Augusta Gold Corp. filings document the company's transition from a public mining exploration and development issuer to an indirect wholly owned subsidiary of AngloGold Ashanti plc. The record includes 8-K disclosures on the completed merger, the conversion of common shares into cash consideration, the treatment of options and warrants, and shareholder voting results from the special meeting.
The Form 15 filing covers the termination of registration under Section 12(g) or suspension of Exchange Act reporting duties for Augusta Gold's common stock and 2023 warrants. Other disclosure subjects include material agreements, proxy and governance matters, capital structure, and corporate-status reporting tied to the Reward and Bullfrog gold-project issuer.
Augusta Gold Corp. reported a completed change of control. In an amended Schedule 13D, Augusta Investments Inc. and Richard W. Warke disclosed they now beneficially own 0 shares (0%) after the merger with AngloGold Ashanti (U.S.A.) Holdings Inc. closed on October 23, 2025. All outstanding common shares not already owned by the buyer and its affiliates were acquired for cash consideration of C$1.70 per share.
In connection with the transaction, all outstanding options became unconditionally vested and exercisable and were then cancelled for a cash payment equal to the difference between C$1.70 and the option’s exercise price, multiplied by the underlying shares, less withholdings. Options with an exercise price equal to or above C$1.70 were cancelled for the value determined under the Black‑Scholes Option Pricing Model.
Augusta Gold Corp. filed a Form 15 to terminate the registration of its securities under Section 12(g) and suspend its reporting duties under Sections 13 and 15(d) following its merger with a subsidiary of AngloGold Ashanti (U.S.A.) Holdings Inc.
Effective October 23, 2025, each outstanding common share was converted into the right to receive C$1.70 in cash, and Augusta Gold became an indirect wholly owned subsidiary of AngloGold Ashanti. The company reports one holder of common shares and 18 holders of its 2023 warrants. The 2023 warrants became exercisable for the C$1.70 merger consideration, with the exercise price remaining C$2.30 per share, and will remain outstanding until January 20, 2026.
Augusta Gold Corp. completed its merger with AngloGold Ashanti (U.S.A.) Holdings Inc., making Augusta Gold an indirect wholly owned subsidiary of AngloGold Ashanti plc. Each Augusta Gold common share was converted into the right to receive C$1.70 in cash, without interest, at the merger’s effective time on October 23, 2025.
Incentive awards were settled in cash per their terms: in-the-money stock options were canceled for a cash payment equal to the intrinsic value, while options with exercise prices at or above C$1.70 were canceled for value determined under the Black‑Scholes model (or for no consideration, as applicable). Mr. Donald Taylor’s 2024 warrants were canceled for cash based on intrinsic value. The 2023 warrants became exercisable for the C$1.70 merger consideration with the exercise price unchanged at C$2.30 and remain outstanding until January 2026 unless exercised.
All prior directors and officers resigned; new directors Marcelo Godoy and Gillian Doran were appointed, and Mr. Godoy became President. Augusta Gold notified OTCQB to cease quotations, received conditional TSX delisting approval, and intends to file Form 15 to suspend SEC reporting.
Augusta Gold Corp. (AUGG) reported an insider transaction tied to the closing of its merger with AngloGold Ashanti (U.S.A.) Holdings Inc. on October 23, 2025. The reporting officer, SVP Corporate Affairs and Corporate Secretary, disclosed the disposition of 216,667 common shares and an additional 19,800 shares held indirectly by a spouse, pursuant to the merger consideration of C$1.70 per share.
All outstanding employee stock options were deemed vested at closing and then cancelled for cash per the merger terms. The Form 4 lists options over 375,000 shares at an exercise price of $0.80 and 400,000 shares at $1.55, both reduced to 0 following the transaction. After these transactions, the reporting person shows 0 common shares and 0 derivative securities beneficially owned.
Augusta Gold Corp. (AUGG) insider filing: Company officer Johnny Pappas reported the disposition of 60,000 common shares, completed on October 23, 2025, in connection with the closing of the merger under which AngloGold Ashanti (U.S.A.) Holdings Inc. acquired all outstanding Augusta Gold shares for C$1.70 per share.
Following the transaction, the reporting person held 0 shares. Two employee stock option awards covering 150,000 shares at an exercise price of $0.80 (converted from C$1.11) and 350,000 shares at $1.55 (converted from C$2.00) became fully vested at closing and were cancelled for a cash payment equal to the merger consideration minus the respective exercise prices, less withholdings.
Augusta Gold (AUGG) reported a Form 4 for its Interim CFO, detailing merger-related transactions on 10/23/2025. The reporting person disposed of 75,834 common shares pursuant to the closing of the merger in which AngloGold Ashanti (U.S.A.) Holdings Inc. acquired all outstanding Augusta Gold shares for C$1.70 per share in cash.
All outstanding employee stock options were deemed vested and then cancelled for a cash payment equal to the per‑share cash consideration of C$1.70 minus the option’s exercise price, multiplied by the underlying shares. Reported option grants included 83,334 shares at $0.82, 200,000 at $0.81, 58,334 at $0.66, and 83,334 at $1.08. Following these transactions, the filing shows 0 shares and 0 derivative securities beneficially owned.
Augusta Gold (AUGG) director Lenard F. Boggio reported merger‑related disposals. On 10/23/2025, he disposed of 42,222 common shares as AngloGold Ashanti (U.S.A.) Holdings Inc. completed its acquisition of Augusta Gold for cash consideration of C$1.70 per share.
All outstanding stock options became fully vested at closing and were cancelled for a cash payment equal to the difference between C$1.70 and the option exercise price, multiplied by the underlying shares. This included options for 150,000 shares (exercise price reported as $0.8) and 350,000 shares (exercise price reported as $1.55). Following these transactions, his reported holdings were 0.
Augusta Gold (AUGG) reported a Form 4 for a director reflecting option dispositions on 10/23/2025, triggered by the closing of its merger with AngloGold Ashanti (U.S.A.) Holdings Inc. The filing lists two director stock options: 150,000 options with a US‑reported exercise price of $0.80 (converted from C$1.11) expiring 04/16/2029, and 350,000 options with a US‑reported exercise price of $1.55 (converted from C$2.00) expiring 02/22/2026.
In connection with the merger, all outstanding options became unconditionally vested and were cancelled for a cash payment equal to the difference between the per‑share merger consideration of C$1.70 and the option’s exercise price, multiplied by the number of underlying common shares, less withholdings. Following these transactions, the filing shows 0 derivative securities beneficially owned. The form was signed by an attorney‑in‑fact for the reporting person.
Augusta Gold (AUGG) reported an insider Form 4 tied to the closing of its merger on October 23, 2025. The officer listed as General Counsel disclosed the disposition of 70,000 common shares, with the merger consideration set at C$1.70 per share.
The filing also notes two employee stock option grants—250,000 options with a reported exercise price of $0.80 and 150,000 options at $1.55. In connection with the merger, all outstanding options vested and were cancelled for cash equal to the difference between C$1.70 and the applicable exercise price, multiplied by the number of underlying shares, less withholdings.
Augusta Gold Corp. (AUGG) reported an insider transaction on Form 4 for director Daniel Earle tied to the company’s merger with AngloGold Ashanti (U.S.A.) Holdings Inc., which was consummated on October 23, 2025. Under the merger, all Augusta Gold common shares were acquired for cash consideration of C$1.70 per share.
The filing shows Mr. Earle’s equity was disposed of in connection with the closing, including shares held directly and indirectly through 2210637 Ontario Ltd. Two director stock option awards—150,000 options (granted April 16, 2024; exercise price US$0.80 converted from C$1.11) and 350,000 options (granted February 22, 2021; exercise price US$1.55 converted from C$2.00)—were deemed fully vested at the effective time and cancelled for a cash payment equal to the per‑share merger consideration minus the applicable exercise price, multiplied by the underlying shares, less withholdings.