[Form 4] i-80 Gold Corp. Insider Trading Activity

Rhea-AI Filing Summary

i-80 Gold Corp. director Ewa Bellissimo received 15,530 Deferred Share Units (DSUs) as compensation, each economically equivalent to one common share and priced at approximately $0.95 per DSU based on a CAD-to-USD conversion. The DSUs vested immediately, do not expire, and will not be converted into or voted as common shares until the director separates from the board, so the reporting person holds economic rights but no current voting or dispositive authority over the underlying shares. The grant was recorded on 09/29/2025 and is reported as a direct beneficial holding of 15,530 DSUs that track 15,530 common shares.

Positive

• Director alignment: DSUs give the director economic exposure tied to the company's share price, aligning incentives with shareholders
• Immediate vesting: The units vested immediately, providing clear and immediate compensation value to the director
• No current voting dilution: Underlying shares are not issued and carry no voting rights until separation, preserving current governance

Negative

• Potential future dilution: Underlying common shares may be issued upon separation, which could dilute existing shareholders in the future
• Immediate vesting reduces retention leverage: Because the DSUs vested immediately, they provide less future service-based retention incentive

Insights

Corporate Governance Expert

TL;DR: A routine director equity grant that aligns long-term interests but confers no current voting power.

The grant of 15,530 DSUs to a director is a common practice to compensate and retain board members while deferring share issuance until departure. Immediate vesting increases the director's economic stake right away, which can strengthen alignment with shareholders but also reduces future retention leverage. The DSUs carry no voting or dispositive rights until conversion on separation, preserving current governance structures. The size of the grant appears modest relative to typical equity-based director awards, and the conversion mechanics (issued only upon separation) limit short-term dilution.

Compensation Analyst

TL;DR: Materially a compensation event, not a financing; valuation shows CAD-to-USD conversion to set the reported US dollar amount.

The DSU award of 15,530 units, priced here at approximately $0.95 each after converting C$1.33 at the stated FX rate, yields an economic value near $14,753 at grant date pricing. Immediate vesting means the director recognizes full economic exposure now rather than over service-based vesting, which is notable for pay design. Because underlying shares are not issued until separation and carry no voting rights now, the award is primarily a deferred cash-equivalent equity payout rather than an active equity stake impacting current share count.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bellissimo Ewa

(Last) (First) (Middle)

C/O I-80 GOLD CORP.

5190 NEIL ROAD, SUITE 460

(Street)

RENO NV 89820

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
i-80 Gold Corp. [ IAUX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Share Units(1)	$0.95(2)	09/29/2025		A		15,530		(1)	(3)	Common Shares	15,530	$0	15,530	D

Explanation of Responses:

1. Each Deferred Share Unit ("DSU") is the economic equivalent of one of the Issuer's common shares. The underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until the separation of the reporting person as a director of the Issuer.

2. Converted from C$1.33 at C$1.3941=US$1.00.

3. The DSUs vested immediately upon Issuance and do not expire.

	/s/ Ewa Bellissimo	09/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did i-80 Gold Corp. (IAUX) report for insider activity?

The company reported a grant of 15,530 Deferred Share Units (DSUs) to director Ewa Bellissimo, recorded on 09/29/2025.

How many DSUs did the reporting person receive and what economic value was reported?

The reporting person received 15,530 DSUs, priced at approximately $0.95 per unit based on the stated CAD-to-USD conversion.

Do the DSUs give the director voting rights or immediate shares?

No. The DSUs are economic equivalents and do not confer voting or dispositive rights until the director separates from the issuer; underlying shares are not issued now.

Did the DSUs expire or vest over time?

The DSUs vested immediately upon issuance and do not expire.

Are the DSUs held directly or indirectly by the reporting person?

The report lists the DSUs as held directly by the reporting person.