Rise Gold (RYES) investor Daniel Oliver discloses 13.95% stake and warrant standstills

Rhea-AI Filing Summary

Rise Gold Corp. shareholder Daniel Oliver Jr. has filed an amended Schedule 13D reporting beneficial ownership of 18,108,768 common shares, representing 13.95% of the class based on 127,543,837 shares outstanding as of June 15, 2026. Through Myrmikan Capital, LLC, he is deemed to share voting and investment power over 14,663,191 shares, or 11.50% of the class, held of record by Myrmikan Gold Fund, LLC. His holdings include 1,869,070 shares underlying stock options and 365,854 shares underlying deferred share units. The filing notes warrant standstill agreements entered into and later amended, under which Mr. Oliver and the Fund have agreed not to exercise their warrants, so the warrant shares are not currently counted as beneficially owned under Section 13(d). The amendment states there have been no material transactions in Rise Gold securities since the prior amendment and is being made mainly to add previously omitted exhibits, including the joint filing agreement and forms of amended and restated warrant standstill agreements.

Key Figures

Oliver beneficial ownership: 18,108,768 shares Oliver ownership percentage: 13.95% Shares held via Fund/Manager: 14,663,191 shares +5 more

8 metrics

Oliver beneficial ownership 18,108,768 shares Rise Gold common stock beneficially owned as of this amendment

Oliver ownership percentage 13.95% Percent of Rise Gold common stock class under Rule 13d-3

Shares held via Fund/Manager 14,663,191 shares Rise Gold shares over which Myrmikan Capital and Mr. Oliver share beneficial ownership

Manager ownership percentage 11.50% Class percentage for Myrmikan Capital’s beneficial ownership

Shares outstanding baseline 127,543,837 shares Rise Gold shares outstanding as of June 15, 2026; baseline figure

Oliver stock options 1,869,070 shares Shares of Rise Gold underlying Mr. Oliver’s stock options

Oliver DSUs 365,854 shares Shares of Rise Gold underlying Mr. Oliver’s deferred share units

Warrant standstill notice period 61 days Written notice required to terminate each warrant standstill agreement

Key Terms

beneficially owns, Rule 13d-3, warrant standstill agreement, deferred share units (DSUs), +1 more

5 terms

beneficially owns financial

"As of the date of this report, Mr. Oliver beneficially owns, directly or indirectly, a total of 18,108,768 shares"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

Rule 13d-3 regulatory

"which constitutes 13.95% of the class of common stock as calculated in accordance with Rule 13d-3"

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

warrant standstill agreement financial

"entered into a warrant standstill agreement with the Issuer, pursuant to which each agreed not to exercise their outstanding warrants"

deferred share units (DSUs) financial

"1,869,070 of which underlie stock options and 365,854 of which underlie deferred share units (DSUs)"

Deferred share units (DSUs) are a form of long-term compensation that give an executive or director a payable claim whose value moves with the company’s stock price but is not paid out until a later date, often when they leave the company. Think of a DSU as an IOU tied to the share price that becomes cash or shares in the future; investors watch DSUs because they affect potential share dilution, the timing of cash outflows, and whether management’s interests align with long-term shareholder value.

Joint Filing Agreement regulatory

"The reporting persons entered into a Joint Filing Agreement dated September 29, 2023"

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FAQ

What percentage of Rise Gold (RYES) does Daniel Oliver Jr. report owning?

Daniel Oliver Jr. reports beneficial ownership of 18,108,768 Rise Gold common shares, representing 13.95% of the class based on 127,543,837 shares outstanding as of June 15, 2026, including shares held directly and through entities he controls.

How many Rise Gold (RYES) shares are controlled through Myrmikan Capital and the Fund?

Myrmikan Capital, LLC is reported to have voting and investment power over 14,663,191 Rise Gold shares, or 11.50% of the class, held of record by Myrmikan Gold Fund, LLC. These shares are also included in Mr. Oliver’s reported beneficial ownership.

Did the reporting persons trade Rise Gold (RYES) shares before this Schedule 13D amendment?

The filing states the reporting persons have not engaged in any material transactions in Rise Gold’s securities since Amendment No. 5. Amendment No. 6 is primarily to add exhibits that were intended to be filed previously but were inadvertently omitted.

What is the purpose of the warrant standstill agreements with Rise Gold (RYES)?

Mr. Oliver and the Fund entered into warrant standstill agreements under which they agreed not to exercise their outstanding Rise Gold warrants. Because of these agreements, the shares underlying those warrants are not currently treated as beneficially owned for Section 13(d) reporting.

How is Mr. Oliver’s individual Rise Gold (RYES) position structured?

Mr. Oliver has sole beneficial ownership of 3,445,577 Rise Gold shares, including 1,210,653 outstanding shares, 1,869,070 shares underlying stock options, and 365,854 shares underlying deferred share units, in addition to the shares he indirectly owns through the Fund.

Why was this Rise Gold (RYES) Schedule 13D/A Amendment No. 6 filed?

The amendment explains it is being filed solely to include certain exhibits that were meant to have been filed with earlier amendments but were inadvertently omitted, including a joint filing agreement and forms of amended and restated warrant standstill agreements.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

Rise Gold Corp.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

76760R100

(CUSIP Number)

Daniel Oliver Jr.
713 Silvermine Road,
New Canaan, CT, 06840
646-797-3134

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/22/2023

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 76760R100

1

Name of reporting person

Daniel Oliver Jr

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,445,577.00
8	Shared Voting Power 14,663,191.00
9	Sole Dispositive Power 3,445,577.00
10	Shared Dispositive Power 14,663,191.00

11

Aggregate amount beneficially owned by each reporting person

18,108,768.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

13.95 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Percent of class is calculated based on 127,543,837 shares outstanding as of 6-15-26.

SCHEDULE 13D

CUSIP Number(s): 76760R100

1

Name of reporting person

Myrmikan Gold Fund, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.00 %

14

Type of Reporting Person (See Instructions)

IV

Comment for Type of Reporting Person:

The Fund does not have the ability, directly or indirectly, to vote or dispose of the Issuer's shares owned of record by the Fund.

SCHEDULE 13D

CUSIP Number(s): 76760R100

1

Name of reporting person

Myrmikan Capital, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,663,191.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,663,191.00

11

Aggregate amount beneficially owned by each reporting person

14,663,191.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11.50 %

14

Type of Reporting Person (See Instructions)

IV

Comment for Type of Reporting Person:

Percent of class is calculated based on 127,543,837 shares outstanding as of 6-15-26.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: Rise Gold Corp.
(c)	Address of Issuer's Principal Executive Offices: 345 Crown Point Circle, Suite 600, Grass Valley, CALIFORNIA , 95945.
Item 2.	Identity and Background
(a)	This Schedule 13D amendment (this "Amendment") has been jointly filed by Daniel Oliver Jr. as an individual, Myrmikan Gold Fund, LLC, a private investment fund (the "Fund"), and Myrmikan Capital, LLC, an investment adviser and manager of the Fund (the "Manager"). Mr. Oliver owns a 97.5% membership interest in, and is the manager of, the Manager. The parties filing the Amendment are also referred to herein as "reporting persons."
(b)	The address of each of the reporting persons is 713 Silvermine Road, New Canaan, Connecticut 06840.
(c)	The Fund's principal business is investing in securities. The Manager's principal business is providing investment management for the Fund. Mr. Oliver's principal business is acting as manager of the Manager and providing investment management for the Fund.
(d)	During the last five years none of the reporting persons has been convicted in a criminal proceeding.
(e)	During the last five years, none of the reporting persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in their being subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Mr. Oliver is a citizen of the United States. The Fund is a Delaware limited liability company. The Manager is a Delaware limited liability company.
Item 3.	Source and Amount of Funds or Other Consideration
	The reporting persons have not engaged in any material transactions in the Issuer's securities since they filed Amendment No. 5 to this Schedule 13D. This Amendment No. 6 is being filed solely to include certain exhibits that were meant to have been filed previously but were inadvertently omitted.
Item 4.	Purpose of Transaction
	All securities of the Issuer that are beneficially owned by the reporting persons are held for investment purposes. Mr. Oliver intends to continue to seek to influence the policies of the Issuer with a goal of maximizing the value of the Issuer's common stock. Except as described above, the reporting persons have no plans or proposals that relate to, or could result in, any of the matters referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D, except that, with respect to paragraph (d), Mr. Oliver may participate in making changes to the present board of directors in connection with the normal nominating process of the full board of directors for the Issuer's annual meetings of stockholders. The reporting persons may purchase common stock or sell or transfer common stock beneficially owned by them from time to time in private or public transactions depending on economic considerations. Any such transactions may be effected at any time or from time to time subject to any applicable limitations imposed on the purchase or sale of the common stock by applicable law.
Item 5.	Interest in Securities of the Issuer
(a)	As of the date of this report, Mr. Oliver beneficially owns, directly or indirectly, a total of 18,108,768 shares of the Issuer's common stock, which constitutes 13.95% of the class of common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934. The Manager has voting and investment power over, and therefore beneficially owns, the 14,663,191 shares of common stock held of record by the Fund, which constitutes 11.50% of the class as calculated in accordance with Rule 13d-3. As the manager of the Manager, Mr. Oliver is likewise deemed to indirectly beneficially own the shares held of record by the Fund, and such shares are included in the shares reported as beneficially owned by him. Rule 13d-3 provides, in part, that shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option or warrant) within 60 days. In that regard, see the disclosure in Item 6 about warrants of the Issuer held by Mr. Oliver and by the Fund. In computing the percentage ownership of any person under Rule 13d-3, the number of shares outstanding is deemed to include the number of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of the person does not necessarily reflect a person's actual ownership or voting power with respect to the number of shares actually outstanding.
(b)	Mr. Oliver has sole beneficial ownership of 3,445,577 shares of common stock, 1,210,653 of which are outstanding, 1,869,070 of which underlie stock options and 365,854 of which underlie deferred share units (DSUs). Mr. Oliver and the Manager share beneficial ownership of 14,663,191 shares of common stock held of record by the Fund.
(c)	The reporting persons have not engaged in any transactions in the Issuer's class of common stock during the last 60 days.
(d)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Mr. Oliver serves as a member of the Issuer's Board of Directors. The information provided in Items 3, 4 and 5 is incorporated by reference in its entirety in this Item 6. On April 9, 2024, Mr. Oliver and the Fund each entered into a warrant standstill agreement with the Issuer, pursuant to which each agreed not to exercise their outstanding warrants to buy the Issuer's common stock. On May 8, 2025, Mr. Oliver and the Fund each amended and restated their respective warrant standstill agreements with the Issuer to include all warrants of the Issuer held by each at that date. On October 24, 2025, the Fund amended and restated its warrant standstill agreement with the Issuer to include all warrants of the Issuer currently held by the Fund. Each warrant standstill agreement will remain in effect until terminated upon 61 days' written notice to the Issuer from Mr. Oliver or the Fund, respectively. Accordingly, the reporting persons currently do not beneficially own any of the shares of common stock underlying the warrants covered by the agreements, as defined for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.
Item 7.	Material to be Filed as Exhibits.
	The reporting persons entered into a Joint Filing Agreement dated September 29, 2023, which was meant to be filed as Exhibit "A" to the initial filing of this Schedule 13D. Exhibit "A" is filed herewith and has been renamed Exhibit 99.1. The Form of Amended and Restated Warrant Standstill Agreement between Daniel Oliver Jr. and the Issuer dated May 8, 2025 was meant to be filed as Exhibit "G" to Amendment No. 4 to this Schedule 13D on May 20. 2025. Exhibit "G" is filed herewith and has been renamed Exhibit 99.2. The Form of Amended and Restated Warrant Standstill Agreement between Myrmikan Gold Fund, LLC and the Issuer dated May 8, 2025 was meant to be filed as Exhibit "H" to Amendment No. 4 to this Schedule 13D on May 20. 2025. Exhibit "H" is filed herewith and has been renamed Exhibit 99.3. The Form of Amended and Restated Warrant Standstill Agreement between Myrmikan Gold Fund, LLC and the Issuer dated October 24, 2025 was meant to be filed as Exhibit "I" to Amendment No. 5 to this Schedule 13D on October 28, 2025. Exhibit "I" is filed herewith and has been renamed Exhibit 99.4.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Daniel Oliver Jr

Signature:	/s/ Daniel Oliver Jr
Name/Title:	Daniel Oliver Jr
Date:	07/06/2025

Myrmikan Gold Fund, LLC

Signature:	/s/ Daniel Oliver Jr
Name/Title:	Daniel Oliver Jr, Manager of Myrmikan Capital, LLC
Date:	07/02/2025

Myrmikan Capital, LLC

Signature:	/s/ Daniel Oliver Jr
Name/Title:	Daniel Oliver Jr, Manager
Date:	07/02/2025