Gold Royalty (GROY) folds underwriting deal and legal opinions into F-3, S-8

Rhea-AI Filing Summary

Gold Royalty Corp. submitted a Form 6-K as a foreign private issuer, mainly to make several related documents part of its existing registration statements. The company is incorporating by reference an underwriting agreement, legal opinions, consents, and a press release into its F-3 and S-8 registration statements. The report is signed on behalf of the company by Chief Financial Officer Andrew Gubbels.

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Form 6-K: How Foreign Companies Report to the SEC →

Accepted by SEC EDGAR 12/08/2025 - 08:14 PM Learn about SEC filing dates

FAQ

What does Gold Royalty Corp. (GROY) report in this Form 6-K?

The Form 6-K from Gold Royalty Corp. primarily incorporates several exhibits by reference into its existing F-3 and S-8 registration statements, including an underwriting agreement, legal opinions, consents, and a press release, rather than providing new financial results.

Which registration statements are affected by this Gold Royalty (GROY) filing?

The filing incorporates exhibits into Gold Royalty Corp. registration statements on Form F-3 (File Nos. 333-280817, 333-280507, 333-276305, 333-267633, 333-270682) and Form S-8 (File No. 333-267421), making those documents part of the registration statements as of the submission date.

What key exhibits are included with the Gold Royalty (GROY) December 2025 Form 6-K?

The Form 6-K lists an underwriting agreement (Exhibit 99.1), legal opinion and consent of Sangra Moller LLP (Exhibits 99.2 and 99.3), a consent of Haynes and Boone, LLP (Exhibit 99.4), and a press release dated December 8, 2025 (Exhibit 99.5).

Who signed Gold Royalty Corp.’s (GROY) December 8, 2025 Form 6-K?

The Form 6-K is signed on behalf of Gold Royalty Corp. by Andrew Gubbels, who is identified as the company’s Chief Financial Officer, confirming that he is duly authorized to sign the report.

Why are some schedules to the underwriting agreement omitted in the GROY filing?

Certain schedules to the underwriting agreement are omitted because they do not contain information material to an investment or voting decision and that information is otherwise disclosed. Gold Royalty Corp. agrees to furnish omitted schedules to the SEC upon request.

What is the purpose of incorporating exhibits by reference for Gold Royalty (GROY)?

By incorporating the exhibits by reference, Gold Royalty Corp. makes the underwriting agreement, legal opinions, consents, and related press release legally part of its existing F-3 and S-8 registration statements as of this Form 6-K’s submission date.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of December 2025

Commission File Number 001-40099

GOLD ROYALTY CORP.

(Registrant’s name)

1188 West Georgia Street, Suite 1830

Vancouver, BC V6E 4A2

(604) 396-3066

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒ Form 40-F ☐

INCORPORATION BY REFERENCE

EXHIBITS 99.1 THROUGH 99.5, INCLUDED WITH THIS REPORT, ARE HEREBY INCORPORATED BY REFERENCE AS EXHIBITS TO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3, AS AMENDED AND SUPPLEMENTED (FILE NOS. 333-280817, 333-280507, 333-276305, 333-267633, 333-270682) AND FORM S-8 (FILE NO. 333-267421), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

SIGNATURES

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

	GOLD ROYALTY CORP.
Date: December 8, 2025	By:	/s/ Andrew Gubbels
	Name:	Andrew Gubbels
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit		Description of Exhibit
99.1*		Underwriting Agreement
99.2		Opinion of Sangra Moller LLP
99.3		Consent of Sangra Moller LLP (included in Exhibit 99.2)
99.4		Consent of Haynes and Boone, LLP
99.5		Press Release dated December 8, 2025

* Certain of the schedules (and similar attachments) to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K under the Securities Act because they do not contain information material to an investment or voting decision and that information is not otherwise disclosed in the exhibit or the disclosure document. The registrant hereby agrees to furnish a copy of all omitted schedules (or similar attachments) to the SEC upon its request.