Royal Gold Inc SEC Filings

Randy Shefman, Senior Vice President & General Counsel of Royal Gold, Inc. (RGLD), reported a change in beneficial ownership related to treasury tax withholding. On 08/18/2025 the filing shows 186 shares were disposed of under Transaction Code F at a price of $171.55 per share to satisfy tax withholding obligations; the filer notes no shares were sold. After the withholding, the reporting person beneficially owned 9,174 shares directly. The form was signed by Michelle Perry by power of attorney on 08/19/2025.

Paul Libner, SVP & CFO of Royal Gold, reported a tax-withholding disposition of company shares on 08/18/2025. The filing shows 229 shares of common stock were withheld at a price of $171.55 to satisfy taxes; the filer notes explicitly that no shares were sold. After the withholding, the reporting person beneficially owns 19,520 shares, held directly. The Form 4 was executed by power of attorney on 08/19/2025. This disclosure documents an internal tax-related share transfer and compliance with Section 16 reporting requirements.

Royal Gold has called an entirely virtual special meeting to approve a strategic business combination framework under arrangement agreements dated July 6, 2025, to acquire Sandstorm and Horizon. Under the Sandstorm Arrangement, Sandstorm shareholders would receive 0.0625 of a share of Royal Gold common stock per Sandstorm share, implying a transaction equity value of approximately $3.5 billion and premiums of 21% (20-day VWAP) and 17% (closing price basis). Upon closing the Sandstorm deal, Royal Gold stockholders are expected to own ~77% and Sandstorm shareholders ~23% of the Combined Company on a fully diluted basis. The Horizon Arrangement contemplates a cash payment of C$2.00 per Horizon share (approximate transaction value $196 million at signing). Royal Gold also entered a Kansanshi precious metals purchase agreement on August 5, 2025, funding a $1.0 billion advance for a gold stream and drawing $825 million on its revolving credit facility. Each Arrangement is subject to shareholder, court and regulatory approvals, customary conditions, and possible termination fees; the Royal Gold Board unanimously recommends voting FOR the proposals.

State Street Corporation reported beneficial ownership of 3,155,985 shares of Royal Gold Inc common stock, representing 4.8% of the class. The filing shows no sole voting or dispositive power; instead it discloses shared voting power of 2,895,485 shares and shared dispositive power of 3,155,985 shares. Several State Street affiliates are identified as the entities through which the holdings arise, including SSGA Funds Management and State Street Bank and Trust Company. The filer certified the shares are held in the ordinary course of business and not for the purpose of influencing control of the issuer.