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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
Of the Securities Exchange Act of 1934
For the month of May 2026
Commission File Number:
001-38164
CALEDONIA MINING CORPORATION PLC
(Translation of registrant's name into English)
2 Mulcaster Street
St Helier
Jersey JE2 3NJ
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
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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.
| CALEDONIA MINING CORPORATION PLC | ||
| (Registrant) | ||
| Date: May 5, 2026 | /s/ JOHN MARK LEARMONTH | |
| John Mark Learmonth | ||
| CEO and Director | ||
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EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Press Release dated May 5, 2026 |
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Exhibit 99.1
Caledonia Mining Corporation Plc
(NYSE American, AIM and VFEX: CMCL)
Results of Annual General Meeting and Appointment of New Chairman
St Helier, May 5, 2026: Caledonia Mining Corporation Plc ("the Company") announces the results of its annual general meeting of shareholders (the “AGM”) held at St Helier, Jersey today, and the appointment by the board of directors (the “Board”) of a new chairman of the Board (the “Chairman”).
The total number of shareholders present in person or by proxy at the AGM was 103, representing 56.47% of the Company’s outstanding voting shares.
The table below shows the proxy votes received on resolutions 1(a) to 1(i), which were duly passed by a show of hands, to reappoint the nominees proposed for re-election as directors:
| Nominee | Vote type | Voted | % |
| Mark Learmonth | For | 8,836,458 | 99.34% |
| Against | 58,660 | 0.66% | |
| Abstain | 8,029 | ||
| John Kelly | For | 8,543,666 | 96.05% |
| Against | 351,060 | 3.95% | |
| Abstain | 8,421 | ||
| Geralda Wildschutt | For | 7,842,949 | 88.21% |
| Against | 1,048,033 | 11.79% | |
| Abstain | 12,165 | ||
| Gordon Wylie | For | 7,833,260 | 88.09% |
| Against | 1,059,027 | 11.91% | |
| Abstain | 10,860 | ||
| Victor Gapare | For | 8,697,533 | 97.81% |
| Against | 195,154 | 2.19% | |
| Abstain | 10,460 | ||
| Tariro Gadzikwa | For | 7,979,026 | 89.74% |
| Against | 911,768 | 10.26% | |
| Abstain | 12,353 | ||
| Stefan Buys | For | 8,722,326 | 98.09% |
| Against | 170,102 | 1.91% | |
| Abstain | 10,719 | ||
| Lesley Goldwasser | For | 7,952,490 | 89.45% |
| Against | 938,427 | 10.55% | |
| Abstain | 12,230 | ||
| July Ndlovu | For | 8,810,492 | 99.08% |
| Against | 82,191 | 0.92% | |
| Abstain | 10,464 |
Head and Registered Office: Caledonia Mining Corporation Plc
2 Mulcaster Street, St Helier, Jersey, Channel Islands, JE2 3NJ
info@caledoniamining.com | | www.caledoniamining.com
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Further resolutions 2 and 3 were also passed at the AGM so that:
| · | BDO South Africa Inc was reappointed as the auditor of the Company for the ensuing year and the directors were authorised to approve their remuneration; and | |
| · | Ms. Gadzikwa, Mr. Wylie, Ms. Wildschutt, and Ms. Goldwasser were reappointed as members of the Audit Committee. |
Board Changes
As announced by the Company on April 30, 2026 in respect of an anticipated change of Chairman as part of the Board’s succession plan, Mr Kelly stood down as Chairman and Mr Ndlovu was duly appointed by the Board as Chairman immediately following the AGM.
The Company also announces that Nick Clarke did not stand for re-election as a director at the AGM and therefore left the Board with effect from the AGM.
Mr Clarke has made a valuable contribution to Caledonia during his time on the Board, bringing extensive technical expertise and industry experience, and providing insight and guidance as the Company continued to deliver at Blanket Mine and advance its growth strategy.
July Ndlovu, Chairman of Caledonia, said:
“On behalf of the Board and management team, I would like to thank Nick for his significant contribution to Caledonia since he joined the Board in 2019. His depth of mining experience and technical knowledge have been greatly valued, and his advice and support have been important to the Company over a number of years. We wish him all the very best for the future.”
The full text of each resolution proposed at the AGM, together with explanatory notes, are set out in the notice of AGM and management information circular dated March 26, 2026 which are available on the Company's website at:
https://www.caledoniamining.com/investors/shareholder-information/#shareholder-meeting-documents
For further information please contact:
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Caledonia Mining Corporation Plc Mark Learmonth Camilla Horsfall
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Tel: +44 1534 679 800 Tel: +44 7817 841 793 |
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Cavendish Capital Markets Limited (Nomad and Broker) Adrian Hadden Pearl Kellie |
Tel: +44 207 397 1965 Tel: +44 131 220 9775 |
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Camarco, Financial PR (UK) Gordon Poole Elfie Kent
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Tel: +44 20 3757 4980 |
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Curate Public Relations (Zimbabwe) Debra Tatenda
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Tel: +263 77802131 |
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IH Securities (Private) Limited (VFEX Sponsor - Zimbabwe) Lloyd Mlotshwa
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Tel: +263 (242) 745 119/33/39 |
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