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 February 2026
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:
INCORPORATION
BY REFERENCE
EXHIBIT
99.1, INCLUDED WITH THIS REPORT, IS HEREBY INCORPORATED BY REFERENCE AS EXHIBIT 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AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY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.
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GOLD
ROYALTY CORP. |
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|
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| Date:
February 19, 2026 |
By: |
/s/
Andrew Gubbels |
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Name: |
Andrew
Gubbels |
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Title: |
Chief
Financial Officer |
EXHIBIT
INDEX
| Exhibit |
|
Description
of Exhibit |
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| 99.1 |
|
Press Release dated February 19, 2026 |
Exhibit
99.1
Gold
Royalty Announces Amended and Upsized Revolving Credit Facility of up to US$150 Million at Reduced Interest Cost and Provides an Update
on Selected Portfolio Assets
Vancouver,
British Columbia – February 19, 2026 – Gold Royalty Corp. (“Gold Royalty” or the “Company”)
(NYSE American: GROY) is pleased to announce that it has entered into an agreement to upsize and amend its existing credit facility (“the
Facility”) to up to US$150 million with a syndicate of banks consisting of the Bank of Montreal, National Bank Capital Markets,
and the Royal Bank of Canada.
The
amended and upsized Facility now consists of a US$125 million secured revolving credit line with an accordion feature allowing for an
additional US$25 million, subject to certain conditions, for total borrowing capacity of US$150 million. The Facility will bear a reduced
interest rate based on SOFR plus a margin of 2.25%-3.25%, reflecting a 25-basis points interest rate reduction. The Facility matures
in November 2028.
Andrew
Gubbels, Chief Financial Officer, commented: “Following our recent acquisitions, we are pleased to announce this increased Facility
with a growing syndicate of supportive lenders. In addition to reducing our cost of capital, the Facility positions us to execute our
growth strategy efficiently in the future.”
Gold
Royalty is also pleased with recent positive progress updates disclosed by the owners and operators of assets on which it holds royalties
or streams. These include:
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Borborema
(2.75% NSR) – Aura Minerals announced on January 12, 2026 that production totalled 15,777 gold equivalent ounces (“GEO”)
in the fourth quarter, up 54% quarter-over-quarter reflecting progress as the operation continues to ramp up to its full production
run rate. In a December 2025 investor presentation, available on its website, Aura disclosed that it expected to complete studies
to approximately double plant capacity to 4 million tonnes per annum (“Mtpa”) and water system upgrades in the
second quarter of 2026. |
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Borden
(0.5% NSR, partial coverage) – Discovery Silver announced on February 10, 2026 that it continues to get encouraging results
from underground drilling along a 300m strike length of the Main Zone, with mineralization being extended both along trend to the
east and northeast. |
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Côté
Gold (0.75% NSR, partial coverage) – IAMGOLD announced on February 17, 2026 that it will focus on the stability and efficiency
of its mining and milling practices at Côté in 2026. It also disclosed that installation of the additional secondary
crusher was completed in November 2025 and commissioned in December 2025 with both cone crushers tested and operating in parallel.
It further disclosed that installation of an additional Vertimill is planned for early 2027. IAMGOLD also plans to complete a technical
report by the end of 2026; the study will consider a larger scale Côté Gold Mine with a conceptual mine plan targeting
both the Côté and Gosselin zones over the life of mine. |
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County
Line (3% NSR) – Fortitude Gold announced on January 7, 2026 that its County Line mine had commenced operations and had
made its first shipment of mineralization to the Isabella Pearl gold processing facility. It also disclosed that it plans to deliver
gold to the processing facility from three different sources – Isabella Pearl (Gold Royalty 0.375% gross revenue royalty),
County Line, and Scarlet South – in 2026. |
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Granite
Creek (10% NPI) – i-80 Gold reported high grade assay results from its infill drill program at the Granite Creek underground
on January 20, 2026. It disclosed that the results support its geological model, confirming the continuity and high-grade nature
of the deposit. It further states that the South Pacific Zone remains open to the north and at depth and will continue to be tested
through additional drilling. It also disclosed that it expected that an updated Granite Creek Underground feasibility study will
be released in the second quarter of 2026. |
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Jerritt
Canyon (0.5% NSR) – First Majestic disclosed on January 15, 2026 that it had completed 5,889m of drilling in the fourth
quarter of 2025 and 18,410m of drilling in 2025. It further disclosed that it plans to release the 2025 drill program results in
the first quarter of 2026. |
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Odyssey
(0.5% - 3.0% NSR, partial coverage) – Agnico Eagle reported on February 12, 2026 that the shaft sinking project at Odyssey
remains ahead of schedule; completion of the first phase is expected in the first quarter of 2027 and extension to its final depth
in 2031. It further disclosed that it is advancing a technical evaluation of a potential second shaft, with such evaluation expected
to be completed at the end of 2026 and formal permit submission expected in early 2027. It also disclosed that, subject to permitting
and board approval, construction, shaft sinking, and development of the associated underground material-handling and production infrastructure
would be expected to take place over a four-year period, positioning the project for potential initial production in 2033. Exploration
drilling at Odyssey totalled 233,754m in 2025 leading to overall growth of mineral reserves and resources. |
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Ren
(1.5% NSR & 3.5% NPI) – Barrick disclosed in its Management’s Discussion and Analysis for the year ended December
31, 2025 that work continues at the Ren project, the underground extension of the Goldstrike Mine along the Carlin Trend in Nevada,
USA. It disclosed that the ventilation shaft excavation is nearly complete to pre-sink target depth, and site sinking facility construction
and Galloway erection is nearing completion. It further disclosed that, as of December 31, 2025, its project spend was US$167 million
(including US$29 million in the fourth quarter of 2025) of an estimated capital cost of US$410 to US$470 million on a 100% basis.
Barrick continues to expect that Ren will be in full production in 2027, with anticipated average production of 140,000oz gold per
year on a 100% basis. |
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South
Railroad (0.44% NSR, partial coverage) – Orla Mining released highlights of an optimized National Instrument 43-101 (“NI
43-101”) feasibility study on January 15, 2026 which it said reaffirms South Railroad’s robust economics. It also disclosed
that the project is advancing through federal and state approvals, with the BLM Record of Decision targeted for mid-2026. |
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Tonopah
West (3.0% NSR) – Blackrock Silver announced on January 8, 2026 that it closed a C$15 million financing. It disclosed that
the net proceeds of the offering will be used to fund exploration, permitting, and pre-development activities on the Tonopah West
project and for general working capital. Blackrock Silver announced on December 2, 2025 that its eastern expansion drill program
identified at least three distinct mineralized structures. Blackrock Silver is on track to release a mineral resource estimate and
preliminary economic assessment in February 2026. |
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Vareš
(100% copper stream) – DPM Metals reported on February 10, 2026 that production recommenced in January as planned at Vareš.
It disclosed that production in 2026 is now expected to be better as compared to its most recent technical report with increased
metal production due to tonnage and grades. |
David
Garofalo, Chairman & Chief Executive Officer, commented: “We are pleased with the development progress of our operators in
2025 and the trajectory of their plans in 2026 and are excited to see significant progress being made on cornerstone assets in 2026 and
we anticipate further positive updates throughout the year. In only five years since our IPO, our portfolio has expanded and matured
significantly. More assets are moving through development and towards production. We expect that these cash-flowing assets will drive
meaningful revenue and cash flow growth for Gold Royalty in 2026 and through the medium-term, including through ongoing development at
Granite Creek, Odyssey, Ren, South Railroad, and Tonopah West, which are expected to contribute significant revenues and cash flows in
2027-2030 based on expected timelines as announced by their operators.”
About
Gold Royalty Corp.
Gold
Royalty Corp. is a gold-focused royalty company offering creative financing solutions to the metals and mining industry. Its mission
is to invest in high-quality, sustainable, and responsible mining operations to build a diversified portfolio of precious metals royalty
and streaming interests that generate superior long-term returns for our shareholders. Gold Royalty’s diversified portfolio currently
consists primarily of net smelter return royalties on gold properties located in the Americas.
Gold
Royalty Corp. Contact
Jackie
Przybylowski
Vice
President, Capital Markets
Telephone:
(833) 396-3066
Email:
info@goldroyalty.com
Qualified
Person
Alastair
Still, P.Geo., Director of Technical Services of the Company, is a “qualified person” as such term is defined under NI 43-101
and has reviewed and approved the technical information disclosed in this news release.
Notice
to Investors
For
further information regarding the project updates regarding properties underlying the Company’s royalties, stream and other interests,
please refer to the disclosures of the operators thereof, including the news releases, announcements and other disclosures of such operators
referenced herein. Disclosure relating to properties in which Gold Royalty holds interests is based on information publicly disclosed
by the owners or operators of such properties. The Company generally has limited or no access to the properties underlying its interests
and is largely dependent on the disclosure of the operators of its interests and other publicly available information. Although the Company
does not have any knowledge that such information may not be accurate, there can be no assurance that such third-party information is
complete or accurate. In some cases, the Company’s royalties and other interests do not apply to the entirety of the applicable
operator’s project areas.
Unless
otherwise indicated, the technical and scientific disclosure contained or referenced in this news release, including any references to
mineral resources or mineral reserves, was prepared by the project operators in accordance with Canadian National Instrument 43-101,
which differs significantly from the requirements of the U.S. Securities and Exchange Commission applicable to domestic issuers. Accordingly,
the scientific and technical information contained or referenced in this news release may not be comparable to similar information made
public by U.S. companies subject to the reporting and disclosure requirements of the SEC.
Forward-Looking
Statements
Certain
of the information contained in this news release constitutes “forward-looking information” and “forward-looking statements”
within the meaning of applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”), including
expectations regarding future revenues from royalties and the Company’s business plans. Such statements can be generally identified
by the use of terms such as “may”, “will”, “expect”, “intend”, “believe”,
“plans”, “anticipate” or similar terms. Forward-looking statements are based upon certain assumptions and other
important factors, including assumptions of management regarding the accuracy of the disclosure of the operators of the projects underlying
the Company’s projects, their ability to achieve disclosed plans and targets, macroeconomic conditions, commodity prices, and the
Company’s ability to finance future growth and acquisitions. Forward-looking statements are subject to a number of risks, uncertainties
and other factors which may cause the actual results to be materially different from those expressed or implied by such forward-looking
statements including, among others, any inability to any inability of the operators of the properties underlying the Company’s
royalty interests to execute proposed plans for such properties or to achieved planned development and production estimates and goals,
risks related to the operators of the projects in which the Company holds interests, including the successful continuation of operations
at such projects by those operators, risks related to exploration, development, permitting, infrastructure, operating or technical difficulties
on any such projects, the influence of macroeconomic developments, the ability of the Company to carry out its growth plans and other
factors set forth in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024 and its other publicly filed
documents under its profiles at www.sedarplus.ca and www.sec.gov. Although the Company has attempted to identify important factors that
could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place
undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements, except in accordance
with applicable securities laws.