Item 1.02 Termination of a Material Definitive Agreement.

As previously disclosed, on March 26, 2022, Comstock Inc. (the "Company") entered into an Option Agreement (the "Lucerne Option") with Tonogold Resources, Inc. ("Tonogold"). Subject to certain conditions under the Lucerne Option (including the obligation to complete certain capital raising thresholds and technical reports), Tonogold re-conveyed 100% of the previously sold membership interests of Comstock Mining LLC, the entity that owns the Lucerne mine, to the Company, in exchange for the Company forgiving Tonogold's payment obligations under secured note in the principal amount of $6,650,000 then owed by Tonogold to the Company.

The Lucerne Option expired as a result of Tonogold's failure to pay the Company when payment was due and payable pursuant to the Lucerne Option.

In accordance with Section VI of the Lucerne Option, each of the Transaction Documents (as defined in the Lucerne Option, e.g., the Lease Option Agreement and the Mineral Exploration and Mining Lease) were terminated.

A copy of the press release announcing the termination is attached as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits

        99.1            Press Release
           104        Cover Page Interactive Data File (embedded within the Inline XBRL document)



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