[SCHEDULE 13D] Gold Royalty Corp. SEC Filing

Rhea-AI Filing Summary

Tether Holdings, Tether Investments and Giancarlo Devasini filed a Schedule 13D on Gold Royalty Corp. (GROY), reporting beneficial ownership of 13,809,085 common shares, equal to 8.1% of the class. The stake is held by Tether Investments, a controlled subsidiary of Tether Holdings; Devasini has a greater than 50% voting interest in Tether Holdings and disclaims beneficial ownership except for any pecuniary interest.

The percentage is based on 170,709,410 shares outstanding as of August 6, 2025. The filing states purchases were funded with working capital. Voting and dispositive power are shared over the 13,809,085 shares, with no sole power reported. The investors state an investment purpose but may from time to time buy or sell shares and may communicate with the board or other parties regarding potential strategic alternatives, including extraordinary corporate transactions.

Insights

Equity ownership & governance analyst

13D discloses an 8.1% stake with potential engagement.

Tether Holdings and affiliates report beneficial ownership of 13,809,085 GROY shares, representing 8.1%, calculated against 170,709,410 shares outstanding as of August 6, 2025. Power over the shares is shared, with no sole voting or dispositive authority.

The purpose is investment, yet the filing lists possible actions ranging from communications with the board to support for extraordinary transactions. Such language is common in 13D filings and signals optionality rather than a defined plan.

Actual impact depends on future choices by the holders and any company responses. The filing references purchases funded with working capital and includes a Schedule B of recent open-market trades.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Gold Royalty Corp.

(Name of Issuer)

Common Shares, without par value

(Title of Class of Securities)

38071H106

(CUSIP Number)

Tether Holdings, S.A. de C.V.
Final Av. La Revolucion, Edif. Centro, Corporativo Presidente Plaza, Nivel 12
San Salvador, H3, 00000
4420 4621 1793

Daniel Woodard
McDermott Will & Schulte LLP, One Vanderbilt Avenue
New York, NY, 10017
(212) 547-5400

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/17/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 38071H106

1

Name of reporting person

Tether Holdings, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 13,809,085.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 13,809,085.00

11

Aggregate amount beneficially owned by each reporting person

13,809,085.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Items 8, 10 and 11: Includes 13,809,085 common shares, no par value ("Common Shares") of Gold Royalty Corp. held by Tether Investments, S.A. de C.V., a controlled subsidiary of Tether Holdings, S.A. de C.V. Note in relation to Item 13: This percentage is calculated based upon 170,709,410 Common Shares outstanding on August 6, 2025, as reported in the Issuer's Form 6-K filed with the Securities and Exchange Commission on August 6, 2025.

SCHEDULE 13D

CUSIP No. 38071H106

1

Name of reporting person

Tether Investments, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 13,809,085.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 13,809,085.00

11

Aggregate amount beneficially owned by each reporting person

13,809,085.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Item 13: This percentage is calculated based upon 170,709,410 Common Shares outstanding on August 6, 2025, as reported in the Issuer's Form 6-K filed with the Securities and Exchange Commission on August 6, 2025.

SCHEDULE 13D

CUSIP No. 38071H106

1

Name of reporting person

Giancarlo Devasini

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ITALY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 13,809,085.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 13,809,085.00

11

Aggregate amount beneficially owned by each reporting person

13,809,085.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note in relation to Items 8, 10 and 11: Includes 13,809,085 Common Shares held by Tether Investments, S.A. de C.V., a controlled subsidiary of Tether Holdings, S.A. de C.V. Mr. Devasini has a greater than 50% voting interest in Tether Holdings, S.A. de C.V. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. Note in relation to Item 13: This percentage is calculated based upon 170,709,410 Common Shares outstanding on August 6, 2025, as reported in the Issuer's Form 6-K filed with the Securities and Exchange Commission on August 6, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares, without par value
(b)	Name of Issuer: Gold Royalty Corp.
(c)	Address of Issuer's Principal Executive Offices: 1188 West Georgia Street, Suite 1830, Vancouver, BRITISH COLUMBIA, CANADA , V6E 4A2.
Item 1 Comment: This statement on Schedule 13D relates to the common shares, without par value ("Common Shares") of Gold Royalty Corp., a company incorporated under the laws of Canada (the "Issuer"). The Common Shares are listed on the NYSE American Market under the ticker symbol "GROY".
Item 2.	Identity and Background
(a)	This statement is being filed by Tether Holdings, S.A. de C.V., Tether Investments, S.A. de C.V. and Giancarlo Devasini (collectively, the "Reporting Persons"). Certain information regarding Tether Holdings, S.A. de C.V., Tether Investments, S.A. de C.V. and their respective executive officers and directors is set forth on Schedule A attached hereto.
(b)	The principal business address of the Reporting Persons is Final Av. La Revolucion, Colonia San Benito, Edif. Centro, Corporativo Presidente Plaza, Nivel 12, Oficina 2, Distrito de San Salvador, Municipio de San Salvador Centro, Republica de El Salvador.
(c)	The principal business of Tether Investments, S.A. de C.V. is primarily to make strategic investments in emerging technologies, such as artificial intelligence and peer-to-peer platforms, sustainable Bitcoin mining operations, and digital education initiatives. Tether Investments, S.A. de C.V. is also involved in funding and supporting projects that enhance financial inclusion and build resilient financial infrastructure worldwide. Tether Holdings, S.A. de C.V. is the holding company for the Tether Group. The principal occupation of Giancarlo Devasini is to serve as President of Tether Holdings, S.A. de C.V.
(d)	None
(e)	None
(f)	See Item 6 of the respective cover page of each Reporting Person.
Item 3.	Source and Amount of Funds or Other Consideration
	Tether Investments, S.A. de C.V. used cash from working capital to make the purchases of Common Shares listed on Schedule B hereto.
Item 4.	Purpose of Transaction
	The information set forth in Item 3 of this Schedule 13D is incorporated by reference in its entirety into this Item 4. The Reporting Persons have acquired the Common Shares acquired to date for investment purposes, and may from time to time increase (through the acquisition of additional securities of the Issuer) or decrease (through the sale of all or a portion of the Common Shares) their investment in the Issuer, depending upon multiple factors, including the price and availability of the Issuer's securities, subsequent developments affecting the Issuer, the Issuer's business and prospects, other investment and business opportunities available to the Reporting Persons, general stock market and economic conditions, conditions in the industries and jurisdictions in which the Issuer and its subsidiaries operate, tax considerations and other factors. The Reporting Persons intend to review the Reporting Persons' investments in the Issuer from time to time and, in the course of such review, the Reporting Persons may take any of the foregoing actions with respect to their investment in the Issuer, or make other decisions or take other actions with respect to the Issuer. These decisions and actions may include communicating from time to time with the board of directors of the Issuer (the "Board"), members of management of the Issuer, other stockholders of the Issuer or other third parties with respect to the evaluation or implementation of strategic alternatives relating to the Issuer, engaging legal, financial, regulatory, technical, industry and/or other advisors to assist in any review or in making recommendations with respect to such decisions or actions, and taking steps to implement alternative courses of action relating to the Issuer, including courses of action that may be recommended by such advisors. Such courses of action may involve, without limitation, the proposal of or support for extraordinary corporate transactions (including an acquisition, merger, reorganization or other similar transaction or liquidation) involving the Issuer or any of its subsidiaries, including a public offer for all or part of the Issuer's securities, a business combination involving the Issuer or any of its subsidiaries, a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; changes in the present business, operations, strategy, future plans or prospects of the Issuer, financial or governance matters, changes to the Board (including board composition) or management of the Issuer, changes to the capitalization, ownership structure, dividend policy, business or corporate structure or governance documents of the Issuer, or any action similar to those enumerated above. Such discussions and actions may be preliminary and exploratory in nature, and not rise to the level of a plan or proposal. Other than as described above, the Reporting Persons do not currently have any plans or proposals that relate to, or may result in, any of the matters listed in subparagraphs (a) through (j) of Item 4 of Schedule 13D. However, as part of their ongoing evaluation of this investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan or proposal with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to the Board, members of management of the Issuer, other stockholders of the Issuer or other third parties regarding such matters.
Item 5.	Interest in Securities of the Issuer
(a)	The Reporting Persons beneficially own an aggregate of 13,809,085 Common Shares, representing 8.1% of the outstanding Common Shares. This percentage is calculated based on 170,709,410 Common Shares outstanding on August 6, 2025, as reported in the Issuer's Form 6-K filed with the Securities and Exchange Commission on August 6, 2025.
(b)	Each of the Reporting Persons has voting and dispositive power with respect to the beneficially owned 13,809,085 Common Shares.
(c)	Schedule B sets forth the transactions in the Common Shares effected by the Reporting Persons during the past 60 days.
(d)	None.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information set forth in Item 4 of this Schedule 13D is incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	Schedule A Executive Officers and Directors Schedule B Open Market Purchases 99.1 Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Tether Holdings, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, President
Date:	10/24/2025

Tether Investments, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, Sole Administrator
Date:	10/24/2025

Giancarlo Devasini

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, individually
Date:	10/24/2025

FAQ

What stake in GROY did Tether report on Schedule 13D?

The reporting persons disclosed beneficial ownership of 13,809,085 common shares, equal to 8.1% of Gold Royalty Corp.'s outstanding common shares.

How was the 8.1% ownership in GROY calculated?

The percentage is based on 170,709,410 shares outstanding as of August 6, 2025, as reported by the issuer.

Who are the reporting persons in the GROY 13D?

The filing names Tether Holdings, S.A. de C.V., Tether Investments, S.A. de C.V., and Giancarlo Devasini.

How many GROY shares do the reporting persons have voting and dispositive power over?

They report shared voting and dispositive power over 13,809,085 shares and no sole power.

What is the stated purpose of Tether’s investment in GROY?

The shares were acquired for investment purposes, and the holders may buy or sell more and may discuss strategic alternatives with the board or other parties.

What funds were used to acquire the GROY shares?

Purchases were made using working capital of Tether Investments, S.A. de C.V.