Nevada Canyon Gold (NGLD) director receives 1M options; 50% immediate vest

Rhea-AI Filing Summary

Elizabeth J. Doddridge, a director of Nevada Canyon Gold Corp. (NGLD), was granted 1,000,000 stock options on 09/10/2025 at an exercise price of $0.83. Fifty percent of the options vest immediately and the remaining 50% vest one year from the grant date. The options are exercisable beginning 09/10/2025 and expire on 09/10/2028. The reporting person states she beneficially owns no other securities of the company. The Form 4 was signed on 09/12/2025.

Positive

• Director alignment: Grant provides equity-based alignment between the director and shareholders through potential upside.
• Partial immediate vesting: 50% of the options vest immediately, strengthening immediate ownership incentives.

Negative

• Potential dilution: Exercise of 1,000,000 options would increase outstanding share count if exercised.
• Short exercise window: Options expire on 09/10/2028, providing a relatively compressed period to realize value.

Insights

Financial Analyst

TL;DR: A director received a large option grant with immediate partial vesting, a common executive-compensation tool.

The 1,000,000-option award at $0.83 with 50% immediate vesting provides direct equity upside to align director incentives with shareholders. The three-year term to expiration (09/10/2028) compresses the window for realizing gains, concentrating potential value creation or loss into a shorter period than typical longer-term grants. This is a routine disclosure of insider compensation; no other securities are reported beneficially owned by the director.

Corporate Governance Expert

TL;DR: Significant option grant to a director merits governance scrutiny for dilution and alignment, but is a standard disclosure.

The grant structure—50% immediately vested, 50% vesting after one year—signals an intent to align current service with ownership. Stakeholders should note the immediate economic benefit to the director and that the filing discloses no other holdings. The Form 4 itself is a routine, timely filing that fulfills Section 16 reporting obligations.

09/12/2025 - 06:42 PM

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^*

Doddridge Elizabeth Jean

(Last) (First) (Middle)

104 AMELIA ST

(Street)

TORONTO A6 M4X 1E4

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nevada Canyon Gold Corp. [ NGLD ]

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)
09/10/2025

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
Stock Options	$0.83	09/10/2025	09/10/2025	A		1,000,000(1)		09/10/2025	09/10/2028	Common Shares	1,000,000	$0.83	1,000,000	D

Explanation of Responses:

1. The reporting person was granted 1,000,000 stock options, of which 50% immediately vest and 50% vest one year from the grant date. She beneficially owns no other securities of the Company.

	/s/ Elizabeth J Doddridge	09/12/2025
	** 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 transaction did Elizabeth J. Doddridge disclose on Form 4 for NGLD?

She was granted 1,000,000 stock options on 09/10/2025 with an exercise price of $0.83.

How do the options granted to the NGLD director vest?

The options vest 50% immediately and the remaining 50% one year from the grant date.

When do the granted options become exercisable and when do they expire?

Date exercisable is 09/10/2025 and the expiration date is 09/10/2028.

Does the reporting person own any other securities of Nevada Canyon Gold Corp. (NGLD)?

The filing states she beneficially owns no other securities of the company.

When was the Form 4 signed by the reporting person?

The Form 4 was signed on 09/12/2025.