Nevada Canyon (NGLD) Form 4: 400K options granted to director, 50% immediate vesting

Rhea-AI Filing Summary

Nevada Canyon Gold Corp. (NGLD) reported that director John Smith Miller was granted 400,000 stock options on 09/10/2025 with an exercise price of $0.83 per share. The options are exercisable immediately on the grant date, expire on 09/10/2028, and vest 50% immediately and 50% one year from the grant date. The filing states Mr. Miller beneficially owns no other securities of the company. The Form 4 was signed on 09/12/2025 and was filed as a single reporting person disclosure.

Positive

• 400,000 stock options granted with clear vesting terms (50% immediate, 50% in one year)
• Exercise price disclosed at $0.83 and expiration date provided (09/10/2028), giving transparency on terms
• Reporting person beneficially owns no other securities, clarifying current insider ownership status

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received time‑based stock options, partially vested immediately, aligning compensation to continued service.

The filing documents a routine director equity grant: 400,000 options at $0.83 with a three‑year contractual life and a 50/50 vesting split (immediate and one year). This structure is commonly used to retain directors and provide equity alignment without immediate cash outlay. The disclosure that the reporting person holds no other company securities clarifies existing insider ownership. The filing is procedural and provides clear vesting and exercise details for investors tracking insider compensation.

Securities Analyst

TL;DR: Material only as insider compensation disclosure; no sale or purchase of underlying shares was reported.

The Form 4 reports a grant of 400,000 options exercisable at $0.83 and expiring 09/10/2028, with half vesting immediately and half in one year. There is no reported disposition or ownership of other securities by the reporting person. For analysts this is a disclosure of potential future dilution if options are exercised, but the form contains no transaction indicating exercise or sale at this time.

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

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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^*

Miller John Smith

(Last) (First) (Middle)

1161 MAIN ST, SUITE 207

(Street)

BOISE ID 83703

(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		400,000(1)		09/10/2025	09/10/2028	Common Stock	400,000	$0.83	400,000	D

Explanation of Responses:

1. The reporting person was granted 400,000 stock options, of which 50% immediately vest and 50% vest one year from the grant date. He beneficially owns no other securities of the Company.

	/s/ John Smith Miller	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 did NGLD disclose in the Form 4 filed for John Smith Miller?

The Form 4 discloses a grant of 400,000 stock options to director John Smith Miller, exercisable at $0.83, with vesting 50% immediately and 50% one year later.

When do the options for NGLD director John Smith Miller expire?

The options expire on 09/10/2028 according to the filing.

How much of the option grant vested immediately for the NGLD director?

50% of the 400,000 options vested immediately; the remaining 50% vests one year from the grant date.

Does the Form 4 report any other securities owned by the reporting person at NGLD?

No. The filing states the reporting person beneficially owns no other securities of the company.

What is the transaction date and signature date on the Form 4 for NGLD?

The transaction (grant) date is 09/10/2025 and the Form 4 is signed on 09/12/2025.