Paramount Gold (PZG) director receives performance- and time-based RSU grants

Rhea-AI Filing Summary

Paramount Gold Nevada Corp. director Christopher J. Reynolds reported receiving three grants of 8,500 restricted stock units (RSUs) each on December 22, 2025, with each RSU equivalent to one share of common stock and recorded at a price of $0 per unit.

One RSU grant vests when final state and federal permits are received for the Grassy Mountain Project, another vests if the company’s share price outperforms the average share price of a 12‑company peer group over the 12‑month period ending December 31, 2026, and the third vests three years from the grant date. Following these awards, Reynolds directly holds 45,500 derivative securities in the form of RSUs. The filing notes it was submitted late due to delays in his initial enrollment and account authorization in the SEC’s EDGAR Next system.

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^*

Reynolds Christopher J.

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

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
RSU	(1)	12/22/2025		A		8,500		(2)	(3)	Common Stock	8,500	$0	28,500	D
RSU	(1)	12/22/2025		A		8,500		(4)	(5)	Common Stock	8,500	$0	37,000	D
RSU	(1)	12/22/2025		A		8,500		(6)	(7)	Common Stock	8,500	$0	45,500	D

Explanation of Responses:

1. Each restricted stock unit is equivalent to one share of the Company's common stock.

2. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and will vest on the receipt of the final state and federal permits for the Grassy Mountain Project.

3. The restricted stock units will vest and be delivered to the reporting person upon the delivery of the final state and federal permits for the Grassy Mountain Project.

4. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and will vest upon the Company's share price outperforming the average share price of the 12 peer group companies over the 12 month period ending December 31, 2026.

5. The restricted stock units will vest and be delivered to the reporting person upon the Company's share price outperforming the average share price of the 12 peer group companies over the 12 month period ending December 31, 2026.

6. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and will vest three years from the date of grant.

7. The restricted stock units will vest and be delivered to the reporting person three years from date of grant.

Remarks:

This form is being filed late due to delays encountered during the reporting person's initial enrollment and account authorization within the SEC's EDGAR Next System.

	Christopher Reynolds	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did Paramount Gold (PZG) disclose in this Form 4 filing?

The filing shows director Christopher J. Reynolds received three grants of 8,500 restricted stock units each on December 22, 2025. These RSUs are equivalent to common shares and were awarded at a stated price of $0 per unit.

How many RSUs does Christopher Reynolds hold after the reported transactions?

After the reported RSU awards, Christopher J. Reynolds is shown holding 45,500 derivative securities in the form of restricted stock units. This total reflects the incremental additions of the three separate 8,500‑unit grants reported on December 22, 2025 as directly owned.

What are the vesting conditions for the RSUs granted to Reynolds at Paramount Gold (PZG)?

One RSU grant vests upon receipt of final state and federal permits for the Grassy Mountain Project. A second vests if the company’s share price outperforms a 12‑company peer group over the 12 months ending December 31, 2026. The third vests three years from grant.

Under which plan were the new RSUs to Christopher Reynolds granted?

All reported RSUs were granted under Paramount Gold Nevada Corp.’s 2016 Stock Incentive and Equity Compensation Plan. The plan provides equity-based awards, including restricted stock units, with vesting tied to permitting milestones, relative share-price performance, and time-based service conditions for the director.

Why was Christopher Reynolds’ Paramount Gold (PZG) Form 4 filed late?

The filing states it was submitted late because of delays during Christopher J. Reynolds’ initial enrollment and account authorization within the SEC’s EDGAR Next system. This administrative issue postponed timely electronic submission of the insider transaction report despite the December 2025 grant date.

What performance condition is tied to one of Reynolds’ RSU grants at Paramount Gold?

One RSU grant will vest if Paramount Gold’s share price outperforms the average share price of 12 peer group companies over the 12‑month period ending December 31, 2026. Both vesting and delivery of those RSUs depend on meeting this relative performance condition.