Dakota Gold (DC) sets CEO pay at $312K; 1-year term

Dakota Gold Corp. disclosed a new employment agreement with CEO Dr. Robert Quartermain.

Accepted by SEC EDGAR 11/12/2025 - 02:05 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Dakota Gold Corp. disclosed a new employment agreement with CEO Dr. Robert Quartermain. The agreement sets an annual base salary of US$312,000, payable in Canadian dollars at the prevailing exchange rate, and a one-year term commencing August 19, 2025. Dr. Quartermain is eligible to participate in the company’s securities-based compensation plans, including the 2022 Stock Incentive Plan.

If terminated for cause or if he resigns without good reason during the employment period, Dr. Quartermain is entitled only to defined accrued benefits. The filing states that any other termination will not trigger additional severance payments. The agreement includes customary protections such as confidentiality, non-disparagement, cooperation covenants, indemnification aligned with company by-laws, D&O insurance, equitable relief, and governing law in the Province of British Columbia with applicable Canadian laws.

Insights

Compensation & Governance Analyst

Neutral CEO contract: fixed pay, limited severance, standard protections.

The agreement formalizes CEO terms with a base salary of US$312,000 for a one-year period beginning August 19, 2025, payable in Canadian dollars at the prevailing exchange rate. Eligibility under the 2022 Stock Incentive Plan aligns incentives with equity-based performance.

Severance exposure appears limited: if terminated for cause or upon resignation without good reason, only accrued benefits are payable, and the filing states other terminations do not trigger additional severance. Standard provisions—confidentiality, non-disparagement, indemnification, and D&O coverage—are included under British Columbia law.

This is an administrative governance update rather than a financial event. Future disclosures in company filings may specify any equity awards granted under plan participation.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Dakota Gold (DC) announce about its CEO agreement?

The company executed a CEO employment agreement with Dr. Robert Quartermain covering pay, term, equity plan eligibility, and standard protections.

What is the CEO’s base salary under the Dakota Gold (DC) agreement?

An annual base salary of US$312,000, payable in Canadian dollars at the prevailing exchange rate.

When does the one-year employment period for Dakota Gold’s (DC) CEO begin?

The employment period commences on August 19, 2025 and runs for one year.

Does the Dakota Gold (DC) CEO agreement include severance?

If terminated for cause or resignation without good reason, only accrued benefits are payable; the filing states other terminations do not trigger additional severance.

Is the CEO eligible for equity compensation at Dakota Gold (DC)?

Yes. The CEO is eligible to participate in the company’s securities-based plans, including the 2022 Stock Incentive Plan.

What law governs the Dakota Gold (DC) CEO agreement?

The agreement is governed by the Province of British Columbia and applicable laws of Canada.

Where can I find the full CEO agreement for Dakota Gold (DC)?

See Exhibit 10.1 to the report, which contains the full text of the agreement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 6, 2025

DAKOTA GOLD CORP.
(Exact name of registrant as specified in its charter)

Delaware	001-41349	85-3475290
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

106 Glendale Drive, Suite A,
Lead, South Dakota, United States 57754
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: (605) 906-8363

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbols		Name of each exchange on which registered
Common Stock, par value $0.001 per share		DC		NYSE American LLC
Warrants, each warrant exercisable for one share of the Registrant's common stock at an exercise price of $2.08		DC.WS		NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

CEO Employment Agreement

On November 6, 2025, Dakota Gold Corp. (the "Company") entered into an employment agreement with its Chief Executive Officer, Dr. Robert Quartermain (the "Quartermain Agreement"). Pursuant to the terms and conditions of the Quartermain Agreement, Dr. Quartermain will receive an annual base salary of at least US$312,000, payable in Canadian dollars at the then-prevailing exchange rate, and will be eligible to participate in the Company's securities-based compensation plans, including the 2022 Stock Incentive Plan. The Quartermain Agreement provides for an employment period of one year, commencing as of August 19, 2025 (such one-year period, the "Employment Period"). If the Company terminates Dr. Quartermain for cause or Dr. Quartermain resigns without good reason during the Employment Period, then Dr. Quartermain is only entitled to receive certain Accrued Benefits (as defined in the Quartermain Agreement). Any other termination of the Quartermain Agreement will not trigger additional severance payments. The Employment Period may also be shortened or extended by mutual agreement of the Company and Dr. Quartermain.

The Quartermain Agreement includes customary provisions, including confidentiality, non-disparagement and cooperation covenants, indemnification consistent with the Company's by-laws, directors' and officers' liability insurance, equitable relief, governing law (Province of British Columbia and applicable laws of Canada), and dispute resolution.

The foregoing description is not a complete description of the Quartermain Agreement and is qualified in its entirety by reference to the full text of the Quartermain Agreement, a copy of which is attached hereto as Exhibit 10.1, and which is incorporated by reference in this Item 5.02.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits 

Exhibit No.	Description
10.1	Employment Agreement, dated as of November 6, 2025, by and between Dakota Gold Corp. and Robert Quartermain
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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

DAKOTA GOLD CORP.

/s/ Shawn Campbell

Name: Shawn Campbell

Title: Chief Financial Officer

Date:  November 12, 2025