GAU Galiano Gold Inc

---

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

For the month of May 2024

Commission File No. 001-33580

GALIANO GOLD INC.
(Translation of registrant's name into English)

Suite 1640, 1066 West Hastings Street
Vancouver, British Columbia, V6E 3X1, Canada
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

Form 20-F  [  ]  Form 40-F [X]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)  [  ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)  [  ]

---

SUBMITTED HEREWITH

Exhibits	Description
99.1	News release dated May 28, 2024

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GALIANO GOLD INC.

/s/ Matthew Freeman
Matthew Freeman
Chief Financial Officer

 

Date:  May 28, 2024

---

---

LEADING INDEPENDENT PROXY ADVISORY FIRMS RECOMMEND GALIANO GOLD'S SHAREHOLDERS VOTE FOR ALL PROPOSED RESOLUTIONS

Vancouver, British Columbia, May 28, 2024 - Galiano Gold Inc. ("Galiano" or the "Company") (TSX, NYSE American: GAU) is pleased to announce that Institutional Shareholder Services Inc. ("ISS") and Glass Lewis and Co., LLC ("Glass Lewis") have both recommended that Galiano's shareholders vote FOR all the proposed resolutions that will be considered at the Company's Annual General Meeting of Shareholders (the "Meeting"), which will be held virtually on Thursday, June 13, 2024 at 10:00 a.m. (Pacific Time).

ISS and Glass Lewis are two leading independent proxy advisory firms that, among other services, provide voting recommendations to pension funds, investment managers, mutual funds and other institutional shareholders.

Galiano Gold Inc.'s Annual General Meeting of Shareholders

The Meeting will be held online at https://meetnow.global/ML7G27H for the following purposes:

1. Fix the number of directors to be elected at seven;

2. Elect directors of the Company for the ensuing year;

3. Re-appoint the auditor of the Company for the ensuing year and to authorize the directors to fix their remuneration; and

4. Authorize and approve a non‐binding advisory resolution accepting the Company's approach to executive compensation.

Galiano shareholders are encouraged to read the meeting materials in detail and cast their votes prior to the proxy voting deadline. Copies of the meeting materials are available under Galiano's profile on SEDAR+ at www.sedarplus.ca  and under the "Investors" section on Galiano's website at www.galianogold.com/investors/annual-meeting

YOUR VOTE IS IMPORTANT -  PLEASE VOTE TODAY

The Board of Directors UNANIMOUSLY recommends that shareholders vote FOR all proposed resolutions that will be considered at the Meeting.

The proxy voting deadline is at 10:00 a.m., Pacific Time, on Tuesday, June 11, 2024

---

How to vote

Galiano shareholders can vote their shares using the following methods:

Voting for Registered Shareholders (shares represented by a physical certificate or DRS Statement)

• Internet - Go to www.investorvote.com, enter your 15-digit control number found on your form of proxy and vote your shares.
• Telephone - Call 1-866-732-8683, enter your 15-digit control number and follow the interactive voice control instructions to vote your shares.

Voting for Non-Registered/Beneficial Shareholders (shares held with a broker, bank or other intermediary)

• Internet - Go to www.proxyvote.com, enter your 16-digit control number found on your voting instruction form and vote your shares.
• Telephone - Call 1-800-474-7493, enter your 16-digit control number and follow the interactive voice control instructions to vote your shares.

Shareholder Questions

Galiano's shareholders who have questions about the Meeting or the Meeting resolutions can contact the Company's strategic shareholder communications advisor and proxy solicitation agent, Laurel Hill Advisory Group, by telephone at 1-877-452-7184 toll-free in Canada or 416-304-0211 for international calls or by e-mail at assistance@laurelhill.com.

Contact Information

Krista Muhr

Toll-Free (N. America): 1-855-246-7341

Telephone: 1-778-239-0446

Email: info@galianogold.com

About Galiano Gold Inc.

Galiano is focused on creating a sustainable business capable of value creation for all stakeholders through production, exploration and disciplined deployment of its financial resources. The Company owns the Asanko Gold Mine, which is located in Ghana, West Africa. Galiano is committed to the highest standards for environmental management, social responsibility, and the health and safety of its employees and neighbouring communities. For more information, please visit www.galianogold.com.

---

---