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Scorpio Gold ADSs start Nasdaq trading Sept 1

Scorpio Gold Corp (SRCRF) reports that its American Depositary Shares began trading on the NASDAQ Capital Market under the ticker “SGLD” effective at the opening on September 1, 2026.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Scorpio Gold Corp (SRCRF) reports that its American Depositary Shares began trading on the NASDAQ Capital Market under the ticker “SGLD” effective at the opening on September 1, 2026. Each ADS represents 20 common shares, and this NASDAQ listing is complementary to existing listings in Canada, the U.S. OTC market and Frankfurt.

The ADS program is administered by The Bank of New York Mellon, which issues and cancels ADSs based on instructions from market participants. Shareholders may optionally convert common shares into ADSs or cancel ADSs to receive common shares. ADS issuance fees are waived through November 25, 2026, after which a fee of US$5.00 per 100 ADSs applies. Scorpio Gold also highlights its 100% interest in the ~4,780-hectare Manhattan District in Nevada, an advanced exploration-stage gold project with over 140,000 metres of historical drilling.

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ADS-to-Common Share Ratio 1 ADS for every 20 common shares Ratio for Scorpio Gold’s American Depositary Shares listed on NASDAQ
ADS issuance fee after waiver period US$5.00 per 100 ADSs Fee applies starting November 26, 2026, rounded up to the nearest 100 ADSs
ADS issuance fee waiver end date November 25, 2026 ADS issuance fees for SGLD are waived through this date
NASDAQ ADS trading start date September 1, 2026 Effective date for commencement of trading of ADSs under ticker SGLD
Manhattan District size ~4,780 hectares Area of Scorpio Gold’s Manhattan District in Nevada, USA
Historical drilling at Manhattan District over 140,000 metres Cumulative historical drilling referenced for Scorpio Gold’s Manhattan District
American Depositary Shares financial
"its American Depositary Shares (“ADSs”) commenced trading on the NASDAQ"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
ADS program financial
"The Company’s ADS program is administered by The Bank of New York Mellon"
A ads program is a company’s organized system for creating, selling and delivering digital or offline advertisements, including the rules, targeting tools, pricing models and reporting used to run ad campaigns. Like a store’s shelving and checkout system that decides which products get seen and bought, an ads program shapes how much advertising revenue a business can earn, how users experience the product, and how easily the company scales or adjusts to market and regulatory changes.
depositary financial
"administered by The Bank of New York Mellon (“BNY”), as depositary"
A depositary is a financial institution that holds and safeguards financial assets, such as stocks or bonds, on behalf of investors. It ensures that ownership records are accurate and that transactions are processed securely. For investors, a depositary provides a trustworthy way to manage their investments, similar to a secure vault that keeps valuables safe and organized.
issuance fee financial
"Starting November 26, 2026, the applicable issuance fee will be US$5.00"
Manhattan District technical
"Scorpio Gold holds a 100% interest in the Manhattan District located"
permitting and water rights technical
"significant resource potential, and valuable permitting and water rights"

FAQ

What did Scorpio Gold Corp (SRCRF) announce regarding its NASDAQ listing?

Scorpio Gold’s American Depositary Shares began trading on the NASDAQ Capital Market under ticker “SGLD” effective at the opening on September 1, 2026. The NASDAQ listing is described as complementary to its existing TSX Venture, OTCQB and Frankfurt listings.

What is the ADS-to-common-share ratio for Scorpio Gold (SGLD) on NASDAQ?

Each American Depositary Share (ADS) of Scorpio Gold represents twenty (20) common shares of the Company. ADSs are issued and cancelled by The Bank of New York Mellon based on instructions from brokers and other market participants.

Are there fees for converting Scorpio Gold common shares into ADSs (SGLD)?

ADS issuance fees are waived through November 25, 2026. Starting November 26, 2026, the applicable issuance fee will be US$5.00 per 100 ADSs, rounded up to the nearest 100 ADSs, as described in Section 5.9 of the ADS Deposit Agreement.

Do Scorpio Gold shareholders have to convert their common shares into ADSs?

No. The Company states that conversion is entirely optional. Shareholders are not required to take any action as a result of the NASDAQ listing, and common shares on the TSX Venture, OTCQB and Frankfurt exchanges remain unaffected.

What mining assets does Scorpio Gold (SRCRF) highlight in this report?

Scorpio Gold holds a 100% interest in the ~4,780-hectare Manhattan District in Nevada’s Walker Lane Trend, including the Goldwedge Mine and four past-producing pits. The Company notes over 140,000 metres of historical drilling and emphasizes resource potential and existing permitting and water rights.

Who administers Scorpio Gold’s ADS program and how is conversion handled?

The ADS program is administered by The Bank of New York Mellon as depositary. BNY facilitates the issuance and cancellation of ADSs based on instructions from market participants, with conversions typically initiated through shareholders’ brokers or financial intermediaries.

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Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2026

Commission File Number: 333-297311

 

 

SCORPIO GOLD CORP.

(Registrant)

 

 

 

Suite 750, 1095 West Pender Street

Vancouver, British Columbia, Canada V6E 2M6

(Address of Principal Executive Offices) 

 

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☐            Form 40-F  ☒

 

 

 

  

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

             
        SCORPIO GOLD CORP.
        (Registrant)
       
Date September 1, 2026       By  

/s/ Zayn Kalyan

            Zayn Kalyan
            Chief Executive Officer, President and Director

 

  

 

 

 

EXHIBIT INDEX

     

Exhibit

  Description of Exhibit
   
99.1   Press Release dated September 1, 2026 – Scorpio Gold Commences Trading of its American Depositary Shares on the NASDAQ Capital Market Under Ticker Symbol “SGLD”
     

 

  

 

 

Exhibit 99.1

 

 

TSXV: SGLD

#750-1095 W. Pender St.

Vancouver, BC V6E2M6

 WWW.SCORPIOGOLD.COM

 

 

SCORPIO GOLD COMMENCES TRADING OF ITS AMERICAN DEPOSITARY
SHARES ON THE NASDAQ CAPITAL MARKET UNDER TICKER SYMBOL “SGLD”

Vancouver, British Columbia – September 1, 2026 – Scorpio Gold Corp. (NASDAQ: SGLD | TSX-V: SGLD | OTCQB: SRCRF | FSE: RY9) (“Scorpio Gold” or the “Company”) is pleased to announce that its American Depositary Shares (“ADSs”) commenced trading on the NASDAQ Capital Market (“NASDAQ”) under the ticker symbol “SGLD” (CUSIP:80918M401) effective at the opening of trading on September 1, 2026. Each ADS represents twenty (20) common shares of the Company (the “Common Shares”).

The NASDAQ listing of the Company’s ADSs is complementary to, and does not affect, the Company’s existing listings. The Common Shares will continue to trade on the TSX Venture Exchange under a new symbol, “SGLD”, on the OTCQB Venture Market under the symbol “SRCRF” and on the Frankfurt Stock Exchange under the symbol “RY9”.

ADS Program and Conversion Process

The Company’s ADS program is administered by The Bank of New York Mellon (“BNY”), as depositary. BNY facilitates the issuance and cancellation of ADSs in accordance with instructions received from market participants.

Shareholders who wish to hold and trade their investment in the form of NASDAQ-listed ADSs may convert their Common Shares into ADSs at any time by instructing their broker or financial intermediary to deposit Common Shares with BNY, following which ADSs will be issued at the ratio of one (1) ADS for every twenty (20) Common Shares. Likewise, ADS holders may cancel their ADSs and withdraw the underlying Common Shares at any time through their broker. ADS issuance fees for SGLD will be waived through November 25, 2026. Starting November 26, 2026, the applicable issuance fee will be US$5.00 per 100 ADSs, rounded up to the nearest 100 ADSs. Please refer to Section 5.9 of the ADS Deposit Agreement.

Conversion is entirely optional. Shareholders are not required to take any action as a result of the NASDAQ listing, and Common Shares held on the TSX Venture Exchange, OTCQB or Frankfurt Stock Exchange are unaffected. A detailed FAQ describing the ADS conversion process is available on the Company’s website at https://scorpiogold.com/adr-faq/. Shareholders with questions regarding the conversion process should contact their broker or the Company at the contact information below.

About Scorpio Gold Corp.

Scorpio Gold holds a 100% interest in the Manhattan District located in the Walker Lane Trend of Nevada, USA. Scorpio Gold’s Manhattan District is ~4,780-hectares and comprises the advanced exploration-stage Goldwedge Mine, and four past-producing pits that were acquired from Kinross in 2021 (see news release dated March 25, 2021 https://scorpiogold.com/news/scorpio-gold-closes-purchase-of-kinross-manhattan-property-nye-county-nevada/). The consolidated Manhattan District presents an exciting late-stage exploration opportunity, with over 140,000 metres of historical drilling, significant resource potential, and valuable permitting and water rights.

  

 

 

 

ON BEHALF OF THE BOARD OF SCORPIO GOLD CORPORATION

 

Zayn Kalyan, Chief Executive Officer and Director
Tel: (604)-252-2672
Email: zayn@scorpiogold.com  

Investor Relations Contact:
Kin Communications Inc.
Tel: (604) 684-6730
Email: SGLD@kincommunications.com

Connect with Scorpio Gold:

Email | Website | Facebook | LinkedIn | X | YouTube

To register for investor updates please visit: scorpiogold.com

TSXV: SGLD | NASDAQ: SGLD | FSE: RY9

Forward-Looking Statements

This news release contains statements that constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws (collectively, “forward-looking statements”). All statements, other than statements of present or historical facts, are forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “projects,” “potential” and similar expressions, or that events or conditions “will,” “would,” “may,” “could” or “should” occur. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management as of the date of this news release.

Forward-looking statements in this news release include, but are not limited to, statements concerning: the anticipated benefits of the NASDAQ listing and the Company’s continued listing on the TSX Venture Exchange, the OTCQB Venture Market and the Frankfurt Stock Exchange; the conversion of Common Shares into ADSs and the timing and amount of ADS issuance fees, including the waiver of such fees through November 25, 2026; the Company’s exploration plans at the Manhattan District; and the resource potential of the Manhattan District and the Company’s permitting and water rights. Forward-looking statements are based upon certain assumptions and other key factors that, if untrue, could cause actual results to be materially different from future results expressed or implied by such statements. Key assumptions upon which the Company’s forward-looking information is based include, without limitation: the maintenance of the NASDAQ listing and continued satisfaction of applicable listing requirements; the continued availability of the Company’s ADS program administered by BNY Mellon; and the ability of shareholders to effect ADS conversions through their brokers or other intermediaries. Risks and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, without limitation: the failure to maintain the NASDAQ listing or to satisfy applicable listing requirements; the inability of shareholders to effect ADS conversions through their intermediaries; changes to ADS issuance or cancellation fees; the uncertainty of exploration results and of the estimation of mineral resources; the ability to obtain and maintain required permits and water rights; and the risks described in the Company’s continuous disclosure filings available under its profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. There can be no assurance that forward-looking statements will prove to be accurate, and even if events or results described in the forward-looking statements are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, Scorpio Gold.

  

 

 

The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue reliance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update or revise this information, whether as a result of new information, future events or otherwise, except as required by applicable laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

 

  

 

 

 

Filing Exhibits & Attachments

1 document