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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Entry into a Material Definitive Agreement. On April 23, 2026, U.S. GoldMining Inc. (the “ Company ”) entered into an amendment (the “ Amendment ”) with Continental (as defined below) to the Warrant Agency Agreement (the “ Agency Agreement ”), dated as of March 9, 2023, by and between the Continental Stock Transfer & Trust Company, as warrant agent ( “ Continental ” ), in connection with the Company’s initial public offering of units, each consisting of (i) one share of common stock, par valu…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 21, 2026, the compensation committee (the “Committee”) of the board of directors of U.S. GoldMining Inc. (the “Company”) approved certain increases to the base annual salaries of Tim Smith as Chief Executive Officer of the Company and Tyler Wong as Chief Financial Officer of the Company. Effective January 1, 2026, Tim Smith’s base annual…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 16, 2025, the compensation committee (the “Committee”) of the board of directors of U.S. GoldMining Inc. (the “Company”) approved the grants of stock option awards to purchase up to (i) 17,000 shares of common stock, par value $0.001 per share (“Common Stock”) to Tim Smith as Chief Executive Officer of the Company and (ii) 7,500 shares…
Other Events. On December 12, 2025, U.S. GoldMining Inc. (the “Company”) filed a prospectus supplement to increase the maximum number of shares (the “Shares”) of the Company’s common stock, par value $0.001 per share, issuable pursuant to that certain At The Market Offering Agreement dated May 15, 2024, by and between the Company and H.C. Wainwright & Co., LLC, as representative of the several agents party thereto (as supplemented or modified to date, the “ATM Agreement”). Effective December…
Other Events. On September 30, 2025, U.S. GoldMining Inc. (the “Company”) filed a prospectus supplement to increase the maximum number of shares (the “Shares”) of the Company’s common stock, par value $0.001 per share, issuable pursuant to that certain At The Market Offering Agreement dated May 15, 2024, by and between the Company and H.C. Wainwright & Co., LLC, as representative of the several agents party thereto. Attached hereto as Exhibit 5.1 to this Current Report is the opinion of Hayne…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 12, 2025, the Compensation Committee of the Board of Directors of U.S. GoldMining Inc. (the “Company”) approved an amendment (the “Second Amendment”) to the vesting conditions of those certain restricted stock award agreements dated September 23, 2022, as first amended on May 4, 2023 (the “RSAs”). The RSAs were previously awarded under…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Employment Agreement of Current CEO On February 20, 2025, US GoldMining Canada Inc. (“USGOLD Canada”), a wholly-owned Canadian subsidiary of U.S. GoldMining Inc. (the “Company”) entered into a new employment agreement with Tim Smith (the “Smith Employment Agreement”), under which the Company agreed to employ Mr. Smith as the Company’s Chief Executi…
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