Dakota Gold Corp. SEC Filings

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.

Dakota Gold Corp. established an at-the-market equity program, entering an Equity Distribution Agreement with BMO Capital Markets, Canaccord Genuity, and H.C. Wainwright. The program permits the Company to offer and sell shares of common stock with an aggregate offering price of up to $50,000,000, from time to time, through the Sales Agents acting as agent.

Sales commissions will be up to 3.0% of gross proceeds on shares sold under the agreement. The offering is registered under the Company’s Form S-3 shelf (File No. 333-288922), as supplemented by a prospectus supplement dated November 13, 2025. The Company may sell shares based on market conditions and is not obligated to sell any shares. Either party may terminate the agreement by written notice.

Dakota Gold Corp. launched an at-the-market equity program to sell up to $50.0 million of common stock under a prospectus supplement to its shelf registration. Sales may be made from time to time on the NYSE American or through negotiated and block trades, with BMO Capital Markets, Canaccord Genuity, and H.C. Wainwright acting as sales agents using commercially reasonable efforts.

Each agent may receive up to 3.0% of gross proceeds as compensation, and shares will be sold through only one designated agent on any given day. The company plans to use net proceeds for working capital and other general corporate purposes. The program ends upon selling the full $50.0 million or termination of the equity distribution agreement. Dakota Gold’s common stock trades on the NYSE American under the symbol DC; the last reported price was $4.39 on November 12, 2025.

Dakota Gold Corp. reported Q3 2025 results, posting a net loss of $10.5 million, or $0.09 per share. Operating expenses were $10.9 million, driven by $7.7 million in exploration and $3.2 million in general and administrative costs. Interest income was $0.4 million.

For the nine months ended September 30, 2025, the company recorded a net loss of $20.7 million, used $18.4 million in operating cash, and ended with cash and cash equivalents of $33.0 million. Management cites approximately $31.0 million of working capital and the ability to scale exploration as support for liquidity over the next year.

Year-to-date financing totaled $42.3 million, including $32.7 million in net proceeds from a March offering of 12.4 million shares at $2.83, $7.3 million via the ATM program, and $3.0 million from warrant exercises. Shares outstanding were 112,900,113 at September 30, 2025. The updated Richmond Hill Initial Assessment was filed in July, with feasibility targeted for 2027 and production targeted in late 2029.

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.

Dakota Gold Corp. (DC) reported insider sales on Form 4. A director sold 50,000 common shares on each of three dates: 10/16/2025 at a weighted average price of $5.3367, 10/17/2025 at a weighted average price of $4.7713, and 10/20/2025 at a weighted average price of $4.6649.

Following these transactions, beneficial ownership changed from 1,018,199 shares after the first sale to 968,199 after the second and 918,199 after the third, all held directly. The filing notes that the 10/17 sales occurred in multiple trades between $4.8597 and $4.7615, and the 10/20 sales occurred in multiple trades between $4.6500 and $4.7600; detailed breakdowns are available upon request.