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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): July
7, 2025
DAKOTA
GOLD CORP.
(Exact name of registrant as specified in its charter)
| Delaware |
001-41349 |
85-3475290 |
(State or other jurisdiction of
incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
| |
|
|
|
106 Glendale Drive, Suite A,
Lead, South Dakota, United States 57754
(Address of principal executive offices) (Zip Code) |
| |
(605) 906-8363
(Registrant's telephone number,
including area code)
|
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
Symbol(s) |
|
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 x
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 7.01. | Regulation FD Disclosure. |
On July 7, 2025, Dakota Gold Corp. (the “Company”)
issued a press release announcing the results and publication of an updated and revised S-K 1300 Initial Assessment Technical Report with
economic analysis for the Company’s Richmond Hill Gold Project (the “2025 Initial Assessment with Cash Flow”). The 2025
Initial Assessment with Cash Flow, dated July 7, 2025, was prepared in accordance with Item 1300 of Regulation S-K.
A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
In accordance with General Instruction B.2 of
Form 8-K, the information set forth in this Item 7.01 and in the press release is deemed to be “furnished” and shall
not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
A copy of the 2025 Initial Assessment with Cash
Flow is attached as Exhibit 96.1 to this Current Report on Form 8-K.
| Item 9.01 |
Financial Statements and Exhibits. |
| |
|
| |
(d) Exhibits |
|
Exhibit No. |
|
Description |
| 23.1 |
|
Consent of Qualified Person – M3 Engineering and Technology Corp. |
| 23.2 |
|
Consent of Qualified Person – M3 Engineering and Technology Corp. |
| 23.3 |
|
Consent of Qualified Person – Independent Mining Consultants, Inc. |
| 23.4 |
|
Consent of Qualified Person – Woods Process Service, LLC |
| 23.5 |
|
Consent of Qualified Person – RESPEC Company, LLC |
| 23.6 |
|
Consent of Qualified Person – RESPEC Company, LLC |
| 96.1 |
|
S-K 1300 Initial Assessment and Technical Report Summary for Richmond Hill Gold Project, dated July 7, 2025 |
| 99.1 |
|
Press Release dated July 7, 2025 |
| 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: July 7, 2025
