divestitures. These favorable impacts were partially offset by higher Income and mining tax benefit (expense) and a decrease in (Gain) loss on sale of assets held for sale due to the completion of our divestment program in 2025.

• Adjusted net income:** Reported Adjusted net income (loss) of $3,156 or $2.90 per diluted share, an increase of $1.65 per diluted share from the prior-year quarter (refer to Non-GAAP Financial Measures within Part I, Item 2, MD&A).

• Adjusted EBITDA:** Reported $5,154 in Adjusted EBITDA, an increase of 96% from the prior-year quarter (refer to Non-GAAP Financial Measures within Part I, Item 2, MD&A).

• Cash flow:** Reported Net cash provided by (used in) operating activities of $3,785 for the three months ended March 31, 2026, an increase of 86% from the prior year, and Free cash flow of $3,144 for the three months ended March 31, 2026 (refer to Non-GAAP Financial Measures within Part I, Item 2, MD&A).

• Portfolio updates:** Received cash proceeds of $358 related to the equity sales of Greatland Resources Limited and SolGold plc and deferred consideration related to the Musselwhite and CC&V divestments.

• Attributable production:** Produced 1.3 million attributable ounces of gold and 258 thousand attributable gold equivalent ounces from co-products (30 thousand tonnes of copper, 9 million ounces of silver, 27 thousand tonnes of lead, and 62 thousand tonnes of zinc).

• Financial strength:** Ended the quarter with $8,775 of consolidated cash and $12,775 of total liquidity; redeemed $42 of senior notes and repurchased $1,895 of common stock. In April, settled an additional $556 of share repurchases, declared a dividend of $0.26 per share, and authorized an additional $6,000 stock repurchase program.

PART I—FINANCIAL INFORMATION

NEWMONT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, dollars in millions except per share)

									Three Months Ended March 31,
															2026						2025
Sales (Note 5)															$	7,307					$	5,010
Costs and expenses:
Costs applicable to sales (1)															1,937						2,106
Depreciation and amortization															632						593
Reclamation and remediation (Note 6)															78						93
Exploration															51						49
Advanced projects, research and development															45						43
General and administrative															79						110
(Gain) loss on sale of assets held for sale (Note 3)															—						(276)
Other expense, net (Note 7)															19						43
															2,841						2,761
Other income (expense):
Other income (loss), net (Note 8)															156						301
Interest expense, net of capitalized interest															(39)						(79)
															117						222
Income (loss) before income and mining tax and other items															4,583						2,471
Income and mining tax benefit (expense) (Note 9)															(1,404)						(647)
Equity income (loss) of affiliates (Note 12)															149						78
Net income (loss)															3,328						1,902
Net loss (income) attributable to noncontrolling interests (2)															(66)						(11)
Net income (loss) attributable to Newmont stockholders															$	3,262					$	1,891
Weighted average common shares:
Basic															1,085						1,126
Effect of employee stock-based awards															2						1
Diluted															1,087						1,127
Net income (loss) attributable to Newmont stockholders per common share:
Basic															$	3.01					$	1.68
Diluted															$	3.00					$	1.68

____________________________

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

(2)Relates to the Suriname Gold project C.V. (“Merian”) reportable segment.

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

NEWMONT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited, dollars in millions)

									Three Months Ended March 31,
															2026						2025
Net income (loss)															$	3,328					$	1,902
Other comprehensive income (loss):
Change in cash flow hedges, net of tax															18						60
Other adjustments, net of tax															1						(4)
Other comprehensive income (loss)															19						56
Comprehensive income (loss)															$	3,347					$	1,958
Comprehensive income (loss) attributable to:
Newmont stockholders															$	3,281					$	1,947
Noncontrolling interests															66						11
															$	3,347					$	1,958

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

NEWMONT CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited, dollars in millions)

			At March 31, 2026						At December 31, 2025
ASSETS
Cash and cash equivalents			$	8,775					$	7,647
Trade receivables (Note 5)			1,137						1,067
Investments (Note 12)			4						594
Inventories (Note 13)			1,501						1,512
Stockpiles and ore on leach pads (Note 14)			1,211						1,177
Other receivables			538						678
Other current assets			345						391

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Metal Prices

Changes in the market price of gold significantly affect our profitability and cash flow. Gold prices can fluctuate widely due to numerous factors, such as demand; forward selling by producers; central bank sales, purchases and lending; investor sentiment; the strength of the USD; inflation, deflation, or other general price instability; and global mine production levels. Changes in the market price of copper, silver, lead, and zinc also affect our profitability and cash flow. These metals are traded on established international exchanges and prices generally reflect market supply and demand but can also be influenced by speculative trading in the commodity or by currency exchange rates. The Company does not currently hold instruments that are designated to hedge against the potential impacts due to market price changes in metals. Consideration of these impacts are discussed below.

Decreases in the market price of metals can significantly affect the value of our product inventory, stockpiles and leach pads, and it may be necessary to record a write-down to the net realizable value, as well as significantly impact the carrying value of our long-lived assets and goodwill. Refer to Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on February 19, 2026, for information regarding the sensitivity of our impairment analyses over long-lived assets and goodwill to changes in metal prices.

Net realizable value represents the estimated future sales price based on short-term and long-term metals prices, less estimated costs to complete production and bring the product to sale. The primary factors that influence the need to record write-downs of our stockpiles, leach pads and product inventory include short-term and long-term metals prices and costs for production inputs such as labor, fuel and energy, materials and supplies as well as realized ore grades and recovery rates. The significant assumptions in determining the stockpile, leach pad and product inventory adjustments for each mine site reporting unit at March 31, 2026 included production cost and capitalized expenditure assumptions unique to each operation, and the following short-term and long-term assumptions:

			Short-Term						Long-Term
Gold price (per ounce)			$	4,873					$	2,500
Copper price (per pound)			$	5.83					$	4.00
Silver price (per ounce)			$	84.33					$	25.00
Lead price (per pound)			$	0.88					$	0.90
Zinc price (per pound)			$	1.47					$	1.25
AUD to USD exchange rate			$	0.70					$	0.70
CAD to USD exchange rate			$	0.73					$	0.75
MXN to USD exchange rate			$	0.06					$	0.05

The net realizable value measurement involves the use of estimates and assumptions unique to each mining operation regarding current and future operating and capital costs, metal recoveries, production levels, commodity prices, proven and probable reserve quantities, engineering data and other factors. A high degree of judgment is involved in determining such assumptions and estimates and no assurance can be given that actual results will not differ significantly from those estimates and assumptions.

Commodity Price Exposure

Our provisional concentrate sales contain an embedded derivative that is required to be separated from the host contract for accounting purposes. The host contract is the receivable from the sale of the respective metal concentrates at the prevailing indices’ prices at the time of sale. The embedded derivative, which is not designated for hedge accounting, is marked-to-market through earnings each period prior to final settlement.

We perform an analysis on the provisional concentrate sales to determine the potential impact to Net income (loss) attributable to Newmont stockholders for each 10% adverse change to the average price on the provisional concentrate sales subject to final pricing over the next several months. Refer below for our analysis as of March 31, 2026.

			Provisionally Priced Sales Subject to Final Pricing (1)						Average Provisional Price (per ounce/pound)						Effect of 10% change in Average Price (millions)						Market Closing Settlement Price (2) (per ounce/pound)
Gold (ounces, in thousands)			131						$	4,657					$	41					$	4,608
Copper (pounds, in millions)			75						$	5.55					$	29					$	5.52
Silver (ounces, in millions)			9						$	74.77					$	44					$	72.69
Lead (pounds, in millions)			58						$	0.85					$	3					$	0.85
Zinc (pounds, in millions)			105						$	1.47					$	10					$	1.44

____________________________

(1)Includes provisionally priced by-product sales subject to final pricing, which are recognized as a reduction to Costs applicable to sales.

(2)The closing settlement price as of March 31, 2026 is determined utilizing the London Metal Exchange for copper, lead, and zinc and the London Bullion Market Association for gold and silver.

Interest Rate Risk

We are subject to interest rate risk related to the fair value of our senior notes which is wholly comprised of fixed rates at March 31, 2026. For fixed rate debt, changes in interest rates generally affect the fair value of the debt instrument, but not our earnings or cash flows. The terms of our fixed rate debt obligations do not generally allow investors to demand payment of these obligations prior to maturity. Therefore, we do not have significant exposure to interest rate risk for our fixed rate debt; however, we do have exposure to potentially material fair value risk if we repurchase or exchange long-term debt prior to maturity. Refer to Note 10 to the Condensed Consolidated Financial Statements for further information pertaining to the fair value of our fixed rate debt.

Foreign Currency Exchange Rates

The Company's global operations expose it to foreign currency exchange rates with the most significant being the Australian dollar. We have significant operations and/or assets in the United States, Papua New Guinea, Australia, Ghana, Suriname, Argentina, Dominican Republic, Chile, Peru, Ecuador, Mexico, and Canada. Foreign currency exchange rates can fluctuate widely due to numerous factors, such as supply and demand for foreign and U.S. currencies and U.S. and foreign country economic conditions. Our foreign operations sell their gold, copper, silver, lead, and zinc production based on USD metal prices. Therefore, fluctuations in foreign currency exchange rates do not have a material impact on our revenue. Despite selling gold and silver in London, we have no exposure to the euro or the British pound. Fluctuations in the local currency exchange rates in relation to the U.S. dollar can increase or decrease profit margins, cash flow, and Costs applicable to sales to the extent costs are paid in local currency at foreign operations.

For our foreign mining operations, we performed a sensitivity analysis to estimate the impact to Costs applicable to sales arising from a hypothetical 10% adverse movement of local currency exchange rates at March 31, 2026 in relation to the USD, with no mitigation assumed from our foreign currency cash flow hedges. The sensitivity analyses indicated that a hypothetical 10% adverse movement would result in an approximate $127 increase to Costs applicable to sales for the three months ended March 31, 2026.

Hyperinflationary Economies

Hyperinflationary economies are defined by the International Monetary Fund as economies in which the projected three-year cumulative inflation exceeds 100%. At March 31, 2026, Argentina was the only hyperinflationary economy in which the Company held operations.

Argentina. Our Cerro Negro mine is located in Argentina and is a USD functional currency entity. Beginning in 2020, Argentina’s central bank enacted a number of foreign currency controls in an effort to stabilize the local currency, including requiring the Company to convert USD proceeds from metal sales to local currency within 60 days from shipment date or 20 business days from receipt of cash, whichever happens first, as well as restricting payments to foreign-related entities denominated in foreign currency, such as dividends or distributions to the parent and related companies and royalties and other payments to foreign beneficiaries. These restrictions directly impact Cerro Negro's ability to repay intercompany debt to the Company. In the third quarter of 2024, certain restrictions were lifted or modified, allowing companies to repay intercompany debt in certain circumstances.

In April 2025, the IMF Executive Board approved a 48-month, $20 billion extended arrangement under the Extended Fund Facility for Argentina. Within the program objectives, the IMF expressly mentions transitioning toward exchange rate flexibility, while gradually lifting foreign currency restrictions. The new exchange rate regime allows the Argentine peso to float within a moving band of 1,000 to 1,400 pesos per USD, expanding by 1% monthly at both limits. From January 1, 2026, the floating exchange rate regime between bands will remain in effect, and the monthly rate of adjustment of the upper and lower limits of the exchange rate band will be determined according to the latest monthly inflation data reported by INDEC. The central bank can intervene if the band is breached and may operate in secondary peso markets within the band. This managed float led to an immediate devaluation of the Argentine Peso. Further, a series of foreign currency restrictions have been lifted, including allowing companies to transfer to their foreign shareholders profits and dividends corresponding to fiscal years that began on or after January 1, 2025, provided applicable requirements are met. We continue to monitor the foreign currency exposure risk and the evolution of currency controls, which are currently not expected to have a material impact on our financial statements.

Hedging

The Company's hedging instruments consisted of the Cadia Power Purchase Agreement ("Cadia PPA") and foreign currency cash flow hedges at March 31, 2026, which were transacted for risk management purposes. The Cadia PPA mitigates the variability in future cash flows related to a portion of power purchases at the Cadia mine and the foreign currency cash flow hedges were entered into to mitigate variability in the USD functional cash flows related to the AUD- and CAD-denominated operating expenditures and AUD-denominated capital expenditures. By using hedges, we are affected by market risk, credit risk, and market liquidity risk. Refer to Note 11 to the Condensed Consolidated Financial Statements for further information on our hedging instruments.

Market Risk

Market risk is the risk that the fair value of a derivative might be adversely affected by a change in commodity prices or currency exchange rates, and that this in turn affects our financial condition. We manage market risk by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. We mitigate this potential risk to our financial condition by establishing trading agreements with counterparties under which we are not required to post any collateral or be subject to any margin calls on our derivatives. Our counterparties cannot require settlement solely because of an adverse change in the fair value of a derivative.

We have performed sensitivity analyses as of March 31, 2026 regarding the Cadia PPA and foreign currency cash flow hedges. For the Cadia PPA, we utilized a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the forward electricity rates relative to current rates, with all other variables held constant. For the foreign currency cash flow hedges, we utilized a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the AUD and CAD foreign currency exchange rates relative to the U.S. dollar, with all other variables held constant. The foreign currency exchange rates we used in performing the sensitivity analysis were based on AUD and CAD market rates in effect at March 31, 2026.

The sensitivity analyses indicated that a hypothetical 10% adverse movement would result in an approximate decrease in the fair value of the Cadia PPA cash flow hedge and the foreign currency cash flow hedges of $40 and $155 at March 31, 2026, respectively.

Credit Risk

Credit risk is the risk that a third party might fail to fulfill its performance obligations under the terms of a financial instrument. We mitigate credit risk by entering into derivatives with high credit quality counterparties, limiting the amount of exposure to each counterparty and monitoring the financial condition of the counterparties.

Market Liquidity Risk

Market liquidity risk is the risk that a derivative cannot be eliminated quickly, by either liquidating it or by establishing an offsetting position. Under the terms of our trading agreements, counterparties cannot require us to immediately settle outstanding derivatives, except upon the occurrence of customary events of default such as covenant breaches, including financial covenants, insolvency or bankruptcy. We further mitigate market liquidity risk by spreading out the maturity of our derivatives over time.

The Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of March 31, 2026, the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31, 2026, the Company’s disclosure controls and procedures are effective to ensure information required to be disclosed by the Company in reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the required time periods and are designed to ensure that information required to be disclosed in its reports is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Subject to the above, there were no changes in the Company’s internal control over financial reporting that occurred during the three months ended March 31, 2026, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Information regarding legal proceedings is contained in Note 18 to the Condensed Consolidated Financial Statements contained in this report and is incorporated herein by reference.

There were no material changes from the risk factors set forth under Part I, Business; Item 1A, Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the SEC on February 19, 2026, other than as set forth below. The risks described in our Annual Report and herein are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial condition, cash flows and/or future results.

Geopolitical risks related to ongoing Middle East conflicts may adversely affect the Company’s operations, costs, liquidity, and capital allocation decisions.

Ongoing or escalating geopolitical tensions and military activity, including conflicts involving the Middle East, Iran, Ukraine, and Venezuela, may adversely affect the Company’s business, financial condition, and results of operations. Heightened geopolitical instability in the Middle East has contributed to uncertainty in global economic and financial conditions, including potential constraints affecting key shipping routes such as the Strait of Hormuz, and increased volatility in energy, fuel, and transportation markets, as well as contributing to volatility in labor, financial, and commodity markets. These developments may disrupt global supply chains, including the availability and cost of fuel, energy, transportation, and other critical materials, which would have an adverse effect on our results of operations. Disruptions to fuel and energy supply, including as a result of government‑imposed restrictions, sanctions, export controls, or other regulatory actions, could materially increase the Company’s operating costs or require the temporary suspension or shutdown of certain mining operations where reliable access to fuel or power is essential to safe and continuous operations. Heightened geopolitical tensions may also increase cybersecurity risks, including threats to energy infrastructure, logistics providers, financial systems, and other third‑party service providers.

U.S. and global financial markets have, from time to time, experienced significant dislocations, reduced liquidity, and pricing volatility as a result of geopolitical conflicts and other macroeconomic events, and such conditions may recur in the future. Market disruptions could adversely affect the availability, cost, or terms of capital, and additional financing may not be commercially available when needed or may be obtained only on unfavorable terms. In the event of sustained lower gold, copper, silver, lead, or zinc prices, unanticipated operating or financial challenges, or additional funding constraints, the Company’s ability to pursue new business opportunities and invest in existing or new projects could be materially constrained. The extent and duration of these impacts remain uncertain and may continue to evolve. Reference is made to the Risk Factor under the headings “A substantial or extended decline in gold, copper, silver, lead or zinc prices would have a material adverse effect on us”, “We rely on our supply chain operations to procure goods and services to support our operations and projects, and competition with other natural resource companies, and shortage of critical parts, services and equipment may adversely affect our operations and development projects”, “The price of our common stock may be volatile, which may make it difficult for you to sell the common stock at the price you paid or at prices you find attractive” and other risks disclosed in the Company’s most recent Form 10-K.

						(a)						(b)						(c)						(d)
Period						Total Number of Shares Purchased (1)						Average Price Paid Per Share (1)						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)						Maximum Dollar Value of Shares that may yet be Purchased under the Plans or Programs (2)
January 1, 2026 through January 31, 2026						510,514						$	111.26					506,852						$	2,395
February 1, 2026 through February 28, 2026						2,690,209						$	123.65					2,413,813						$	2,096
March 1, 2026 through March 31, 2026						14,136,259						$	109.71					14,045,681						$	556

____________________________

(1)The total number of shares purchased (and the average price paid per share) reflects: (i) shares purchased pursuant to the repurchase programs described in (2) below; and (ii) shares delivered to the Company from stock awards held by employees upon vesting for the purpose of covering the recipients’ tax withholding obligations, totaling 3,662 shares, 276,396 shares, and 90,578 shares for the fiscal months of January, February, and March 2026, respectively. Subsequent to the end of the covered period, the Company repurchased 4,862,478 additional shares at an average price of $114.73 per share pursuant to a Rule 10b5-1 plan for a total amount of $6,000 repurchased as of the date of filing under the stock repurchase programs described in (2) below.

(2)The Company completed its previously announced share repurchase program subsequent to the end of the quarter, repurchasing an aggregate of 87,582,500 shares for an aggregate cost of $6,000 since February 2024. In April 2026, the Board of Directors authorized an additional $6,000 stock repurchase program to repurchase shares of outstanding common stock. The program will be executed at the Company's discretion. The repurchase program has no expiration date, may be discontinued at any time, and the program does not obligate the Company to acquire any

specific number of shares of its common stock or to repurchase the full authorized amount. Consequently, the Board of Directors may revise or terminate such share repurchase authorization in the future.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

Rule 10b5-1 Trading Plans

Our directors and executive officers may purchase or sell shares of our common stock in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act and in compliance with guidelines specified by the Company’s stock trading standard, which was filed as Exhibit 19 to the Company's annual report on Form 10-K for the year ended December 31, 2024. In accordance with Rule 10b5-1 and the Company’s stock trading standard, directors, officers and certain employees who, at such time, are not in possession of material non-public information about the Company are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock, including shares acquired pursuant to the Company’s employee and director equity plans. Under the Company’s stock trading standard, the first trade made pursuant to a Rule 10b5-1 trading plan may take place no earlier than 90 days after adoption of the trading plan. Under a Rule 10b5-1 trading plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them. The use of these trading plans permits asset diversification as well as financial and tax planning. Our directors and executive officers also may buy or sell additional shares outside of a Rule 10b5-1 plan when they are not in possession of material nonpublic information, subject to compliance with SEC rules, the terms of our stock trading standard and holding requirements. During the three months ended March 31, 2026, the following director adopted Rule 10b5-1 trading plans intended to satisfy the affirmative defense conditions of Rule 10b5-1(c):

On February 23, 2026, Natascha Viljoen, President, Chief Executive Officer, and Director, adopted a 10b5-1 Trading Plan with a term of 9 months, and provided for the sale of up to 34,938 shares of common stock pursuant to the terms of the plan. The adoption of such 10b5-1 Trading Plan occurred during an open insider trading window, complied with the Company’s standards on insider trading, and included a required cooling-off period before any trading could commence under the plan.

During the three months ended March 31, 2026, no Section 16 directors amended or terminated existing Rule 10b5-1 trading plans.

Exhibit Number						Description
10.1 †*			-			Form of Global 2026 Director Restricted Stock Unit Award Agreement, filed herewith.
10.2 †*			-			Form of Omnibus Amendment to Global Director Restricted Stock Unit Award Agreements, filed herewith.
10.3 †*			-			2026 Newmont Section 16 Officer Short-term Incentive Plan, filed herewith.
31.1*			-			Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*			-			Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*			-			Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*			-			Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**			-			XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH**			-			Inline XBRL Taxonomy Extension Schema Document.
101.CAL**			-			Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF**			-			Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB**			-			Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE**			-			Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104**			-			Cover Page Interactive Data File (embedded within the XBRL document contained in Exhibit 101)

____________________________

*Filed or furnished herewith.

**Submitted electronically herewith.

†Management contract or compensatory plan or arrangement.

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 thereunto duly authorized.

			NEWMONT CORPORATION
			(Registrant)
Date: April 23, 2026			/s/ PETER I. WEXLER
			Peter I. Wexler
			Executive Vice President, Chief Legal Officer, and Interim Chief Financial Officer
			(Principal Financial Officer)
Date: April 23, 2026			/s/ BRIAN C. TABOLT
			Brian C. Tabolt
			Senior Vice President, Global Finance and Chief Accounting Officer
			(Principal Accounting Officer)