i-80 Gold Corp. (NYSE: IAUX) director cash-settles RSUs and disposes shares

Rhea-AI Filing Summary

i-80 Gold Corp. director John Arthur Begeman reported the vesting and exercise of 19,231 Restricted Share Units into an equal number of common shares on September 1, 2025. Those shares were then disposed to the issuer at $0.80 per share, with the vested RSUs cash-settled at the August 29, 2025 closing price of CAD$1.10. After these transactions, he directly holds 817,710 common shares.

Insights

Financial Analyst

TL;DR: Routine insider RSU settlement and partial cash disposition by a director; not materially dilutive.

The filing documents a standard compensation settlement: 19,231 RSUs were deemed executed and settled and an equal number of shares were sold for cash at the issuer's August 29, 2025 closing price of CAD$1.10 (converted to US$0.80). The director's beneficial ownership after the transactions is reported at 817,710 shares. This appears to be administrative execution of equity compensation rather than a strategic change in ownership or control.

Corporate Governance Expert

TL;DR: Transaction aligns with disclosed equity compensation schedule; disclosure is timely and complete.

The Form 4 shows the exercise/settlement mechanics and cash settlement details, references the original RSU grant date (February 22, 2024) and remaining vesting schedule (September 1, 2026). The reporting indicates compliance with Section 16 reporting requirements and provides the FX conversion used to calculate the USD sale price. No unexplained transfers or related-party transactions are disclosed.

Insider Trade Summary

19,231 shares exercised/converted

Exercise 3 txns

Insider Begeman John Arthur

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units	19,231	$0.00	$0.00
Exercise	Common Shares	19,231	$0.00	$0.00
Disposition	Common Shares	19,231	$0.80	$15K

Holdings After Transaction: Restricted Share Units — 19,231 shares (Direct); Common Shares — 817,710 shares (Direct)

Footnotes (2)

1. F1. Each Restricted Share Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. Represents grant of 47,692 RSUs on February 22, 2024. The remaining RSUs will vest on September 1, 2026.
2. F2. Vested RSUs settled in cash at Issuer's August 29, 2025 closing price of CAD$1.10. US$1.00 = C$1.3742

Key Figures

RSUs vested: 19,231 units Shares disposed to issuer: 19,231 shares Post-transaction holdings: 817,710 shares +2 more

5 metrics

RSUs vested 19,231 units Restricted Share Units exercised/converted into common shares on September 1, 2025

Shares disposed to issuer 19,231 shares Common Shares disposition to issuer at $0.80 per share on September 1, 2025

Post-transaction holdings 817,710 shares Director’s direct Common Shares holding after the reported transactions

RSU cash settlement price CAD$1.10 Closing price used to settle vested RSUs in cash on August 29, 2025

Exchange rate reference US$1.00 = C$1.3742 FX rate cited in the RSU cash settlement footnote

Key Terms

Restricted Share Units, contingent right, Disposition to issuer, closing price

4 terms

Restricted Share Units financial

"Each Restricted Share Unit ("RSU") represents a contingent right"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

contingent right financial

"represents a contingent right to receive one share of the Issuer's common stock"

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

closing price financial

"settled in cash at Issuer's August 29, 2025 closing price of CAD$1.10"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 09/03/2025 - 02:51 PM Learn about SEC filing dates

FAQ

What insider transactions did IAUX director John Arthur Begeman report?

John Arthur Begeman reported 19,231 Restricted Share Units vesting and converting into common shares, followed by a 19,231-share disposition of those shares back to i-80 Gold at $0.80 per share, with the RSUs settled in cash at CAD$1.10.

How many IAUX Restricted Share Units vested for John Arthur Begeman?

Begeman had 19,231 RSUs vest and convert into an equal number of common shares. Footnotes state these RSUs were part of a grant of 47,692 RSUs made on February 22, 2024, with the remaining RSUs scheduled to vest on September 1, 2026.

At what price were IAUX common shares disposed to the issuer?

The Form 4 shows a disposition of 19,231 common shares to the issuer at a price of $0.80 per share. This disposition followed the RSU vesting and conversion into common shares on September 1, 2025.

How were IAUX RSUs settled according to the filing footnotes?

Footnotes state the vested RSUs were settled in cash using i-80 Gold’s August 29, 2025 closing price of CAD$1.10 per share, with an exchange rate reference of US$1.00 = C$1.3742 for the cash settlement calculation.

How many IAUX common shares does John Arthur Begeman hold after these transactions?

After the reported RSU vesting and share disposition, the canonical holdings data shows that Begeman directly holds 817,710 common shares of i-80 Gold Corp. These are his post-transaction direct holdings reported in connection with this Form 4.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Begeman John Arthur

(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)
09/01/2025

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
Common Shares	09/01/2025		M		19,231	A	(1)	836,941	D
Common Shares	09/01/2025		D		19,231	D	$0.8(2)	817,710	D

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
Restricted Share Units	(1)	09/01/2025		M			19,231	(1)	(1)	Common Shares	19,231	$0	19,231	D

Explanation of Responses:

1. Each Restricted Share Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. Represents grant of 47,692 RSUs on February 22, 2024. The remaining RSUs will vest on September 1, 2026.

2. Vested RSUs settled in cash at Issuer's August 29, 2025 closing price of CAD$1.10. US$1.00 = C$1.3742

	/s/ John Begeman	09/03/2025
	** 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.