CEO Rachel Goldman gains 88,750 shares at Paramount Gold (PZG)

Rhea-AI Filing Summary

Paramount Gold Nevada reported that Chief Executive Officer and director Rachel Goldman acquired 88,750 shares of common stock on January 26, 2026 through the settlement of vested restricted stock units (RSUs). The RSUs were granted on January 26, 2024 and vested after the company’s share price outperformed a peer group over the second year from grant.

After this transaction, Goldman directly holds 895,672 shares of common stock and 321,850 RSUs, reflecting equity-based compensation rather than an open‑market purchase or sale.

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^*

Goldman Rachel Louise

(Last) (First) (Middle)

665 ANDERSON STREET

(Street)

WINNEMUCCA NV 89445

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Paramount Gold Nevada Corp. [ PZG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2026

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 Stock	01/26/2026		M		88,750	A	(1)	895,672	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
RSU	(1)	01/26/2026		M			88,750	(2)	(2)	Common Stock	88,750	(1)	321,850	D

Explanation of Responses:

1. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. The transaction represents the settlement of restricted stock units in shares of common stock on meeting their vesting criteria.

2. This award was granted on January 26, 2024 and vested upon the Company's share price outperforming the average share price of the peer group companies over the second year from the date of the RSU grant

	Rachel Goldman	01/28/2026
	** 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).
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FAQ

What insider transaction did PZG report for CEO Rachel Goldman?

Paramount Gold Nevada reported that CEO Rachel Goldman acquired 88,750 common shares on January 26, 2026. The shares came from vested restricted stock units settling into stock, rather than an open-market purchase, increasing her direct equity stake in the company.

How many Paramount Gold (PZG) shares does the CEO own after this Form 4?

After the reported transaction, CEO Rachel Goldman directly owns 895,672 shares of Paramount Gold Nevada common stock. She also holds 321,850 restricted stock units, which represent rights to receive additional shares upon future settlement, according to the filing’s ownership table.

What triggered the vesting of Rachel Goldman’s RSUs at Paramount Gold (PZG)?

The RSUs vested because Paramount Gold’s share price outperformed the average share price of a peer group. This performance was measured over the second year from the January 26, 2024 grant date, satisfying the award’s vesting criteria and allowing settlement into common shares.

Was the PZG CEO’s January 26, 2026 transaction a stock sale?

No, the January 26, 2026 transaction was not a sale. It reflects the settlement of 88,750 restricted stock units into common shares at a stated price of $0.00, consistent with equity compensation vesting instead of a market disposition of existing shares.

What does each RSU reported by Paramount Gold (PZG) represent?

Each restricted stock unit (RSU) represents the right to receive one share of Paramount Gold Nevada common stock at settlement. The filing notes that the reported transaction reflects RSUs converting into shares once vesting conditions tied to share-price performance were satisfied.