AHNR / Athena Gold Corporation - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Athena Gold Corporation
US ˙ OTCPK
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1304409
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Athena Gold Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 29, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the Six Months ended June 30, 2025 Commission File No. 000-51808 Athena Gold Corporation (Name of Registrant) Suite 204, 1497 Martin St., White Rock, British Columbia, Canada V4B3WB (Address of principal executive

June 2, 2025 6-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the Month of March, 2025 March 31, 2025 Commission File No. 000-51808 Athena Gold Corporation (Name of Registrant) 2010A Harbison Dr., #312, Vacaville, CA (Address of principal executive offices) Indicate by check

May 30, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the Month of March, 2025 Commission File No. 000-51808 Athena Gold Corporation (Name of Registrant) 2010A Harbison Dr., #312, Vacaville, CA (Address of principal executive offices) Indicate by check mark whether t

May 1, 2025 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the Month of April, 2025 File No. 000-51808 Athena Gold Corporation (Name of Registrant) 2010A Harbison Dr., #312, Vacaville, CA (Address of principal executive offices) Indicate by check mark whether the Registra

May 1, 2025 EX-99.3

DISSEMINATION IN THE UNITED STATES ATHENA GOLD CLOSES OVERSUBSCRIBED FLOW-THROUGH FINANCING

Exhibit 99.3 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CLOSES OVERSUBSCRIBED FLOW-THROUGH FINANCING VACAVILLE, CA / April 28, 2025 - Athena Gold Corporation (CSE: ATHA) (OTC: AHNRF) ("Athena Gold" or the "Company") is pleased to announce the closing of

May 1, 2025 EX-99.1

Athena Gold Completes Redomiciliation To Canada

Exhibit 99.1 On Wednesday 04 16, 2025 at 2:02PM ET Athena Gold Completes Redomiciliation To Canada VACAVILLE, CALIFORNIA/ ACCESS Newswire/ April 16, 2025 / Athena Gold Corporation (CSE:ATHA)(OTCQB:AHNR) ("Athena Gold" or the "Company") is pleased to announce the completion of its redomicile from the State of Delaware to the Province of British Columbia, Canada, by way of a merger into its British

May 1, 2025 EX-99.2

ATHENA ANNOUNCES 2025 PLANS FOR LAIRD LAKE PROJECT IN RED LAKE, ONTARIO, AND PROVIDES UPDATE ON NEVADA PROJECTS

Exhibit 99.2 ATHENA ANNOUNCES 2025 PLANS FOR LAIRD LAKE PROJECT IN RED LAKE, ONTARIO, AND PROVIDES UPDATE ON NEVADA PROJECTS Vacaville, CA April 17, 2025 - Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) ("Athena" or the "Company") is pleased to announce plans for its upcoming exploration program at its recently acquired Laird Lake project, located in Ontario's prolific Red Lake Gold District. T

April 9, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPORATIO

April 9, 2025 EX-19

Insider Trading Policy

Exhibit 19 ATHENA GOLD CORPORATION CORPORATE POLICY AND PROCEDURE ON INSIDER TRADING April 1, 2025 1.

March 31, 2025 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Peri

March 28, 2025 EX-99.1

ANNUAL GENERAL & SPECIAL MEETING OF SHAREHOLDERS OF ATHENA GOLD CORPORATION on Thursday, March 27, 2025 Scrutineer's Report

Exhibit 99.1 ANNUAL GENERAL & SPECIAL MEETING OF SHAREHOLDERS OF ATHENA GOLD CORPORATION on Thursday, March 27, 2025 Scrutineer's Report This scrutineer's report is subject to any determinations or decisions made by the Chairman of the meeting including with respect to any proxies or other voting documentation. NUMBER OF SHAREHOLDERS VOTED IN PERSON NUMBER OF SHAREHOLDERS VOTED BY PROXY 45 TOTAL N

March 28, 2025 EX-99.1

ATHENA GOLD ANNOUNCES SHAREHOLDER APPROVAL OF AMALGAMATION AND APPOINTMENT OF NEW MANAGEMENT

Exhibit 99.1 ATHENA GOLD ANNOUNCES SHAREHOLDER APPROVAL OF AMALGAMATION AND APPOINTMENT OF NEW MANAGEMENT VACAVILLE, CA / Accesswire / March 28, 2025 - Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena Gold” or the “Company”) announces the results from its Annual General and Special Meeting of Stockholders held on Thursday, March 27, 2025 (the “Meeting”). Stockholders holding a total of 1

March 28, 2025 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

March 28, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

February 11, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Schedule 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Schedule 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a

February 6, 2025 EX-10.1

AGREEMENT AND PLAN OF MERGER AND AMALGAMATION

Exhibit 10.1 AGREEMENT AND PLAN OF MERGER AND AMALGAMATION This Agreement and Plan of Merger and Amalgamation (this “Agreement”) is entered into as of February 4, 2025, by and among Athena Gold Corporation, a Delaware corporation (“Athena Delaware”), and Nova Athena Gold Corp. a British Columbia, Canada company (“Athena BC”), a subsidiary of Athena Delaware. PRELIMINARY STATEMENTS A. The board of

February 6, 2025 424B5

Subject to Completion, Dated February 4, 2025

Rule 424(b)(5) SEC File No. 333-283404 The information in this proxy statement/prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This proxy statement/prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state

February 6, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

January 30, 2025 CORRESP

ATHENA GOLD CORPORATION 2010A Harbison Dr. #312 Vacaville, CA 95867 January 30, 2025

ATHENA GOLD CORPORATION 2010A Harbison Dr. #312 Vacaville, CA 95867 January 30, 2025 VIA EDGAR United States Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: Athena Gold Corporation Amendment No. 2 to Registration Statement on Form S-4 SEC File No. 333-283404 Filed January 29, 2025 Request for Acceleration of Effectiveness Ladies and Gentlemen: On behalf of Gold Corpor

January 29, 2025 S-4/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4/A-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other juris

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4/A-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 1000 (Primary Standard Industrial Classification Code Number) 90-0775276 (I.R.S. Employer

January 29, 2025 CORRESP

ATHENA GOLD CORPORATION January 29, 2025

ATHENA GOLD CORPORATION January 29, 2025 VIA EDGAR United States Securities and Exchange Commission 100 F Street NE Washington, D.

January 28, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2025 ATHENA GOLD CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2025 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

January 28, 2025 EX-99.1

Athena Reports High-Grade Silver, Up To 6,630 g/t, From Newly Completed Prospecting Program at Excelsior Springs, Nevada

Exhibit 99.1 Athena Reports High-Grade Silver, Up To 6,630 g/t, From Newly Completed Prospecting Program at Excelsior Springs, Nevada Vacaville, CA - January 23, 2025 - Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena” or the “Company”) is pleased to report initial results from its recently completed fall regional prospecting and sampling program at its 100%-owned Excelsior Springs proje

January 24, 2025 S-4/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4/A-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other juris

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4/A-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 1000 (Primary Standard Industrial Classification Code Number) 90-0775276 (I.R.S. Employer

January 24, 2025 CORRESP

ATHENA GOLD CORPORATION January 24, 2025

ATHENA GOLD CORPORATION January 24, 2025 VIA EDGAR United States Securities and Exchange Commission 100 F Street NE Washington, D.

January 24, 2025 EX-FILING FEES

Filing Fees

Exhibit 107 Calculation of Filing Fee Table S-4 (Form Type) Athena Gold Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Shares Rules 457(c) and (f) 9,080,000 $0.

December 30, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 24, 2024 ATHENA GOLD COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 24, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

December 30, 2024 EX-99.1

FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION CLOSES THIRD TRANCHE OF PRIVATE PLACEMENT

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION CLOSES THIRD TRANCHE OF PRIVATE PLACEMENT VACAVILLE, CA / ACCESSWIRE / December 24, 2024 - Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena” or the “Company”) is pleased to an

December 9, 2024 EX-99.2

ATHENA SAMPLES BONANZA GRADE GOLD, UP TO 373 G/T, LAIRD LAKE, RED LAKE GOLD DISTRICT, ONTARIO

Exhibit 99.2 ATHENA SAMPLES BONANZA GRADE GOLD, UP TO 373 G/T, LAIRD LAKE, RED LAKE GOLD DISTRICT, ONTARIO VACAVILLE, CA / ACCESSWIRE / December 4, 2024 / Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) ("Athena" or the "Company") is pleased to report additional high-grade gold samples from its reconnaissance prospecting program at its newly acquired Laird Lake project, located in Ontario’s prol

December 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2024 ATHENA GOLD CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

December 9, 2024 EX-99.1

NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION ANNOUNCES INCREASE IN PRIVATE PLACEMENT AND CLOSES SECOND TRANCHE

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION ANNOUNCES INCREASE IN PRIVATE PLACEMENT AND CLOSES SECOND TRANCHE Vacaville, CA - December 4, 2024 - Athena Gold Corporation (CSE:ATHA) (OTCQB:AHNR) (“Athena” or the “Company”) is pleas

November 22, 2024 EX-FILING FEES

Filing Fees

Exhibit 107 Calculation of Filing Fee Table S-4 (Form Type) Athena Gold Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Shares 185,723,633 $0.

November 22, 2024 EX-21.0

List of Subsidiaries

Exhibit 21.0 List of Subsidiaries of Athena Gold Corporation Nubian Resources (USA) Ltd., a Delaware corporation Nova Athena Gold Corporation, a British Columbia corporation.

November 22, 2024 EX-2.1

Agreement and Plan of Merger and Amalgamation dated December __, 2024 between Athena Gold Corporation and Nova Athena Gold Corp.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND AMALGAMATION This Agreement and Plan of Merger and Amalgamation (this “Agreement”) is entered into as of , 2024, by and among Athena Gold Corporation, a Delaware corporation (“Athena Delaware”), and Nova Athena Gold Corp. a British Columbia, Canada company (“Athena BC”), a subsidiary of Athena Delaware. PRELIMINARY STATEMENTS A. The board of directors o

November 22, 2024 EX-3.1

Articles of Incorporation dated September 24, 2024

Exhibit 3.1 NOVA ATHENA GOLD CORP. (the “Company”) Full Name and Signature of Each Incorporator Date of signing ATHENA GOLD CORPORATION By: Authorized Signatory: John C. Power                                         Chief Executive Officer September 24, 2024 Incorporation number: BC1503406 The Company has as its articles the following articles. ARTICLES 1 INTERPRETATION 2 2 SHARES AND SHARE CERTIF

November 22, 2024 EX-4.1

Specimen common stock certificate

Exhibit 4.1

November 22, 2024 EX-5.0

Opinion of Clifford L. Neuman, P.C.

Exhibit 5.0 November 22, 2024 Athena Gold Corporation 2010A Harbison Drive, PMB #312 Vacaville, CA 95687 Ladies and Gentlemen: We have acted as special counsel to Athena Gold Corporation., a Delaware corporation (the “Company”), with respect to the Registration Statement on Form S-4 filed with the Securities and Exchange Commission (the “Commission”) on December , 2024 (the “Registration Statement

November 22, 2024 S-4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdict

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 1000 (Primary Standard Industrial Classification Code Number) 90-0775276 (I.R.S. Employer Iden

November 22, 2024 EX-3.2

Incorporation Agreement dated September 24, 2024

Exhibit 3.2 INCORPORATION AGREEMENT We propose to form a company under the Business Corporations Act (BC) under the name of NOVA ATHENA GOLD CORP.              (the “Company”) We agree to take the number of shares in the Company set opposite our names: NAME OF INCORPORATOR SIGNATURE OF INCORPORATOR NUMBER OF SHARES DATE OF SIGNING YYYY / MM / DD ATHENA GOLD CORPORATION ATHENA GOLD CORPORATION By:

November 20, 2024 EX-99.1

ATHENA GOLD SAMPLES 56.5 G/T GOLD AT LAIRD LAKE, RED LAKE GOLD DISTRICT, ONTARIO

Exhibit 99.1 ATHENA GOLD SAMPLES 56.5 G/T GOLD AT LAIRD LAKE, RED LAKE GOLD DISTRICT, ONTARIO VACAVILLE, CA / ACCESSWIRE / November 18, 2024 / Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) ("Athena" or the "Company") is pleased to report high-grade gold samples from its reconnaissance surface sampling program at its newly acquired Laird Lake project, located in Ontario’s prolific Red Lake Gold

November 20, 2024 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

November 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD C

November 7, 2024 SC 13D/A

AHNR / Athena Gold Corporation / Gibbs John D - AMENDMENT #33 TO FORM SC13D Activist Investment

SC 13D/A 1 athenasc13da33.htm AMENDMENT #33 TO FORM SC13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 33)* ATHENA GOLD CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04686B 108 (CUSIP Number) John Power, CEO/Director 2010 A Harbison Drive # 312, Vacaville, CA 95687 (707) 291-6198 (Name, Address,

October 31, 2024 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

October 31, 2024 EX-99.1

NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CLOSES $600,000 IN THE FIRST TRANCHE OF PREVIOUSLY ANNOUNCED PRIVATE PLACEMENT Athena sets sights on Gold Exploration in Nevada a

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CLOSES $600,000 IN THE FIRST TRANCHE OF PREVIOUSLY ANNOUNCED PRIVATE PLACEMENT Athena sets sights on Gold Exploration in Nevada and Ontario Vacaville, CA - October 28, 2024 - Athena Gold Corporatio

October 2, 2024 EX-10.1

Purchase and Sale Agreement

Exhibit 10.1 ASSET PURCHASE AND SALE AGREEMENT THIS will be effective as of the 30th day of September, 2024. BETWEEN: LIBRA LITHIUM CORP, a corporation existing pursuant to the laws of the Province of Ontario, Canada, with a head office at 1 First Canadian Place, Suite 6000, 100 King Street West,Toronto, Ontario, Canada, M5X 1E2 (hereinafter referred to as “Libra”) OF THE FIRST PART AND: ATHENA GO

October 2, 2024 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commiss

October 2, 2024 EX-99.1

Athena Completes Transformative Transaction with Libra, Acquires Ontario Gold Assets, and Plans to Strengthen Management Team and Board

Exhibit 99.1 Athena Completes Transformative Transaction with Libra, Acquires Ontario Gold Assets, and Plans to Strengthen Management Team and Board TORONTO, ON / ACCESSWIRE / October 1, 2024 / Athena Gold Corporation (CSE:ATHA)(OTCQB:AHNR) ("Athena Gold" or the "Company") is pleased to announce that, further to its press release of September 11, 2024, the Company has executed a definitive agreeme

September 13, 2024 EX-99.1

Athena Gold Corporation completes acquisition of the Historic Blue Dick Mine and Significantly Expands Its Flagship Excelsior Springs Gold Project in Nevada

Exhibit 99.1 Athena Gold Corporation completes acquisition of the Historic Blue Dick Mine and Significantly Expands Its Flagship Excelsior Springs Gold Project in Nevada Vacaville, California - August 29, 2024 - Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) ("Athena" or the "Company") is pleased to announce that it has finalized its previously announced purchase and sale agreement dated June 1

September 13, 2024 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPOR

June 13, 2024 EX-10.2

Promissory Note

Exhibit 10.2 PROMISSORY NOTE US $100,000 June 7, 2024 FOR VALUE RECEIVED, Athena Gold Corporation, a Delaware corporation and its successors and assigns (the "Maker"), promises to pay to the order of John C. Power, individually ("Holder") at 2010 A Harbison Drive # 312, Vacaville, CA 95687, or at such other place as Holder may from time to time designate in writing, the principal sum of One Hundre

June 13, 2024 EX-10.1

Asset Purchase Agreement

Exhibit 10.1 ASSET PURCHASE AND SALE AGREEMENT THIS dated for reference the 1st day of June, 2024. BETWEEN: SILVER RESERVE CORP, a corporation existing under the laws of the State of Nevada, with a head office at Suite 106, 1135 Terminal Way, Reno, Nevada, United States, 89502. (hereinafter referred to as “Silver Reserve”) OF THE FIRST PART AND: ATHENA GOLD CORPORATION, a corporation existing unde

June 13, 2024 EX-99.1

ATHENA GOLD CORPORATION ANNOUNCES ISSUANCE OF BONUS SHARES, PROMISSORY NOTE AND SHARES FOR DEBT

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION ANNOUNCES ISSUANCE OF BONUS SHARES, PROMISSORY NOTE AND SHARES FOR DEBT Vacaville, CA - June 7, 2024. Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena” or the “Company”) is pl

June 13, 2024 EX-99.2

Athena Gold Corporation Signs Agreement to Acquire Historic Blue Dick Mine and Significantly Expands Its Flagship Excelsior Springs Gold Project in Nevada

Exhibit 99.2 Athena Gold Corporation Signs Agreement to Acquire Historic Blue Dick Mine and Significantly Expands Its Flagship Excelsior Springs Gold Project in Nevada Vacaville, California - June 12, 2024 - Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) ("Athena" or the "Company") is pleased to announce that it has entered into an asset purchase and sale agreement dated June 1, 2024 (the “Purc

June 13, 2024 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission Fi

May 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 O

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPO

March 29, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPORATION (Exact Name of R

March 11, 2024 EX-10.1

Debt Settlement Agreement

Exhibit 10.1 DEBT SETTLEMENT AGREEMENT THIS AGREEMENT dated for reference the 2nd day of January 2024. BETWEEN: ATHENA GOLD CORPORATION, a corporation existing under the laws of THE State of Delaware, with a head office at Suite 312 – 2010A Harbison Drive, Vacaville, California, United States, 95687, (hereinafter referred to as the "Corporation") OF THE FIRST PART AND: CASTLEWOOD CAPITAL CORPORATI

March 11, 2024 8-K/A

Regulation FD Disclosure, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A-1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commi

February 15, 2024 EX-99.1

Athena Gold Completes IP/Resistivity Survey at its Crow Springs Copper-Molybdenum-Gold Porphyry Project in Nevada

Exhibit 99.1 Athena Gold Completes IP/Resistivity Survey at its Crow Springs Copper-Molybdenum-Gold Porphyry Project in Nevada RENO, NV – February 15, 2024 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) is pleased to announce it has successfully completed an Induced Polarization/Resistivity (the “Survey”) at its 100% owned Crow Springs Project (“Project”) located a

February 15, 2024 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

February 13, 2024 SC 13D/A

AHNR / Athena Gold Corporation / POWER JOHN C /CA/ - AMENDMENT #11 TO FORM SC13D Activist Investment

SC 13D/A 1 powersc13da11.htm AMENDMENT #11 TO FORM SC13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11)* ATHENA SILVER CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04686B 108 (CUSIP Number) John Power, CEO/Director 2010A Harbison Drive #312 Vacaville, California 95687 (707)884-3766 (tel) (Name

February 13, 2024 SC 13D/A

AHNR / Athena Gold Corporation / Gibbs John D - AMENDMENT #32 TO FORM SC13D Activist Investment

SC 13D/A 1 gibbssc13da32.htm AMENDMENT #32 TO FORM SC13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 32)* ATHENA GOLD CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04686B 108 (CUSIP Number) John Power, CEO/Director 2010 A Harbison Drive # 312, Vacaville, CA 95687 (707) 291-6198 (Name, Address, a

January 30, 2024 EX-99.1

ATHENA GOLD CORPORATION ANNOUNCES FULLY SUBSCRIBED CAD $200,000 NON-BROKERED PRIVATE PLACEMENT AND SHARES FOR DEBT TRANSACTION

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION ANNOUNCES FULLY SUBSCRIBED CAD $200,000 NON-BROKERED PRIVATE PLACEMENT AND SHARES FOR DEBT TRANSACTION Vacaville, CA - January 10, 2024 Athena Gold Corporation (CSE:ATHA) (OTCQB:AHNR) (

January 30, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 ATHENA GOLD CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

January 30, 2024 EX-99.2

ATHENA GOLD CORPORATION CLOSES FULLY SUBSCRIBED NON-BROKERED PRIVATE PLACEMENT AND ISSUES SHARES FOR DEBT

Exhibit 99.2 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION CLOSES FULLY SUBSCRIBED NON-BROKERED PRIVATE PLACEMENT AND ISSUES SHARES FOR DEBT Vacaville, CA - January 17, 2024. Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena” or the “C

January 8, 2024 SC 13G

AHNR / Athena Gold Corporation / Sprott Eric - SCHEDULE 13G Passive Investment

SC 13G 1 ea191239-13gsprottathena.htm SCHEDULE 13G United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Athena Gold Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 04686B108 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate th

January 4, 2024 EX-99.1

ATHENA GOLD CORPORATION WELCOMES ERIC SPROTT AS A SHAREHOLDER AND CLOSES THE ACQUISITION OF 10 MILLION SHARES IN NUBIAN RESOURCES LTD.

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION WELCOMES ERIC SPROTT AS A SHAREHOLDER AND CLOSES THE ACQUISITION OF 10 MILLION SHARES IN NUBIAN RESOURCES LTD. Vacaville, CA - January 2, 2024. Athena Gold Corporation (CSE: ATHA) (OTCQ

January 4, 2024 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

December 28, 2023 EX-10.2

Registration Rights Agreement

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of December , 2023, by and between ATHENA GOLD CORPORATION., a Delaware corporation (the “Company”), and 2176423 ONTARIO LTD., an Ontario corporation (the “Investor”). This Agreement is made pursuant to a Share Purchase Agreement, dated as of the date hereof between the Comp

December 28, 2023 EX-99.1

ATHENA GOLD CORPORATION ACQUIRES SHARES FROM ERIC SPROTT

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION ACQUIRES SHARES FROM ERIC SPROTT Vacaville, CA - December 22, 2023 Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) (“Athena” or the “Company”) is pleased to announce it has entered in

December 28, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

December 28, 2023 EX-10.1

Share Purchase Agreement

Exhibit 10.1 SHARE PURCHASE AGREEMENT THIS AGREEMENT made as of the 22nd day of December, 2023 BETWEEN: 2176423 ONTARIO LTD., a corporation incorporated under the laws of Ontario (hereinafter called the “Vendor”) -and- ATHENA GOLD CORPORATION, a corporation incorporated under the laws of Delaware (hereinafter called the “Purchaser”) WHEREAS the Vendor is the legal and beneficial owner of 10,000,00

December 15, 2023 EX-16

Pursuant to Item 304(a)(1) of Regulation S-K, the Registrant herewith files the letter of MaloneBailey LLP, former accountants to the Company.

Exhibit 16 December 14, 2023 United States Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Commissioners: We have read Item 4.

December 15, 2023 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

December 12, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

December 12, 2023 EX-99.1

Athena Gold Plans IP/Resistivity Survey at Its Crow Springs Copper Molybdenum Gold Porphyry Project in Nevada · Objective is to Refine 2024 Drill Targets

Exhibit 99.1 Athena Gold Plans IP/Resistivity Survey at Its Crow Springs Copper Molybdenum Gold Porphyry Project in Nevada · Objective is to Refine 2024 Drill Targets RENO, NV – December 12, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) is pleased to announce it has contracted with Zonge International, Inc. to perform an IP/Resistivity (the “Survey”) at its 1

December 1, 2023 424B3

ATHENA GOLD CORPORATION 10,556,286 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Commission File No. 333-265676 PROSPECTUS SUPPLEMENT NO. 3 (To Prospectus dated June 26, 2023) ATHENA GOLD CORPORATION 10,556,286 Shares of Common Stock This prospectus relates to the resale by certain Selling Securityholders (“Selling Securityholders”) of an aggregate of 10,556,286 shares (the “Shares”) of common stock, $0.0001 par value, of Athena Gold Corp., a D

November 29, 2023 EX-99.1

ATHENA GOLD ANNOUNCES RESIGNATION OF DIRECTOR

Exhibit 99.1 ATHENA GOLD ANNOUNCES RESIGNATION OF DIRECTOR VACAVILLE, CA – November 29, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) announces that Markus Janser has resigned from the Board of Directors, effective immediately, due to demands of his full-time commitments. Mr. Janser joined the Board in 2021 and served as an independent director and member of

November 29, 2023 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

November 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD C

October 3, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

October 3, 2023 EX-99.1

Athena Gold Receives High-Grade Gold and Silver Assays from the Lida Bell Zone at Its Excelsior Springs Project in Nevada

Exhibit 99.1 Athena Gold Receives High-Grade Gold and Silver Assays from the Lida Bell Zone at Its Excelsior Springs Project in Nevada VACAVILLE, CA – October 3, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) is pleased to announce assay results from a recent reconnaissance and sampling program (the “Program”) at its 100% owned Excelsior Springs Project (“Proj

September 15, 2023 EX-99.1

Athena Gold Drills 1.02 Gold Over 51.8 Meters and Extends Its Shallow Oxide Gold Discovery At Its Excelsior Springs Project in Nevada

Exhibit 99.1 Athena Gold Drills 1.02 Gold Over 51.8 Meters and Extends Its Shallow Oxide Gold Discovery At Its Excelsior Springs Project in Nevada VACAVILLE, CA / ACCESSWIRE / September 14, 2023 / Athena Gold Corporation (OTCQB:AHNR)(CSE:ATHA) ("Athena" or the "Company") is pleased to announce results from its Phase 3 drilling program (the "Program") at its 100% owned, 4,000 acre Excelsior Springs

September 15, 2023 EX-99.2

CORRECTION BY SOURCE: Athena Gold Drills 1.02 g/t Gold

Exhibit 99.2 CORRECTION BY SOURCE: Athena Gold Drills 1.02 g/t Gold Over 51.8 Meters and Extends its Shallow Oxide Gold Discovery at Excelsior Springs Project, Nevada There was an incomplete headline in the original release VACAVILLE, CA / ACCESSWIRE / September 14, 2023 / Athena Gold Corporation (OTCQB:AHNR)(CSE:ATHA) ("Athena" or the "Company") is pleased to announce results from its Phase 3 dri

September 15, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commiss

August 16, 2023 424B3

ATHENA GOLD CORPORATION 10,556,286 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Commission File No. 333-265676 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus dated June 26, 2023) ATHENA GOLD CORPORATION 10,556,286 Shares of Common Stock This prospectus relates to the resale by certain Selling Securityholders (“Selling Securityholders”) of an aggregate of 10,556,286 shares (the “Shares”) of common stock, $0.0001 par value, of Athena Gold Corp., a D

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPOR

June 27, 2023 424B3

PROSPECTUS ATHENA GOLD CORPORATION 10,556,286 Shares of Common Stock

Table of Contents Rule 424(b)(3) SEC File No. 333-265676 PROSPECTUS ATHENA GOLD CORPORATION 10,556,286 Shares of Common Stock This prospectus relates to the resale by certain Selling Securityholders (“Selling Securityholders”) of an aggregate of 10,556,286 shares (the “Shares”) of common stock, $0.0001 par value, of Athena Gold Corp., a Delaware Corporation (“Athena” or the “Company”) (the “Common

June 22, 2023 EX-99.1

ATHENA GOLD COMMENCES 2023 RC DRILL PROGRAM AT FLAGSHIP EXCELSIOR SPRINGS PROJECT IN NEVADA

Exhibit 99.1 ATHENA GOLD COMMENCES 2023 RC DRILL PROGRAM AT FLAGSHIP EXCELSIOR SPRINGS PROJECT IN NEVADA VACAVILLE, CA – June 20, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) has commenced its first 2023 RC drill program at its 100% owned Excelsior Springs Project (“Project”) located approximately 45 miles southwest of Goldfield in Esmeralda County, Nevada.

June 22, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission F

June 21, 2023 POS AM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST -EFFECTIVE AMENDMENT NO. 2 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORP. (Exact Name of Registrant as Specified in its Charter)

Table of Contents As filed with the Securities and Exchange Commission on June 21, 2023 Registration Statement No.

June 21, 2023 EX-FILING FEES

Filing Fees

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered (1) Proposed Offering Price Per Share (2) Proposed Maximum Aggregate Offering Price Amount of Registration Fee (3) Common Stock, $0.

June 21, 2023 EX-5.0

Opinion of Clifford L. Neuman, P.C.

Exhibit 5.0 Clifford L. Neuman, p.c. Attorney at Law 6800 N. 79th St., Ste. 200 Niwot, Colorado 80503 Telephone: (303) 449-2100 Facsimile: (303) 449-1045 E-mail: [email protected] June 21, 2023 Athena Gold Corporation 2010A Harbison Dr., #312 Vacaville, CA 95687 Re: Registration Statement on Form S-1 Sir or Madam: We have acted as legal counsel for Athena Gold Corporation, a Delaware corporation

May 16, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 ATHENA GOLD CORPORAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission Fi

May 16, 2023 EX-99.1

ATHENA GOLD ANNOUNCES 2023 EXPLORATION PLANS FOR FLAGSHIP EXCELSIOR SPRINGS PROJECT IN NEVADA

Exhibit 99.1 ATHENA GOLD ANNOUNCES 2023 EXPLORATION PLANS FOR FLAGSHIP EXCELSIOR SPRINGS PROJECT IN NEVADA VACAVILLE, CA – May 15, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) is pleased to present its 2023 exploration plans at its 100% owned Excelsior Springs Project (“Project”) located approximately 45 miles southwest of Goldfield in Esmeralda County, Neva

May 16, 2023 EX-99.2

© 2021 Athena Gold. All rights reserved. 1 CSE: ATHA | OTCQB : AHNR New High - Grade Gold Discovery in the Walker Lane M AY 2023 : AHNR : ATHA © 2021 Athena Gold. All rights reserved. CSE: ATHA | OTCQB : AHNR 2 DISCLAIMER This presentation of Athena

Exhibit 99.2 © 2021 Athena Gold. All rights reserved. 1 CSE: ATHA | OTCQB : AHNR New High - Grade Gold Discovery in the Walker Lane M AY 2023 : AHNR : ATHA © 2021 Athena Gold. All rights reserved. CSE: ATHA | OTCQB : AHNR 2 DISCLAIMER This presentation of Athena Gold Corporation (the "Company") is for information only and shall not constitute an invitation or o ffer to buy, sell, issue or subscrib

May 4, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 O

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPO

April 26, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2023 ATHENA GOLD CORPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

April 26, 2023 EX-99.1

ATHENA GOLD CORPORATION CLOSES NON-BROKERED PRIVATE PLACEMENT

Exhibit 99.1 THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES ATHENA GOLD CORPORATION CLOSES NON-BROKERED PRIVATE PLACEMENT Vacaville, CA - April 26, 2023. Athena Gold Corporation (CSE: ATHA) (OTCQB: AHNR) ("Athena" or the “Company”) is pleased to announce that it has cl

April 14, 2023 POS AM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST -EFFECTIVE AMENDMENT NO. 1 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORP. (Exact Name of Registrant as Specified in its Charter)

Table of Contents As filed with the Securities and Exchange Commission on April 14, 2023 Registration Statement No.

March 15, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPORATION (Exact Name of R

February 14, 2023 424B3

ATHENA GOLD CORPORATION 18,395,000 Shares of Common Stock

PROSPECTUS Rule 424(b)(3) SEC File No. 333-265676 ATHENA GOLD CORPORATION 18,395,000 Shares of Common Stock This prospectus relates to the resale by certain Selling Securityholders (“Selling Securityholders”) of an aggregate of 18,395,000 shares (the “Shares”) of common stock, $0.0001 par value, of Athena Gold Corp., a Delaware Corporation (“Athena” or the “Company”) (the “Common Stock”). The Sell

February 7, 2023 CORRESP

ATHENA GOLD CORPORATION 2010A Harbison Dr. #312 Vacaville, CA 95867 February 7, 2023

CORRESP 1 filename1.htm ATHENA GOLD CORPORATION 2010A Harbison Dr. #312 Vacaville, CA 95867 February 7, 2023 VIA EDGAR United States Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: Athena Gold Corporation Amendment No. 2 to Registration Statement on Form S-1 Filed January 25, 2023 SEC File No. 333-265676 Request for Acceleration of Effectiveness Ladies and Gentlemen:

January 31, 2023 EX-99.2

ATHENA GOLD INCREASES EXCELSIOR SPRINGS PROJECT SIZE IN NEVADA

Exhibit 99.2 ATHENA GOLD INCREASES EXCELSIOR SPRINGS PROJECT SIZE IN NEVADA VACAVILLE, CA – January 31, 2023 – Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (“Athena” or the “Company”) is pleased to announce the addition of 1,000 acres (405 Hectares) to its property at Excelsior Springs by staking 51 new BLM claims bringing its total land package to 200 BLM lode claims covering over 4,000 acres

January 31, 2023 EX-99.1

George Mannard joins Athena Technical Advisory Board

Exhibit 99.1 George Mannard joins Athena Technical Advisory Board VACAVILLE, CA – January 16, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) is pleased to announce the appointment of George Mannard to the technical advisory committee. George Mannard, P.Geo is a geologist with a stellar exploration record. George was credited with the Louvicourt base metal disc

January 31, 2023 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

January 25, 2023 EX-FILING FEES

Filing Fees

Exhibit 107 Calculation of Filing Fee Tables S-1/A-2 (Form Type) ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Common Stock Common Stock Securities Act 457(c) 9,197,500 Common Stock; $0.

January 25, 2023 EX-5.0

Opinion of Clifford L. Neuman, P.C.

Exhibit 5.0 Clifford L. Neuman, p.c. Attorney at Law 6800 N. 79th St., Ste. 200 Niwot, Colorado 80503 Telephone: (303) 449-2100 Facsimile: (303) 449-1045 E-mail: [email protected] January 25, 2023 Athena Gold Corporation 2010A Harbison Dr., #312 Vacaville, CA 95687 Re: Registration Statement on Form S-1 Sir or Madam: We have acted as legal counsel for Athena Gold Corporation, a Delaware corporat

January 25, 2023 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 2 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORP. (Exact Name of Registrant as Specified in its Charter)

Table of Contents As filed with the Securities and Exchange Commission on January 25, 2023 Registration Statement No.

January 25, 2023 CORRESP

ATHENA GOLD CORPORATION January 25, 2023

CORRESP 1 filename1.htm ATHENA GOLD CORPORATION January 25, 2023 VIA EDGAR United States Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Attention: Timothy S. Levenberg, Esq. Re: Athena Gold Corporation Amendment No. 2 to Registration Statement on Form S-1 Filed January 25, 2023 SEC File No. 333-265676 Ladies and Gentlemen: On behalf of Athena Gold Corporation (the "Compa

January 11, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2023 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

January 11, 2023 EX-99.1

Athena Gold Confirms and Extends Shallow High-Grade Oxide Gold Discovery with Multiple Intercepts Including 10.02 Au G/T Over 10.7 Meters at Its Excelsior Springs Project in Nevada

Exhibit 99.1 Athena Gold Confirms and Extends Shallow High-Grade Oxide Gold Discovery with Multiple Intercepts Including 10.02 Au G/T Over 10.7 Meters at Its Excelsior Springs Project in Nevada VACAVILLE, CA – January 10, 2023 – Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (“Athena” or the “Company”) is pleased to announce assay results from its Fall 2022 drill program (the “Program”) at its

December 22, 2022 EX-FILING FEES

Filing Fees

Exhibit 107 Calculation of Filing Fee Tables S-1/A-1 (Form Type) ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Common Stock Common Stock Securities Act 457(c) 9,197,500 Common Stock; $0.

December 22, 2022 EX-5.0

Opinion of Clifford L. Neuman, P.C.

Exhibit 5.0 Clifford L. Neuman, p.c. Attorney at Law 6800 N. 79th St., Ste. 200 Niwot, Colorado 80503 Telephone: (303) 449-2100 Facsimile: (303) 449-1045 E-mail: [email protected] December 19, 2022 Athena Gold Corporation 2010A Harbison Dr., #312 Vacaville, CA 95687 Re: Registration Statement on Form S-1 Sir or Madam: We have acted as legal counsel for Athena Gold Corporation, a Delaware corpora

December 22, 2022 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORP. (Exact Name of Registrant as Specified in its Charter)

Table of Contents As filed with the Securities and Exchange Commission on December 22, 2022 Registration Statement No.

November 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD C

November 14, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissi

November 14, 2022 EX-99.1

ATHENA GOLD COMPLETES EXPANDED FALL 2022 DRILL PROGRAM

Exhibit 99.1 ATHENA GOLD COMPLETES EXPANDED FALL 2022 DRILL PROGRAM VACAVILLE, CA ? November 10, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce that the Company increased the size of the Company's Fall 2022 reverse circulation (?RC?) drill program to nine (9) angle holes from the previously announced six (6) angle holes (press release dat

November 3, 2022 8-K/A

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A-2 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commis

November 3, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

November 3, 2022 EX-99.1

Athena Commences Drill Program to Further Delineate the Shallow High-grade Intercept from Discovery Hole DB-23

Exhibit 99.1 Athena Commences Drill Program to Further Delineate the Shallow High-grade Intercept from Discovery Hole DB-23 VACAVILLE, CA ? October 27, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce the commencement of the Company's fall 2022 reverse circulation (?RC?) drill program consisting of six (6) angle holes for an estimated 2,000

November 3, 2022 EX-99.1

ATHENA ANNOUNCES CLOSING OF CAD $704,616 NON-BROKERED PRIVATE PLACEMENT

Exhibit 99.1 ATHENA ANNOUNCES CLOSING OF CAD $704,616 NON-BROKERED PRIVATE PLACEMENT VACAVILLE, CA ? October 31, 2022 ? Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (?Athena? or the ?Company?) announces that it has closed its previously announced upsized and oversubscribed non-brokered private placement offering (the ?Offering?) for gross proceeds of CAD $704,616 through the issuance of 8,807

October 19, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commissio

October 19, 2022 EX-99.1

ATHENA ANNOUNCES STOCK OPTION GRANTS AND ISSUANCE OF SHARES PURSUANT TO EQUITY INCENTIVE PLAN

Exhibit 99.1 ATHENA ANNOUNCES STOCK OPTION GRANTS AND ISSUANCE OF SHARES PURSUANT TO EQUITY INCENTIVE PLAN VACAVILLE, CA ? October 12, 2022 ? Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (?Athena? or the ?Company?) announces that it has granted an aggregate of 2,980,000 stock options (the ?Options?) to certain directors, an officer and a consultant of the Company to purchase 2,980,000 common

September 23, 2022 EX-99.2

ATHENA ANNOUNCES CLOSING OF FINAL TRANCHE OF UPSIZED AND OVERSUBSCRIBED NON-BROKERED PRIVATE PLACEMENT

Exhibit 99.2 ATHENA ANNOUNCES CLOSING OF FINAL TRANCHE OF UPSIZED AND OVERSUBSCRIBED NON-BROKERED PRIVATE PLACEMENT VACAVILLE, CA ? September 23, 2022 ? Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (?Athena? or the ?Company?) announces the closing of the final tranche of its previously announced upsized and oversubscribed non-brokered private placement offering (the ?Offering?) for gross proc

September 23, 2022 EX-99.1

ATHENA UPSIZES CAD $0.08 UNIT NON-BROKERED PRIVATE PLACEMENT AND ANNOUNCES CLOSING OF SECOND TRANCHE

Exhibit 99.1 ATHENA UPSIZES CAD $0.08 UNIT NON-BROKERED PRIVATE PLACEMENT AND ANNOUNCES CLOSING OF SECOND TRANCHE VACAVILLE, CA ? September 9, 2022 ? Athena Gold Corporation (OTCQB: AHNR) (CSE: ATHA) (?Athena? or the ?Company?) announces that due to investor interest in its non-brokered private placement offering (the ?Offering?) of units of the Company (each, a ?Unit?), it is upsizing the Offerin

September 23, 2022 8-K/A

Regulation FD Disclosure, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A-1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commis

August 23, 2022 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

August 23, 2022 EX-99.1

ATHENA GOLD FINALIZES PURCHASE OF TWO KEY PATENTED CLAIMS AT EXCELSIOR SPRINGS PROJECT, NEVADA PLANS BEING DEVELOPED TO FOLLOW-UP ON HIGH-GRADE DISCOVERY HOLE DB-23 CLOSES FIRST TRANCHE OF CAD $0.08 UNIT PRIVATE PLACEMENT

Exhibit 99.1 ATHENA GOLD FINALIZES PURCHASE OF TWO KEY PATENTED CLAIMS AT EXCELSIOR SPRINGS PROJECT, NEVADA PLANS BEING DEVELOPED TO FOLLOW-UP ON HIGH-GRADE DISCOVERY HOLE DB-23 CLOSES FIRST TRANCHE OF CAD $0.08 UNIT PRIVATE PLACEMENT VACAVILLE, CA ? August 22, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce that the Company has finalized

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPOR

June 29, 2022 EX-99.1

Athena Gold Intercepts Shallow High-Grade Gold With 15.3 G/T Over 35 Feet At Its Excelsior Springs Project, Nevada

EX-99.1 2 athenagold9901.htm PRESS RELEASE Exhibit 99.1 Athena Gold Intercepts Shallow High-Grade Gold With 15.3 G/T Over 35 Feet At Its Excelsior Springs Project, Nevada VACAVILLE, CA – June 29, 2022 – Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (“Athena” or the “Company”) is pleased to announce assay results from the 2022 reverse circulation (“RC”) phase 1 drill program (the “Program”) at i

June 29, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission F

June 17, 2022 S-1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATHENA GOLD CORP. (Exact Name of Registrant as Specified in its Charter)

Table of Contents As filed with the Securities and Exchange Commission on June , 2022 Registration Statement No.

June 17, 2022 EX-5.0

Opinion of Clifford L. Neuman, P.C.

Exhibit 5.0 Clifford L. Neuman, p.c. Attorney at Law 6800 N. 79th St., Ste. 200 Niwot, Colorado 80503 Telephone: (303) 449-2100 Facsimile: (303) 449-1045 E-mail: [email protected] June 17, 2022 Athena Gold Corporation 2010A Harbison Dr., #312 Vacaville, CA 95687 Re: Registration Statement on Form S-1 Sir or Madam: We have acted as legal counsel for Athena Gold Corporation, a Delaware corporation

June 17, 2022 EX-FILING FEES

Filing fees

Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered (1) Proposed Offering Price Per Share(2) Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, $0.

June 10, 2022 EX-99.1

ATHENA GOLD CORPORATION ENTERS INTO AGREEMENT TO PURCHASE TWO KEY PATENTED CLAIMS IN ITS FLAGSHIP EXCELSIOR SPRINGS PROJECT

EX-99.1 2 athenagoldex9901.htm PRESS RELEASE Exhibit 99.1 ATHENA GOLD CORPORATION ENTERS INTO AGREEMENT TO PURCHASE TWO KEY PATENTED CLAIMS IN ITS FLAGSHIP EXCELSIOR SPRINGS PROJECT VACAVILLE, CA – June 9, 2022 – Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (“Athena” or the “Company”) reports that it has entered into an acquisition agreement (the “Acquisition Agreement”) with an arm’s length p

June 10, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission Fi

May 26, 2022 EX-99.1

ATHENA GOLD COMPLETES DRILLING PROGRAM AT EXCELSIOR SPRINGS GOLD PROJECT, ESMERALDA COUNTY, NEVADA RC DRILL PROGRAM UPSIZED TO 5,575 FEET

Exhibit 99.1 ATHENA GOLD COMPLETES DRILLING PROGRAM AT EXCELSIOR SPRINGS GOLD PROJECT, ESMERALDA COUNTY, NEVADA RC DRILL PROGRAM UPSIZED TO 5,575 FEET VACAVILLE, CA ?April 18, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce the successful completion of its reverse circulation (?RC?) drill program (the ?2022 Drill Program?) at its Excelsior

May 26, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

May 26, 2022 EX-99.2

ATHENA GOLD CORPORATION ACQUIRES PORPHYRY COPPER GOLD MOLYBDENUM PROSPECT IN CROW SPRINGS DISTRICT, ESMERALDA COUNTY, NEVADA

Exhibit 99.2 ATHENA GOLD CORPORATION ACQUIRES PORPHYRY COPPER GOLD MOLYBDENUM PROSPECT IN CROW SPRINGS DISTRICT, ESMERALDA COUNTY, NEVADA ? UPDATE ON SCHEDULE FOR EXCELSIOR SPRINGS DRILL PROGRAM ASSAY RESULTS VACAVILLE, CA ?May 25, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) reports that it has acquired a porphyry copper-gold-molybdenum prospect located thir

May 12, 2022 SC 13D/A

AHNR / Athena Silver Corp / Gibbs John D - AMENDMENT 31 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.

May 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 O

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPO

May 4, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

March 31, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPORATION (Exact Name of R

March 30, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) (Commission

March 30, 2022 EX-99.1

ATHENA GOLD COMMENCES DRILLING OPERATIONS AT EXCELSIOR SPRINGS GOLD PROJECT, ESMERALDA COUNTY, NEVADA

Exhibit 99.1 ATHENA GOLD COMMENCES DRILLING OPERATIONS AT EXCELSIOR SPRINGS GOLD PROJECT, ESMERALDA COUNTY, NEVADA VACAVILLE, CA ?March 30, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce that field operations have commenced for the previously announced 5,000+ foot reverse circulation (?RC?) drill program (the ?2022 Drill Program?) at its

March 14, 2022 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other j

March 8, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2022 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdi

March 8, 2022 EX-99.1

ATHENA GOLD SECURES CONTRACTOR FOR DRILLING AT EXCELSIOR SPRINGS GOLD PROJECT, ESMERALDA COUNTY, NEVADA

Exhibit 99.1 ATHENA GOLD SECURES CONTRACTOR FOR DRILLING AT EXCELSIOR SPRINGS GOLD PROJECT, ESMERALDA COUNTY, NEVADA VACAVILLE, CA ?March 8, 2022 ? Athena Gold Corporation (OTCQB: AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce that it has entered into an agreement with a drill contractor for the Company?s planned 5,000 foot reverse circulation (?RC?) drill program (the ?2022 D

February 9, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2022 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other juri

February 9, 2022 EX-99.1

ATHENA GOLD RECEIVES DRILL PERMIT AND UPDATES EXPLORATION STRATEGY FOR ITS FLAGSHIP EXCELSIOR SPRINGS GOLD PROJECT IN NEVADA

Exhibit 99.1 ATHENA GOLD RECEIVES DRILL PERMIT AND UPDATES EXPLORATION STRATEGY FOR ITS FLAGSHIP EXCELSIOR SPRINGS GOLD PROJECT IN NEVADA VACAVILLE, CA ?February 9, 2022 ? Athena Gold Corporation (OTCQB:AHNR)(CSE: ATHA) (?Athena? or the ?Company?) is pleased to announce that it has received final approval from the Bureau of Land Management (?BLM?) on the Company?s proposed Notice of Intent (?NOI?)

February 1, 2022 SC 13G

AHNR / Athena Silver Corp / NUBIAN RESOURCES LTD. - FORM SC 13G Passive Investment

SC 13G 1 formsc13g.htm FORM SC 13G CUSIP No. 04686B108 13G Page 1 of 5 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Athena Gold Corporation (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04686B108 (CUSIP Number) December 27, 2021 (Date of Event

January 6, 2022 EX-99.1

NUBIAN AND ATHENA ANNOUNCE CLOSING OF SALE AND ACQUISITION OF EXCELSIOR SPRINGS PROJECT NUBIAN PROVIDES EARLY WARNING DISCLOSURE

EX-99.1 3 athenagoldex9901.htm PRESS RELEASE Exhibit 99.1 NUBIAN AND ATHENA ANNOUNCE CLOSING OF SALE AND ACQUISITION OF EXCELSIOR SPRINGS PROJECT NUBIAN PROVIDES EARLY WARNING DISCLOSURE Toronto, Ontario, January 5, 2022 – Nubian Resources Ltd. (TSX-V: NBR | OTCQB: NBRFF) (“Nubian”) and Athena Gold Corporation (CSE: ATHA | OTCQB: AHNR) are pleased to announce the completion of the sale by Nubian a

January 6, 2022 EX-10.1

Share Purchase Agreement dated December 27, 2021

Exhibit 10.1 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT is made effective as of the 27th day of December, 2021. AMONG: NUBIAN RESOURCES LTD., a corporation organized under the laws of the Province of British Columbia and having an address for notice and delivery at Suite 202, Yale Court Plaza, 2526 Yale Court, Abbotsford, British Columbia, V2S 8G9 (the "Vendor") AND: ATHENA GOLD CORPOR

January 6, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, 8-K, 8-K, 8-K, 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jur

December 23, 2021 SC 13G/A

AHNR / Athena Silver Corp / NEUMAN CLIFFORD L ESQ - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 12)* Athena Gold Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 04686B 108 (CUSIP Number) December 8, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

December 23, 2021 SC 13G/A

AHNR / Athena Silver Corp / NEUMAN CLIFFORD L ESQ - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 13)* Athena Gold Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 04686B 108 (CUSIP Number) December 22 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

December 22, 2021 SC 13D/A

AHNR / Athena Silver Corp / Gibbs John D - SC 13D/A Activist Investment

SC 13D/A 1 gibbssc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 29)* ATHENA GOLD CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04686B 108 (CUSIP Number) John Power, CEO/Director 2010 A Harbison Drive # 312, Vacaville, CA 95687 (707) 291-6198 (Name, Address, and Telephone Number o

December 22, 2021 SC 13D/A

AHNR / Athena Silver Corp / POWER JOHN C /CA/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.

December 1, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 23, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact name of registrant as specified in its charter) Delaware 000-51808 90-0158978 (State of incorpora

December 1, 2021 EX-99.1

ATHENA GOLD CORPORATION ANNOUNCES AMENDMENT TO OPTION AGREEMENT WITH NUBIAN RESOURCES LTD.

Exhibit 99.1 ATHENA GOLD CORPORATION ANNOUNCES AMENDMENT TO OPTION AGREEMENT WITH NUBIAN RESOURCES LTD. VACAVILLE, CA ? November 23, 2021 ? Athena Gold Corporation (OTCQB:AHNR)(CSE: ATHA) (?Athena? or the ?Company?) announces that it has entered into an amendment agreement (the ?Amendment Agreement?) to amend the terms of an option agreement made as of December 11, 2020 (see news release dated Dec

November 15, 2021 EX-10.1

First Amendment to Option Agreement

EX-10.1 2 athenagoldex1001.htm FIRST AMENDMENT TO OPTION AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO OPTION AGREEMENT THIS AGREEMENT is dated as of the 10th day of November, 2021. AMONG: NUBIAN RESOURCES LTD., a corporation existing under the laws of the Province of British Columbia ("Nubian") AND: NUBIAN RESOURCES (USA) LTD., a company existing under the laws of the State of Delaware ("Nubian Subco

November 15, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact name of registrant as specified in its charter) Delaware 000-51808 90-0158978 (State of incorpora

November 1, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD C

October 19, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact name of registrant as specified in its charter) Delaware 000-51808 90-0158978 (State of incorporat

October 19, 2021 EX-99.1

ATHENA GOLD CORPORATION TO COMMENCE TRADING ON THE CANADIAN SECURITIES EXCHANGE (CSE) ON MONDAY, OCTOBER 18, 2021

EX-99.1 2 athenaex9901.htm PRESS RELEASE Exhibit 99.1 ATHENA GOLD CORPORATION TO COMMENCE TRADING ON THE CANADIAN SECURITIES EXCHANGE (CSE) ON MONDAY, OCTOBER 18, 2021 VACAVILLE, CA – October 18, 2021 – Athena Gold Corporation (OTCQB:AHNR)(CSE: ATHA) (“Athena” or the “Company”) is pleased to announce that it has received approval for the listing of its common shares on the Canadian Securities Exch

October 12, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact name of registrant as specified in its charter) Delaware 000-51808 90-0158978 (State of incorporat

October 12, 2021 EX-99.1

ATHENA GOLD CORPORATION CLOSES CAD $248,696 SECOND TRANCHE OF PRIVATE PLACEMENT

Exhibit 99.1 ATHENA GOLD CORPORATION CLOSES CAD $248,696 SECOND TRANCHE OF PRIVATE PLACEMENT VACAVILLE, CA ? October 12, 2021 ? Athena Gold Corporation (OTCQB:AHNR) (?Athena? or the ?Company?) is pleased to announce it has closed the second tranche of its non-brokered private placement of 3,108,700 units (?Units?) at a price of CAD $0.08 per Unit for gross proceeds of CAD $248,696 (the ?Financing?

September 22, 2021 SC 13G/A

AHNR / Athena Silver Corp / Strachan Bruce Trustee - SCHEDULE 13G AMENDMENT Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G /A Under the Securities Exchange Act of 1934 (Amendment No. 3 ) * Athena Gold Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 04686B 108 (CUSIP Number) August 23, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

September 20, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2021 ATHENA GOLD CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-51808 90-0158978 (State of incorporation) (Commission File Number) (IRS

September 20, 2021 EX-99.1

ATHENA GOLD PROVIDES UPDATE ON CANADIAN SECURITIES EXCHANGE LISTING FILES NI 43-101 TECHNICAL REPORT AND LAUNCHES NEW WEBSITE

Exhibit 99.1 ATHENA GOLD PROVIDES UPDATE ON CANADIAN SECURITIES EXCHANGE LISTING FILES NI 43-101 TECHNICAL REPORT AND LAUNCHES NEW WEBSITE VACAVILLE, CA ? September 20, 2021 ? Athena Gold Corporation (OTCQB:AHNR) (?Athena? or the ?Company?) is pleased to announce that it has received the receipt of the British Columbia Securities Commission for its long form prospectus dated August 31, 2021 (the ?

August 13, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CORPOR

August 6, 2021 SC 13D/A

AHNR / Athena Silver Corp / Gibbs John D - AMENDMENT NO. 29 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.

June 9, 2021 EX-99.1

ATHENA GOLD CLOSES CDN $500,000 FIRST TRANCHE OF PRIVATE PLACEMENT AND APPLIES FOR LISTING ON THE CANADIAN STOCK EXCHANGE APPOINTS TY MINNICK AS CHIEF FINANCIAL OFFICER

EX-99.1 2 athena8k-ex9901.htm PRESS RELEASE Exhibit 99.1 ATHENA GOLD CLOSES CDN $500,000 FIRST TRANCHE OF PRIVATE PLACEMENT AND APPLIES FOR LISTING ON THE CANADIAN STOCK EXCHANGE APPOINTS TY MINNICK AS CHIEF FINANCIAL OFFICER VACAVILLE, CA – June 9, 2021 – Athena Gold Corporation (OTCQB:AHNR) (“Athena” or the “Company”) is pleased to announce that the Company has closed the first tranche of a non-

June 9, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdic

May 21, 2021 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐TRANSITION REPORT UNDER SECTION 13 OR 15

10-K/A 1 athenagold10ka1-123120.htm AMENDMENT #1 TO ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

May 12, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commission File

May 12, 2021 EX-10.1

Consulting Agreement - Minnick

EXHIBIT 10.1 CONSULTING AGREEMENT This Agreement is effective May 6, 2021 (Effective Date) and is between Tyler J. Minnick, CPA LLC and having an address at 359 Teegan Court, Grand Junction, CO 81507 (hereinafter "Consultant"), and Athena Gold Corporation., a Delaware corporation having an address at 2010A Harbison Drive #312, Vacaville, CA 95687 (hereafter ?Athena? or the ?Company?). WHEREAS Cons

May 5, 2021 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA GOLD CO

April 21, 2021 EX-99.1

Athena Gold Corporation announces David Beling, P.E. as Senior Technical Advisor

Exhibit 99.1 Athena Gold Corporation announces David Beling, P.E. as Senior Technical Advisor Vacaville, CA, April 20, 2021 - Athena Gold Corp. (AHNR:OTCQB) announced that it has engaged David Beling, P.E. as a Senior Strategic and Technical advisor. Throughout the past 56 years, Dave examined, significantly reviewed, or was directly involved with 90 underground mines, 136 open pit mines and 168 p

April 21, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commission F

April 21, 2021 8-K

Regulation FD Disclosure

8-K 1 athena8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of

April 21, 2021 EX-99.2

OTCQB AHNR APRIL 2021 Advancing The Excelsior Springs Gold Deposit In the Walker Lane Trend, Nevada Top tier exploration & mining jurisdiction Comprehensive exploration strategy Significant mineralization Near - term results expected Committed & expe

EX-99.2 3 athenaex9902.htm FACT SHEET Exhibit 99.2 OTCQB AHNR APRIL 2021 Advancing The Excelsior Springs Gold Deposit In the Walker Lane Trend, Nevada Top tier exploration & mining jurisdiction Comprehensive exploration strategy Significant mineralization Near - term results expected Committed & experienced management team De - risked project with blue sky potential Corporate Snapshot Nevada is th

April 21, 2021 EX-99.1

© 2021 Athena Gold. All rights reserved. OTCQB : AHNR 1 The Resurgence of the Walker Lane Trend APRIL 2021 : AHNR © 2021 Athena Gold. All rights reserved. OTCQB : AHNR 2 DISCLAIMER This presentation of Athena Gold Corporation (the "Company") is for i

EX-99.1 2 athenaex9901.htm INVESTOR PRESENTATION Exhibit 99.1 © 2021 Athena Gold. All rights reserved. OTCQB : AHNR 1 The Resurgence of the Walker Lane Trend APRIL 2021 : AHNR © 2021 Athena Gold. All rights reserved. OTCQB : AHNR 2 DISCLAIMER This presentation of Athena Gold Corporation (the "Company") is for information only and shall not constitute an invitation or o ffer to buy, sell, issue or

April 16, 2021 EX-99.1

Athena Gold Corporation announces Finalization of Name Change

EX-99.1 2 athena8k-ex9901.htm PRESS RELEASE Exhibit 99.1 Athena Gold Corporation announces Finalization of Name Change Vacaville, CA. April 15, 2021 Athena Gold Corp. (OTCQB:AHNR) has been informed by FINRA that it has completed their processing of the Company’s name change from Athena Silver Corp. to Athena Gold Corp. The name change will be on the Daily List Announcement on April 15, 2021 and wi

April 16, 2021 8-K

Regulation FD Disclosure

8-K 1 athena8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of

April 8, 2021 EX-99.1

ATHENA GOLD ANNOUNCES TWO NEW INDEPENDENT DIRECTORS

EX-99.1 2 athenaex9901.htm PRESS RELEASE Exhibit 99.1 ATHENA GOLD ANNOUNCES TWO NEW INDEPENDENT DIRECTORS April 8, 2021 - Athena Gold Corporation a/k/a Athena Silver Corporation (OTCQB:AHNR) is pleased to announce the appointment of Markus Janser and John Hiner as independent directors effective March 22, 2021. “We are excited to add Markus and John to our Board of Directors as we advance our plan

April 8, 2021 8-K

Regulation FD Disclosure

8-K 1 athena8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of

March 29, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commission F

February 26, 2021 10-K

Annual Report - FORM 10-K

10-K 1 athenagold10k-123120.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808

February 5, 2021 8-K

Current Report

8-K 1 athenagold8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2021 ATHENA GOLD CORPORATION (formerly Athena Silver Corporation) (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808

January 27, 2021 EX-10.1

Certificate of Amendment to Certificate of Amended and Restated Certificate of Incorporation

EX-10.1 2 athenaex1001.htm CERTIFICATE OF AMENDMENT TO CERTIFICATE OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 10.1 STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ATHENA SILVER CORPORATION The corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby

January 27, 2021 EX-99.1

ATHENA SILVER CORPORATION ANNOUNCES PLANNED NAME CHANGE TO “ATHENA GOLD CORPORATION” AND PROVIDES CORPORATE UPDATE

EX-99.1 3 athenaex9901.htm PRESS RELEASE Exhibit 99.1 ATHENA SILVER CORPORATION ANNOUNCES PLANNED NAME CHANGE TO “ATHENA GOLD CORPORATION” AND PROVIDES CORPORATE UPDATE VACAVILLE, CA - January 25, 2021 – Athena Silver Corporation (OTCQB:AHNR) (“Athena” or the “Company”) is pleased to announce plans to change its corporate name from Athena Silver Corporation to “Athena Gold Corporation” (the “Name

January 27, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2021 ATHENA GOLD CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commission

January 22, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 28)* ATHENA SILVER CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) (CUSIP Number) John Power, CEO/Direct

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.

January 21, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* ATHENA SILVER CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) (CUSIP Number) John Power, CEO/Directo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.

January 14, 2021 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2021 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commissi

January 14, 2021 EX-10.1

Stock Purchase Agreement

EX-10.1 2 athenaex1001.htm STOCK PURCHASE AGREEMENT Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into effective as of the 31st day of December, 2020 (the “Closing Date”), by and between ATHENA SILVER CORPORATION, a Delaware corporation (the “Seller”), and TRIPOWER RESOURCES, INC. (the “Buyer”). RECITALS A. Seller owns 100 shares representing 100%

January 5, 2021 EX-10.1

Option Agreement - Stronghold

EX-10.1 2 athenaex1001.htm OPTION AGREEMENT - STRONGHOLD Exhibit 10.1 OPTION TO PURCHASE AGREEMENT ATHENA SILVER CORPORATION THIS OPTION TO PURCHASE AGREEMENT (this “Agreement”) is made as of the 21st day of December, 2020 AMONG: STRONGHOLD SILVER USA CORP., having an address at 312 E. Barioni Blvd. Imperial CA 92251 (the “Optionee”) AND: ATHENA SILVER CORPORATION., having an address at 2010A Harb

January 5, 2021 EX-10.2

Agreement to Convert Debt -Power

EX-10.2 3 athenaex1002.htm AGREEMENT TO CONVERT DEBT - POWER Exhibit 10.2 AGREEMENT TO CONVERT DEBT THIS AGREEMENT is made and entered into effective the 28th day of December, 2020, by and between ATHENA SILVER CORPORATION, a Delaware corporation ("Athena" or the "Company"), and John C. Power (Claimant"). WITNESSETH WHEREAS, the Company, or an affiliate of the Company, has an outstanding debt with

January 5, 2021 EX-10.4

Agreement to Convert Debt - Power

EX-10.4 5 athenaex1004.htm AGREEMENT TO CONVERT DEBT - POWER Exhibit 10.4 AGREEMENT TO CONVERT DEBT THIS AGREEMENT is made and entered into effective the 28th day of December, 2020, by and between ATHENA SILVER CORPORATION, a Delaware corporation ("Athena" or the "Company"), and John C. Power (Claimant"). WITNESSETH WHEREAS, the Company, or an affiliate of the Company, has an outstanding debt with

January 5, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commiss

January 5, 2021 EX-10.3

Agreement to Convert Debt -Gibbs

EX-10.3 4 athenaex1003.htm AGREEMENT TO CONVERT DEBT - GIBBS Exhibit 10.3 AGREEMENT TO CONVERT DEBT THIS AGREEMENT is made and entered into effective the 31st day of December, 2020, by and between ATHENA SILVER CORPORATION, a Delaware corporation ("Athena" or the "Company"), and John D. Gibbs (Claimant"). WITNESSETH WHEREAS, the Company, or an affiliate of the Company, has an outstanding debt with

December 21, 2020 EX-10.1

Option Agreement

Exhibit 10.1 OPTION AGREEMENT among NUBIAN RESOURCES LTD. and NUBIAN RESOURCES (USA) LTD. and ATHENA SILVER CORPORATION Dated December 11, 2020 in respect of Excelsior Springs Exploration Project – Esmeralda County, Nevada TABLE OF CONTENTS Article 1 INTERPRETATION 1 1.01 Definitions 1 1.02 Interpretation 5 1.03 Severability 6 1.04 Schedules 6 Article 2 REPRESENTATIONS and WARRANTIES 6 2.01 Repres

December 21, 2020 EX-99.1

ATHENA SILVER ENTERS INTO DEFINITIVE AGREEMENT TO ACQUIRE ADVANCED STAGE NEVADA GOLD EXPLORATION EXCELSIOR SPRINGS PROJECT

Exhibit 99.1 ATHENA SILVER ENTERS INTO DEFINITIVE AGREEMENT TO ACQUIRE ADVANCED STAGE NEVADA GOLD EXPLORATION EXCELSIOR SPRINGS PROJECT VACAVILLE, CA - December 15, 2020 – Athena Silver Corporation (OTCQB:AHNR) (“Athena” or the “Company”) is pleased to announce that, further to its press release dated August 31, 2020, it has entered into a definitive property option agreement (the “Option Agreemen

December 21, 2020 8-K

Regulation FD Disclosure - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commiss

December 10, 2020 DEFR14C

SCHEDULE 14C/A-2 (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 2)

Table of Contents SCHEDULE 14C/A-2 (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.

December 4, 2020 DEF 14C

- DEFINITIVE INFORMATION STATEMENT

Table of Contents SCHEDULE 14C/A-1 (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.

November 30, 2020 CORRESP

-

Clifford L. Neuman, P.C. Attorney at Law 6800 N. 79TH STREET, SUITE # 200 NIWOT, CO 80503 Telephone: (303) 449-2100 Facsimile: (303) 449-1045 E-mail: [email protected] November 25, 2020 VIA EDGAR Erin Purnell, Staff Attorney 100 F. Street N.E. Mail Stop 3561 Washington, D.C. 20549 Re: Athena Silver Corporation Amendment No. 1 to Information Statement on Schedule 14C File No. 000-51808 Dear Ms. P

November 25, 2020 PRER14C

- REVISED 14C

Table of Contents SCHEDULE 14C/A-1 (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.

November 12, 2020 PRE 14C

- PRELIMINARY INFORMATION STATEMENT

SCHEDULE 14C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.

November 4, 2020 10-Q

Quarterly Report - FORM 10-Q

10-Q 1 athena10q-093020.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commis

October 28, 2020 EX-99.1

STRONGHOLD SILVER CORP. Suite 3002 – 277 Thurlow Street Vancouver, BC V6C 0C1

Exhibit 99.1 STRONGHOLD SILVER CORP. Suite 3002 – 277 Thurlow Street Vancouver, BC V6C 0C1 CONFIDENTIAL October 22, 2020 Athena Silver Corporation 2010A Harbison Dr., #312 Vacaville, CA 95687 Attn: John Power, President Dear Mr. Power: Re: Option to Purchase Agreement between Stronghold Silver Corp. (“Optionee”) and Athena Silver Corporation and its wholly-owned subsidiary, Athena Minerals Inc. (“

October 28, 2020 8-K

- CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commissi

October 19, 2020 EX-10.1

Thirteenth Allonge and Modification Agreement with John Gibbs

Exhibit 10.1 THIRTEENTH ALLONGE AND MODIFICATION AGREEMENT This THIRTEENTH ALLONGE AND MODIFICATION AGREEMENT ("Modification") effective on the 30th day of September, 2020 (the “Effective Date”), by and among JOHN D. GIBBS ("Lender"); and ATHENA SILVER CORPORATION, a Delaware corporation ("Borrower"); RECITALS A. Borrower executed and delivered to Lender its Credit Agreement dated July 18, 2012, a

October 19, 2020 8-K

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commissi

August 31, 2020 EX-10.2

Letter of Intent dated August 21, 2020

Exhibit 10.2 ATHENA SILVER CORPORATION 2010A Harbison Drive, #312 Vacaville, CA 95687 707-291-698 August 21, 2020 Nubian Resources Ltd. 2526 Yale Court, Suite 202 Abbotsford, British Columbia Canada V2S 8G9 Attention: Markus Janser, Chairman Dear Mr. Janser, Re: Proposed Agreement to Purchase 100% of the Excelsior Springs Exploration Project, Esmeralda County, Nevada from Nubian Resources Ltd. Thi

August 31, 2020 EX-99.1

ATHENA SILVER ENTERS INTO AGREEMENT TO ACQUIRE ADVANCED STAGE GOLD EXPLORATION PROJECT IN NEVADA

EX-99.1 4 athena8k-ex9901.htm PRESS RELEASE Exhibit 99.1 ATHENA SILVER ENTERS INTO AGREEMENT TO ACQUIRE ADVANCED STAGE GOLD EXPLORATION PROJECT IN NEVADA VACAVILLE, CA - AUGUST 31, 2020 – Athena Silver Corporation (OTCQB:AHNR) (“Athena”) is pleased to announce that it has entered into a binding letter of intent (“LOI”) with Nubian Resources Ltd. (“Nubian”) (TSX VENTURE: NBR) for Athena to acquire

August 31, 2020 EX-10.1

Twelfth Allonge and Modification Agreement with John Gibbs

Exhibit 10.1 TWELFTH ALLONGE AND MODIFICATION AGREEMENT This TWELFTH ALLONGE AND MODIFICATION AGREEMENT ("Modification") effective on the 30th day of June, 2020 (the “Effective Date”), by and among JOHN D. GIBBS ("Lender"); and ATHENA SILVER CORPORATION, a Delaware corporation ("Borrower"); RECITALS A. Borrower executed and delivered to Lender its Credit Agreement dated July 18, 2012, as previousl

August 31, 2020 8-K

Regulation FD Disclosure

8-K 1 athena8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction

August 10, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER

May 18, 2020 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Exa

May 14, 2020 NT 10-Q

- FORM 12B-25

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 SEC File Number 000-51808 CUSIP Number 04686K108 NOTICE OF LATE FILING (Check One): [ ] Form 10-K [] Form 11-K [] Form 20-F [X] Form 10-Q [] Form N-CEN For Period Ended: March 31, 2020 If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: N/A Part I-Reg

April 29, 2020 EX-10.1

NSR Agreement

Exhibit 10.1 AGREEMENT TO GRANT A 1% NET SMELTER RETURN (NSR) ROYALTY ON ALL SILVER PRODUCED FROM THE LANGTRY MINE BETWEEN: GRANTEE: ATHENA MINERALS INC. HEREINAFTER REFERRED TO AS THE “GRANTEE” OR AS “ATHENA” AND: GRANTOR: BRUCE D. STRACHAN AND ELIZABETH K. STRACHAN AS TRUSTEES OF THE BRUCE AND ELIZABETH STRACHAN REVOCABLE TRUST DATED 7-25-2007 HERINAFTER REFERRED TO AS THE “GRANTOR” OR AS THE “S

April 29, 2020 EX-10.2

Termination Agreement

EX-10.2 3 athenaex1002.htm LEASE TERMINATION Exhibit 10.2 AGREEMENT TO TERMINATE THE LEASE WITH OPTION TO BUY DATED MARCH 10, 2006 AND AMENDMENT #1 TO SAID LEASE AND ALL LEASES AND AMENDMENTS DATED PRIOR TO MARCH 10, 2016 BETWEEN: ATHENA MINERALS INC. AND IT’S PARENT COMPANY ATHENA SILVER CORP. (HEREINAFTER REFERRED TO AS “ATHENA” OR AS THE “LESSEE”) AND: BRUCE D. STRACHAN AND ELIZABETH K. STRACHA

April 29, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commission

March 30, 2020 10-K

AHNR / Athena Silver Corp 10-K - Annual Report - FORM 10-K

10-K 1 athena10k-123119.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 AT

February 24, 2020 8-K

Current Report

8-K 1 athena8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2020 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdicti

February 24, 2020 EX-10.1

Eleventh Allonge and Modification Agreement with John D. Gibbs

Exhibit 10.1 ELEVENTH ALLONGE AND MODIFICATION AGREEMENT This ELEVENTH ALLONGE AND MODIFICATION AGREEMENT ("Modification") effective on the 31st day of December, 2019 (the “Effective Date”), by and among JOHN D. GIBBS ("Lender"); and ATHENA SILVER CORPORATION, a Delaware corporation ("Borrower"); RECITALS A. Borrower executed and delivered to Lender its Credit Agreement dated July 18, 2012, as pre

February 24, 2020 EX-10.2

Amendment No. 1 to Lease with an Option to Purchase dated March 10, 2016

EX-10.2 3 athena8k-1002.htm AMENDMENT # 1 TO LEASE Exhibit 10.2 - , AMENDMENT# 1 TO LEASE WITH OPTION TO PURCHASE DATED MARCH I0,20i6 ( HEREINAFTER REFERRED 10 AS TIIB"LEASE" BBTWEEN: ATHENAMINBRALS,INC. ( HERBINAFTBR RBFBRRBD 'IDAS "ATHBNA"ORAS1HE"LESSBB") · · . AND: , - · BllUCBD. STRACHAN ANDBL1ZABBTH IC. STRACHAN AS TRUS'1'BBS OFTBEBRUCB AND BUZABJmISTRACHANRBVOCABLB LIVING TR.UST DATED 7 - 25

November 22, 2019 10-K/A

AHNR / Athena Silver Corp 10-K/A - Annual Report - FORM 10-K

10-K/A 1 athena10ka1-123118.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A-1 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-

November 14, 2019 10-Q

AHNR / Athena Silver Corp 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION

November 5, 2019 EX-10.1

Tenth Allonge and Modification Agreement with John D. Gibbs

EX-10.1 2 athenaex1001.htm TENTH ALLONGE AND MODIFICATION AGREEMENT Exhibit 10.1 TENTH ALLONGE AND MODIFICATION AGREEMENT This TENTH ALLONGE AND MODIFICATION AGREEMENT ("Modification") is entered into on the 30th day of September, 2019 (the “Effective Date”), by and among JOHN D. GIBBS ("Lender"); and ATHENA SILVER CORPORATION, a Delaware corporation ("Borrower"); RECITALS A. Borrower executed and

November 5, 2019 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2019 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation) Commissi

August 12, 2019 10-Q

AHNR / Athena Silver Corp 10-Q - Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Exac

May 15, 2019 10-Q

AHNR / Athena Silver Corp 10-Q Quarterly Report FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Exa

March 29, 2019 10-K

AHNR / Athena Silver Corp FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Exact Name of

November 8, 2018 10-Q

AHNR / Athena Silver Corp FORM 10-Q (Quarterly Report)

10-Q 1 athena10q-093018.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number

August 14, 2018 10-Q

AHNR / Athena Silver Corp FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Exac

August 14, 2018 NT 10-Q

AHNR / Athena Silver Corp ATHENA SILVER CORPORATION

U U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 SEC File Number 000-51808 CUSIP Number 04686K108 NOTICE OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [ X ] Form 10-Q [ ] Form N-SAR For Period Ended: June 30 2018 If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: N/A Part

August 6, 2018 EX-10.1

Eighth Allonge and Modification Agreement with John D. Gibbs

DRAFT February 24, 2003 EIGHTH ALLONGE AND MODIFICATION AGREEMENT This EIGHTH ALLONGE AND MODIFICATION AGREEMENT ("Modification") is entered into this 30th day of June, 2018 (the “Effective Date”), by and among JOHN D.

August 6, 2018 8-K

Current Report

UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2018 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporatio

June 28, 2018 8-K

Current Report

UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2018 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporatio

June 28, 2018 EX-10.1

Agreement to Convert Debt dated May 15, 2018

AGREEMENT TO CONVERT DEBT THIS AGREEMENT is made and entered into this 15th day of May, 2018 by and between ATHENA SILVER CORPORATION, a Delaware corporation ("Athena" or the "Company"), and LEROY WILKES (Claimant").

May 15, 2018 8-K

Current Report

UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2018 ATHENA SILVER CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 000-51808 90-0158978 (State or other jurisdiction of incorporation

May 14, 2018 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 [ ] TRANSITION REPORT UNDER SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Ex

April 2, 2018 10-K

AHNR / Athena Silver Corp ATHENA SILVER CORP - FORM 10-K SEC FILING (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-51808 ATHENA SILVER CORPORATION (Exact N

January 10, 2018 SC 13D/A

AHNR / Athena Silver Corp / Gibbs John D - ATHENA SILVER CORPORATION Activist Investment

SC 13D/A 1 athenasc13da.htm ATHENA SILVER CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 27)* ATHENA SILVER CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04686K108 (CUSIP Number) John Power, CEO/Director 2010 A Harbison Drive # 312, Vacaville, CA 95687 (707) 884-3766 (Name, Address, and

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