Dakota Gold Corp. SEC Filings

Dakota Gold Corp. has filed a preliminary prospectus supplement for an underwritten primary offering of its NYSE American‑listed common stock. The company also grants underwriters a 30‑day option to purchase additional shares.

Dakota Gold explores gold properties in South Dakota’s Homestake Gold District and remains at the exploration stage, with a mineral resource only at its Richmond Hill project. The company plans to use net proceeds for working capital and other general corporate purposes. As of September 30, 2025, total capitalization was $119,249,297, including cash and cash equivalents of $33,022,053.

Dakota Gold Corp. chief executive officer and director Robert Quartermain reported acquiring 541,133 shares of common stock on January 29, 2026 at a price of $2.08 per share. Following this transaction, he beneficially owned 8,034,377 shares of Dakota Gold common stock in direct ownership.

On the same date, 541,133 warrants with a conversion or exercise price of $2.08 tied to an equal number of common shares were reported as a derivative transaction, leaving no warrants of this series beneficially owned afterward.

Dakota Gold Corp. director Kevin Puil increased his direct ownership through a warrant exercise. On 01/26/2026, he exercised warrants covering 18,037 shares of common stock at a price of $2.08 per share, converting them into 18,037 shares of Dakota Gold common stock. Following this transaction, he directly owned 143,037 shares of common stock. The corresponding 18,037 warrants, with a stated exercise price of $2.08 and an original expiration date of 03/15/2026, were reduced to zero, reflecting their full exercise.

Dakota Gold Corp. chief executive officer and director Robert Quartermain reported selling 250,000 shares of common stock on January 23, 2026. The weighted average sale price was $6.8835 per share, with individual trade prices ranging from $6.76 to $7.00. After these sales, he beneficially owns 7,493,244 shares of Dakota Gold common stock directly.

Dakota Gold Corp.’s chief financial officer, Shawn Campbell, reported insider transactions involving shares held by his spouse. On January 21, 2026, 55,000 shares of common stock indirectly held by his spouse were sold at a weighted average price of $6.2962, leaving 179,491 indirectly held shares. The filing notes these shares were sold in multiple trades at prices ranging from $6.225 to $6.44. On January 23, 2026, 117,245 warrants with a $2.08 exercise price were exercised into 117,245 common shares at $2.08 per share, all indirectly held by his spouse. After this exercise, indirect holdings increased to 296,736 common shares, and the reported warrants balance fell to zero. Separately, Campbell also reports 204,115 common shares held directly.

Dakota Gold Corp. insider activity: On January 20, 2026, SVP, Chief Legal Officer and Corporate Secretary Amy Koenig exercised stock options for 100,000 shares of common stock at $5.09 per share and received the underlying shares.

To cover the option exercise cost and tax withholding, 85,952 shares of common stock were withheld by the company at a price of $6.36 per share, as described in the footnote. After these transactions, Koenig directly owned 243,094 shares of Dakota Gold common stock, and no stock options remained beneficially owned from this grant.

A shareholder of Dakota Gold Corp. has filed a notice of proposed sale of 250,000 shares of common stock under Rule 144. The shares are to be sold through BMO Nesbitt Burns Inc. on the NYSE American, with an aggregate market value of $1,750,000.00, and the approximate sale date listed as 01/23/2026. The filing notes that 113,262,094 shares of common stock were outstanding at the time of the notice.

The securities to be sold were acquired between February 2024 and April 2025 through a mix of open market purchases for cash and restricted stock unit (RSU) vesting transactions with Dakota Gold Corp. The person for whose account the shares are to be sold represents that they are not aware of any undisclosed material adverse information about the issuer’s current or prospective operations.

Dakota Gold Corp. has a planned secondary sale by an existing holder under Rule 144. The notice covers a proposed sale of 55,000 shares of common stock through broker Haywood Securities Inc. on the NYSE American, with an indicated aggregate market value of $343,750.00. The filing states that 113,262,094 shares of common stock were outstanding at the time referenced.

The seller originally acquired 234,491 common shares of Dakota Gold Corp. (formerly JR Resources Corp.) in a private placement on 03/12/2021, paid for in cash. As required by Rule 144, the person for whose account the shares are to be sold represents that they are not aware of any undisclosed material adverse information about the issuer’s current or prospective operations.

Dakota Gold Corp. has changed its independent auditor, appointing Deloitte & Touche LLP on November 18, 2025 for the fiscal year ending December 31, 2025 and dismissing Ernst & Young LLP. EY’s audit reports for the years ended December 31, 2024 and 2023 contained no adverse opinions, disclaimers, or qualifications.

The company reports there were no disagreements with EY on accounting principles, financial statement disclosure, or audit procedures through November 18, 2025. Dakota Gold also states it did not consult with Deloitte on accounting or audit matters before the appointment. EY’s confirmation letter to the SEC is included as an exhibit.

Dakota Gold Corp. received an amended Schedule 13G filing from Orion Resource Partners (USA) LP, reporting beneficial ownership of 7,181,766 shares of common stock, equal to 6.4% of the class. The stake is calculated using 112,900,113 shares outstanding as of September 30, 2025, as reported by the company.

Orion reports sole voting and dispositive power over the same 7,181,766 shares and certified the securities are held in the ordinary course of business and not to change or influence control. Shares are held directly by OMF Fund IV SPV C LLC, for which Orion acts as investment adviser.