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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 40-F

[Check one]

[ ]      REGISTRATION STATEMENT
PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

OR

[X]      ANNUAL REPORT PURSUANT TO
SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

|For the fiscal year endedDecember 31, 2016 | Commission File Number001-34244
|------------------------------------------ | -------------------------------

HUDBAY MINERALS INC.(Exact name of Registrant as specified in its charter)

N/A(Translation of Registrants name into
English (if applicable))

Canada(Province or other jurisdiction of
incorporation or organization)

1000(Primary Standard Industrial
Classification Code Number (if applicable))

98-0485558(I.R.S. Employer Identification
Number (if applicable))

25 York StreetSuite 800Toronto,
OntarioM5J 2V5, Canada416 362-8181(Address and telephone number of Registrants principal executive
offices)

Corporation Service Company2711 Centerville Road,
Suite 400Wilmington, DE 19808302 636-5401(Name, address (including zip code) and telephone number (including
area code) of agent for service in the United States)

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Securities registered or to be registered pursuant to
Section 12(b) of the Act.

|Title of each
      class      |  | Name of each exchange on which registered
|------------------------------ |  | -----------------------------------------
|Common Shares, no par value    |  | The New York Stock Exchange              
|Common Share Purchase Warrants |  | The New York Stock Exchange              

Securities registered or to be registered pursuant to
Section 12(g) of the Act.

N/A(Title of Class)

Securities for which there is a reporting obligation
pursuant to Section 15(d) of the Act.

N/A(Title of Class)

For annual reports, indicate by check mark the information
filed with this form:

|[X]      Annual Information Form | [X]      Audited
      Annual Financial Statements
|-------------------------------- | --------------------------------------------------

Indicate the number of outstanding shares of each of the
issuers classes of capital or common stock as of the close of the period
covered by the annual report: As at December 31, 2016, 237,271,188 common shares
were outstanding.

Indicate by check mark whether the registrant: (1) has filed
all reports required to be filed by Section 13(d) or 15(d) of the Exchange Act
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports); and (2) has been subject to such filing
requirements in the past 90 days.

|Yes      [X] | No      [ ]
|------------ | -----------

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the Registrant was required to submit and post such
files).

|Yes      [ ] | No      [ ]
|------------ | -----------

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EXPLANATORY NOTE

Hudbay Minerals Inc. (the
Registrant) is a Canadian issuer eligible to file its annual report (Annual
Report) pursuant to Section 13(a) of the Exchange Act, on Form 40-F pursuant to
the multi-jurisdictional disclosure system under the Exchange Act. The
Registrant is a foreign private issuer as defined in Rule 405 under the
Securities Act of 1933, as amended, and Rule 3b-4 under the Exchange Act. The
equity securities of the Registrant are accordingly exempt from Sections 14(a),
14(b), 14(c), 14(f) and 16 of the Exchange Act pursuant to Rule 3a12-3 under the
Exchange Act.

The Registrant is permitted,
under the multi-jurisdictional disclosure system adopted by the United States
and Canada, to prepare this Annual Report on Form 40-F in accordance with
Canadian disclosure requirements, which are different from those of the United
States.

This Annual Report contains
references to both United States dollars and Canadian dollars. All dollar
amounts referenced, unless otherwise indicated, are expressed in Untied States
dollars, and Canadian dollars are referred to as Canadian dollars or C$.

DOCUMENTS INCORPORATED BY REFERENCE

The Registrants Annual
Information Form (AIF) for the fiscal year ended December 31, 2016 is
incorporated herein by reference as Exhibit 99.1.

The audited consolidated
financial statements (the Audited Annual Financial Statements) of the
Registrant for the years ended December 31, 2016 and 2015, including the reports
of the Independent Registered Public Accounting Firm with respect thereto, are
incorporated herein by reference as Exhibit 99.2. The Audited Annual Financial
Statements have been prepared using accounting policies consistent with
International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board.

The Registrants Managements
Discussion & Analysis for the year ended December 31, 2016 is incorporated
herein by reference as Exhibit 99.3.

The Registrants Disclosure
Pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer
Protection Act is incorporated herein by reference as Exhibit 99.4.

The Registrants amended Code of
Business Conduct and Ethics is incorporated herein by reference as Exhibit 99.5.

DISCLOSURE CONTROLS AND PROCEDURES

As of the end of the period
covered by this Annual Report for the Registrants fiscal year ended December
31, 2016, an evaluation of the effectiveness of the Registrants disclosure
controls and procedures (as such term is defined in Rules 13a-15(e) and
15d-15(e) of the Exchange Act) was carried out by the Registrants management
with the participation and supervision of the principal executive officer and
principal financial officer. Based upon that evaluation, the Registrants
principal executive officer and principal financial officer have concluded that
as of December 31, 2016, the Registrants disclosure controls and procedures are
effective to ensure that information required to be disclosed by the Registrant
in reports that it files or submits under the Exchange Act is (i) recorded,
processed, summarized and reported within the time periods specified in
Commission rules and forms and (ii) accumulated and communicated to the
Registrants management, including its principal executive officer and principal
financial officer, to allow timely decisions regarding required disclosure.

INTERNAL CONTROL OVER FINANCIAL REPORTING

The disclosure provided under
Internal control over financial reporting (ICFR) on page 50 of Exhibit 99.3,
Managements Discussion & Analysis for the Year Ended December 31, 2016, is
incorporated by reference herein. The Registrant did not make any changes to its
internal control over financial reporting (as such term is defined in Rules
13a-15(f) and 15d-15(f) of the Exchange Act) during the year ended December 31,
2016 that materially affected, or are reasonably likely to materially affect,
its internal control over financial reporting.

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Managements report dated
February 22, 2017 on the Registrants internal control over financial reporting
contained in Exhibit 99.2, Audited Annual Financial Statements, is incorporated
by reference herein.

The Registrants internal control
over financial reporting as of December 31, 2016 has been audited by Deloitte
LLP (Deloitte), Independent Registered Public Accounting Firm who also audited
the Registrants Consolidated Financial Statements for the years ended December
31, 2016 and 2015. Deloitte expressed an unqualified opinion on the
effectiveness of the Registrants internal control over financial reporting.

All internal control systems, no
matter how well designed, have inherent limitations. As a result, even systems
determined to be effective may not prevent or detect misstatements on a timely
basis, as systems can provide only reasonable assurance that the objectives of
the control system are met. In addition, projections of any evaluation of the
effectiveness of internal control over financial reporting to future periods are
subject to the risk that controls may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may
change.

ATTESTATION REPORT OF THE REGISTERED PUBLIC ACCOUNTING
FIRM

The disclosure provided in the
two reports of Deloitte titled Report of Independent Registered Public
Accounting Firm contained in Exhibit 99.2, Audited Annual Financial Statements
for the years ended December 31, 2016 and 2015, are incorporated herein by
reference.

BLACKOUT PERIODS

There were no blackout periods,
as defined under Rule 100(b) of Regulation BTR, requiring notice pursuant to
Rule 104 of Regulation BTR during the fiscal year ended December 31, 2016.

AUDIT COMMITTEE IDENTIFICATION AND FINANCIAL EXPERT

As at December 31, 2016, the
Registrants audit committee consisted of Sarah B. Kavanagh, Tom A. Goodman,
Alan J. Lenczner and Michael T. Waites. The Registrants board of directors has
determined that each of Ms. Kavanagh and Messrs. Goodman, Lenczner and Waites is
an audit committee financial expert within the meaning of the Commissions
rules. Each of Ms. Kavanagh and Messrs. Goodman, Lenczner and Waites is also
independent under the criteria of Rule 10A-3 of the Exchange Act as required
by the New York Stock Exchange (the NYSE). The Commission has indicated that
the designation of Ms. Kavanagh and Messrs. Goodman, Lenczner and Waites as
audit committee financial experts does not make any of them an expert for any
purpose or impose any duties, obligations or liability on Ms. Kavanagh and
Messrs. Goodman, Lenczner and Waites that are greater than those imposed on
members of the audit committee and board of directors who do not carry this
designation. The audit committees charter sets out its responsibilities and
duties, qualifications for membership, procedures for committee appointment and
reporting to the Registrants board of directors. A copy of the current charter
is attached to the AIF as Schedule C and is available on the Registrants
website at www.hudbayminerals.com/English/About-Us/Governance/default.aspx.

CODE OF ETHICS

The Registrant has adopted a Code
of Business Conduct and Ethics (the Code of Ethics) that applies to its
principal executive officer, principal financial officer, principal accounting
officer or controller and persons performing similar functions. A copy of the
Code of Ethics is available on the Registrants website at
www.hudbayminerals.com/English/About-Us/Governance/default.aspx. The Registrant
undertakes to provide to any person, without charge, upon request, a copy of the
Code of Ethics. Requests for copies of the Code of Ethics should be made by
contacting the Registrants Vice President and General Counsel at 416 362-8181.
No waivers of the Registrants Code of Ethics were granted to any principal
officer of the Registrant or any person performing similar functions during the
fiscal year ended December 31, 2016.

During the fiscal year ended
December 31, 2016, the Registrant conducted a review of its Code of Ethics to
consider whether any amendments were advisable or required. Following that
review, in the fiscal year ended December 31, 2016, the Registrant made certain
amendments to its Code of Ethics relating to its commitment to conduct business honestly and
ethically, to protect the environment, to engage in fair and competitive
business practices and to protect human rights. All further amendments to the
Code of Ethics, and all waivers of the Code of Ethics with respect to any of the
officers covered by it, will be posted on the Registrants website at
www.hudbayminerals.com/English/About-Us/Governance/default.aspx. The above
description is qualified in its entirety by reference to the Registrants
amended Code of Ethics, which is attached hereto as Exhibit 99.5 and
incorporated by reference.

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PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information provided under
the heading Audit Committee Disclosure on page 44 of the AIF is incorporated
by reference herein. All audit services, audit-related services, tax services,
and other services provided for the fiscal year ended December 31, 2016 were
pre-approved by the audit committee in accordance with the Registrants
pre-approval policy as described under the heading Policy Regarding Non-Audit
Services Rendered by Auditors on page 45 of the AIF.

***Audit
Fees***

The aggregate fees billed by
Deloitte, the Registrants independent auditor, for the fiscal years ended
December 31, 2015 and December 31, 2016, respectively, for auditing annual
financial statements and reviewing the interim financial statements, as well as
services normally provided by Deloitte in connection with the Registrants
statutory and regulatory filings for such fiscal years were C$1,765,133 and
C$1,970,314, respectively.

***Audit-Related
Fees***

The aggregate fees billed by
Deloitte for the fiscal years ended December 31, 2015 and December 31, 2016,
respectively, for audit-related fees, which are fees for assurance and services
related to Deloittes role, including attest services not required by statute or
regulation and other audit related services, for such fiscal years were
C$106,300 and C$198,660, respectively.

***Tax
Fees***

There were no tax fees billed by
Deloitte for the fiscal years ended December 31, 2015 and December 31, 2016.

***All Other
Fees***

There were no other fees billed
by Deloitte for the fiscal years ended December 31, 2015 and December 31, 2016.

OFF-BALANCE SHEET ARRANGEMENTS

The Registrant has no off-balance
sheet arrangements that have or are reasonably likely to have a current or
future effect on the Registrants financial condition, changes in financial
condition, revenues or expenses, results of operation, liquidity, capital
expenditures or capital resources that is material to investors.

TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS

The disclosure provided under
Contractual Obligations and Commitments on page 34 of Exhibit 99.3,
Managements Discussion & Analysis for the Year Ended December 31, 2016, is
incorporated by reference herein.

COMPARISON WITH NEW YORK STOCK EXCHANGE GOVERNANCE
RULES

The NYSE requires that each
listed company meet certain corporate governance standards. These standards
supplement the corporate governance reforms adopted by the United States
Securities and Exchange Commission pursuant to the Sarbanes-Oxley Act of 2002.

Under the NYSEs Listed Company
Manual, a foreign private issuer, such as the Registrant, is not required to
comply with most of the NYSE corporate governance standards. However, foreign
private issuers are required to disclose any significant ways in which
their corporate governance practices differ from those followed by U.S.
companies under the NYSE corporate governance standards.

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The Registrant is subject to the
listing standards of the Toronto Stock Exchange (the TSX) and the corporate
governance rules of Canadian Securities Administrators. These listing standards
and corporate governance rules are substantially similar to the NYSE listing
standards. The Registrant complies with these TSX listing standards and Canadian
corporate governance rules.

The following are the significant
ways in which the Registrants governance practices differ from those followed
by domestic companies under the NYSE corporate governance standards:

***Director
Independence***

The Registrant determines
independence of its directors under the policies of the Canadian Securities
Administrators. For a director to be considered independent under the policies
of the Canadian Securities Administrators, he or she must have no direct or
indirect material relationship with us, being a relationship that could, in the
view of the board of directors reasonably be expected to interfere with the
exercise of his or her independent judgment, and must not be in any relationship
deemed to be not independent pursuant to such policies. To assist in determining
the independence of directors for purposes that include compliance with
applicable legal and regulatory requirements and policies, the board of
directors has adopted certain categorical standards, which are part of our
Corporate Governance Guidelines. The Registrants board of directors also
determines whether each member of the Registrants audit committee is
independent pursuant to National Instrument 52-110 Audit Committees and Rule
10A-3 of the Exchange Act. The Registrants board of directors has not adopted
the director independence standards contained in Section 303A.02 of the NYSE's
Listed Company Manual.

***Approval of Equity
Compensation Plans***

Section 303A.08 of the NYSEs
Listed Company Manual requires shareholder approval of all equity compensation
plans and material revisions to such plans. The definition of equity
compensation plans covers plans that provide for the delivery of both newly
issued and treasury securities, as well as plans that rely on securities
re-acquired in the open market by the issuing company for the purpose of
redistribution to employers and directors. The TSX rules only require that
shareholders approve the adoption of equity compensation plans that provide for
new issuances of securities. Any amendments to such plans are subject to
shareholder approval unless the specific equity compensation plan contains
detailed provisions, approved by the shareholders, which specify those
amendments requiring shareholder approval and those amendments which can be made
without shareholder approval. The Registrant follows the TSX rules with respect
to the requirements for shareholder approval of equity compensation plans and
revisions to such plans.

***Shareholder Approval
Requirement***

In lieu of Section 312 of the
NYSEs Listed Company Manual, the Registrant will follow the TSX rules for
shareholder approval of new issuances of its common shares. Following the TSX
rules, shareholder approval is required for certain issuances of shares that (i)
materially affect control of the Registrant or (ii) provide consideration to
insiders in aggregate of 10% or greater of the market capitalization of the
listed issuer and have not been negotiated at arms length. Shareholder approval
is also required, pursuant to the TSX rules, in the case of private placements
(x) for an aggregate number of listed securities issuable greater than 25% of
the number of securities of the listed issuer which are outstanding, on a
non-diluted basis, prior to the date of closing of the transaction if the price
per security is less than the market price or (y) that during any six month
period are to insiders for listed securities or options, rights or other
entitlements to listed securities greater than 10% of the number of securities
of the listed issuer which are outstanding, on a non-diluted basis, prior to the
date of the closing of the first private placement to an insider during the six
month period.

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MINE SAFETY DISCLOSURE

Pursuant to Section 1503(a) of
the Dodd-Frank Wall Street Reform and Consumer Protection Act, issuers that are
operators, or that have a subsidiary that is an operator, of a coal or other
mine are required to disclose in their periodic reports filed with the
Commission information regarding specified health and safety violations, orders
and citations, related assessments and legal actions, and mining-related
fatalities. For information regarding the Registrants mine safety disclosures,
see Disclosure Pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform
and Consumer Protection Act filed as Exhibit 99.4 to this Annual Report on Form
40-F.

UNDERTAKING

The Registrant undertakes to make
available, in person or by telephone, representatives to respond to inquiries
made by the Commission staff, and to furnish promptly, when requested to do so
by the Commission staff, information relating to: the securities registered
pursuant to Form 40-F; the securities in relation to which the obligation to
file an annual report on Form 40-F arises; or transactions in said securities.

CONSENT TO SERVICE OF PROCESS

The Registrant has previously
filed with the Commission a written consent to service of process and power of
attorney on Form F-X. Any change to the name or address of the Registrants
agent for service shall be communicated promptly to the Commission by amendment
to the Form F-X referencing the file number of the Registrant.

* * *

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SIGNATURES

Pursuant to the requirements of
the Exchange Act, the Registrant certifies that it meets all of the requirements
for filing on Form 40-F and has duly caused this Annual Report to be signed on
its behalf by the undersigned, thereto duly authorized.



**HUDBAY MINERALS
      INC.**By:
    /s/
      Patrick DonnellyName:
    Patrick DonnellyTitle:
    Vice President and General CounselDate:
    March 31, 2017


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EXHIBIT INDEX

Exhibit Description and Date of Document

Annual Information; Managements Discussion and Analysis;
Mine Safety Disclosure; Code Ethics

|99.1           | Annual Information Form
  for the Year Ended December 31, 2016                                            
|-------------- | ----------------------------------------------------------------------------------------------------------
|99.2           | Audited Annual Financial Statements for the
  Years Ended December 31, 2016 and 2015                      
|99.3           | Managements Discussion &
  Analysis for the Year Ended December 31, 2016                                 
|99.4           | Disclosure Pursuant to Section 1503(a) of the
  Dodd-Frank Wall Street Reform and Consumer Protection Act 
|99.5           | Amended Code of Business
  Conduct and Ethics                                                             
|Certifications
|99.6           | Certification of Chief
      Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002
|99.7           | Certification of Chief Financial Officer
  pursuant to Section 302 of the Sarbanes-Oxley Act of 2002      
|99.8           | Certification of Chief
      Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of
  2002
|99.9           | Certification of Chief Financial Officer
  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002      
|Consents      
|99.10          | Consent of Cashel Meagher, P.Geo., dated March
  31, 2017                                                 
|99.11          | Consent of Robert Carter,
  P.Eng., dated March 31, 2017                                                  
|99.12          | Consent of Deloitte LLP, March 31, 2017                                                                   

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