Rise Gold director and 10% owner discloses major option grant

Rhea-AI Filing Summary

Rise Gold Corp. (RYES)11/20/2025, he received options to buy 1,000,000 shares of common stock at an exercise price of $0.18 per share, exercisable through 11/20/2030. Following the reported transactions, he directly holds 1,210,653 common shares and indirectly holds 14,663,191 shares through Myrmikan Gold Fund, LLC.

The filing also lists multiple options and warrants with exercise prices ranging from $0.10 to $0.45, plus 365,854 Deferred Share Units that convert into common stock when he ceases to be an eligible person under the company’s long-term plan. Certain warrants are subject to a standstill agreement, under which the holder has agreed not to exercise them unless the agreement is terminated with 61 days’ written notice, and some warrants were issued in connection with a $500,000 secured loan to the company.

11/24/2025 - 09:11 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

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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^*

Oliver Daniel Jr

(Last) (First) (Middle)

713 SILVERMINE ROAD

(Street)

NEW CANAAN CT 06840

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rise Gold Corp. [ RYES ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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								1,210,653	D
Common Stock								14,663,191	I	By Myrmikan Gold Fund, LLC

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
Options	$0.18	11/20/2025		A		1,000,000		11/20/2025	11/20/2030	Common Stock	1,000,000	$0.00	1,000,000	D
Options	$0.25							10/30/2025	10/30/2030	Common Stock	300,000		300,000	D
Options	$0.1							05/22/2025	05/22/2030	Common Stock	200,000		200,000	D
Options	$0.1							03/25/2025	03/25/2030	Common Stock	60,000		60,000	D
Options	$0.17							05/01/2024	05/01/2029	Common Stock	15,000		15,000	D
Options	$0.25							12/12/2023	12/12/2028	Common Stock	200,000		200,000	D
Options	$0.26							09/22/2023	09/22/2028	Common Stock	94,070		94,070	D
Warrants	$0.15							05/08/2025(1)	05/08/2028	Common Stock	304,800		304,800	D
Warrants	$0.115							09/12/2024(1)	09/12/2028	Common Stock	340,000		340,000	D
Warrants	$0.158							04/29/2024(1)	04/29/2027	Common Stock	210,526		210,526	D
Warrants	$0.158							04/29/2024(1)	04/29/2027	Common Stock	90,000		90,000	D
Warrants	$0.45							10/24/2025(1)	10/24/2028	Common Stock	1,000,000		1,000,000	I	By Myrmikan Gold Fund, LLC
Warrants	$0.15							05/08/2025(1)	05/08/2028	Common Stock	3,245,171		3,245,171	I	By Myrmikan Gold Fund, LLC
Warrants	$0.1735							10/10/2024(1)	10/10/2028	Common Stock	2,882,514		2,882,514(2)	I	By Myrmikan Gold Fund, LLC
Warrants	$0.158							04/09/2024(1)	04/09/2027	Common Stock	1,350,000		1,350,000	I	By Myrmikan Gold Fund, LLC
Warrants	$0.26							12/07/2023(1)	12/07/2025	Common Stock	140,000		140,000	I	By Myrmikan Gold Fund, LLC
Deferred Share Units (DSUs)	(3)							11/19/2025	(3)	Common Stock	365,854		365,854	D

1. Name and Address of Reporting Person^*

Oliver Daniel Jr

(Last) (First) (Middle)

713 SILVERMINE ROAD

(Street)

NEW CANAAN CT 06840

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Myrmikan Gold Fund, LLC

(Last) (First) (Middle)

713 SILVERMINE ROAD

(Street)

NEW CANAAN CT 06840

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Myrmikan Capital, LLC

(Last) (First) (Middle)

713 SILVERMINE ROAD

(Street)

NEW CANAAN CT 06840

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The holder and the issuer have entered into a warrant standstill agreement dated 4-9-24, as amended and restated on May 8, 2025 with respect to Mr. Oliver and October 24, 2025 with respect to the Fund, pursuant to which the holder has agreed not to exercise these warrants. The agreement will remain in effect until terminated upon 61 days' written notice to the issuer from the holder. On that basis, the holder does not beneficially own the shares of common stock underlying the warrants, as defined for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.

2. These warrants were issued in connection with a secured loan agreement pursuant to which the holder loaned $500,000 to the issuer.

3. The reporting person is entitled to receive one share of the issuer's Common Stock for each DSU held upon ceasing to be an Eligible Person as defined in the issuer's Long-Term Incentive Plan. "Eligible Person" means a Director, Officer, Employee, Management Company Employee, or Consultant of the Issuer or a subsidiary of the Issuer.

	/s/ Daniel Oliver	11/24/2025
	/s/ Daniel Oliver, as Manager of Myrmikan Capital, LLC, the Manager of Myrmikan Gold Fund, LLC	11/24/2025
	/s/ Daniel Oliver, Manager of Myrmikan Capital, LLC	11/24/2025
	** 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.
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FAQ

What insider activity did Rise Gold Corp. (RYES) report on this Form 4?

The Form 4 shows that Daniel Oliver, a director and 10% owner of Rise Gold Corp. (RYES), reported his beneficial ownership of common stock, options, warrants, and Deferred Share Units, including a new grant of 1,000,000 stock options.

What new options did Daniel Oliver receive in Rise Gold Corp. (RYES)?

Daniel Oliver received options on 11/20/2025 to purchase 1,000,000 shares of Rise Gold common stock at an exercise price of $0.18 per share, exercisable until 11/20/2030.

How many Rise Gold (RYES) shares does Daniel Oliver beneficially own after the reported transactions?

After the reported transactions, Daniel Oliver holds 1,210,653 Rise Gold common shares directly and 14,663,191 common shares indirectly through Myrmikan Gold Fund, LLC, in addition to various options, warrants, and DSUs.

What is the warrant standstill agreement mentioned in the Rise Gold (RYES) filing?

The filing explains that the holder and Rise Gold entered into a warrant standstill agreement, as amended on May 8, 2025 for Mr. Oliver and October 24, 2025 for the fund. Under this agreement, the holder has agreed not to exercise certain warrants, and it can be terminated upon 61 days' written notice.

How are some Rise Gold (RYES) warrants linked to a loan in this Form 4?

The filing states that certain warrants were issued in connection with a secured loan agreement under which the holder loaned $500,000 to Rise Gold, tying those warrants to that financing arrangement.

What do the Deferred Share Units (DSUs) in the Rise Gold (RYES) Form 4 represent?

The Form 4 reports 365,854 Deferred Share Units. The reporting person is entitled to receive one share of Rise Gold common stock for each DSU upon ceasing to be an eligible person under the company’s Long-Term Incentive Plan.

What is Daniel Oliver’s relationship to Rise Gold Corp. (RYES)?

Daniel Oliver is identified as both a Director and a 10% Owner of Rise Gold Corp., and he also signs in his capacity related to Myrmikan Capital, LLC and Myrmikan Gold Fund, LLC.