[SCHEDULE 13D/A] Americas Gold & Silver Corp SEC Filing

Rhea-AI Filing Summary

Americas Gold & Silver Corp (USAS)

On November 20, 2025, 2176423 Ontario bought 250,000 common shares in the open market at an average price of $5.41 per share, for total consideration of approximately $1,351,650, using its working capital. As of November 24, 2025, 2176423 Ontario has also delivered an irrevocable signed subscription agreement to underwriters in a potential transaction to subscribe for 900,000 common shares at $4.00 per share. The parties state there is no binding agreement with the company, and the proposed transaction remains subject to conditions, including applicable regulatory approvals, with no assurance it will be completed.

11/24/2025 - 08:15 PM

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Americas Gold & Silver Corp

(Name of Issuer)

Common Shares

(Title of Class of Securities)

03062D100

(CUSIP Number)

Mark Mandel
Baker & McKenzie LLP, 452 Fifth Avenue
New York, NY, 10018
(212) 626-4100

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

11/20/2025

(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).

SCHEDULE 13D

CUSIP No. 03062D100

1

Name of reporting person

Sprott Eric

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)

AF

5

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

6

Citizenship or place of organization

CANADA (FEDERAL LEVEL)

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 193,104.00
8	Shared Voting Power 48,960,836.00
9	Sole Dispositive Power 193,104.00
10	Shared Dispositive Power 48,960,836.00

11

Aggregate amount beneficially owned by each reporting person

49,153,940.00

12

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

13

Percent of class represented by amount in Row (11)

17.96 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

1 Includes (i) 46,908,000 Common Shares of Americas Gold & Silver Corp (the "Issuer") held of record by Sprott Mining Inc. ("Sprott Mining"), a wholly-owned subsidiary of 2176423 Ontario Ltd. ("2176423 Ontario"), (ii) 2,052,836 Common Shares of the Issuer held of record by 2176423 Ontario. Eric Sprott controls 2176423 Ontario and has the power to direct the voting and disposition of Common Shares held by the entity through his ownership interests in 2176423 Ontario. Eric Sprott controls Sprott Mining and has the power to direct the voting and disposition of Common Shares held by the entity through his ownership interests in 2176423 Ontario. 2 The percentage set forth in Row 13 of this Cover Page is calculated based on 273,629,603 Common Shares outstanding (the "Common Shares Outstanding"), as reported by the Issuer on Exhibit 99.2 to its Form 6-K filed with the SEC on November 10, 2025 (the "November 10 Form 6-K").

SCHEDULE 13D

CUSIP No. 03062D100

1

Name of reporting person

2176423 Ontario Ltd.

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)

AF

5

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

6

Citizenship or place of organization

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 48,960,836.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 48,960,836.00

11

Aggregate amount beneficially owned by each reporting person

48,960,836.00

12

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

13

Percent of class represented by amount in Row (11)

17.89 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

3 Includes 46,908,000 Common Shares of the Issuer held of record by Sprott Mining, a wholly-owned subsidiary of 2176423 Ontario. 4 The percentage set forth in Row 13 of this Cover Page is calculated based on the Common Shares Outstanding, as reported by the Issuer on its November 10 Form 6-K.

SCHEDULE 13D

CUSIP No. 03062D100

1

Name of reporting person

Sprott Mining Inc.

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)

WC

5

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

6

Citizenship or place of organization

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 46,908,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 46,908,000.00

11

Aggregate amount beneficially owned by each reporting person

46,908,000.00

12

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

13

Percent of class represented by amount in Row (11)

17.14 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

5 The percentage set forth in Row 13 of this Cover Page is calculated based on the Common Shares Outstanding, as reported by the Issuer on its November 10 Form 6-K.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares
(b)	Name of Issuer: Americas Gold & Silver Corp
(c)	Address of Issuer's Principal Executive Offices: 145 KING ST. W., SUITE 2870, Toronto, ONTARIO, CANADA , M5H 1J8.
Item 1 Comment: This Amendment No. 1 (this "Amendment") is being filed to update the percentage of shares beneficially owned by the Reporting Persons and to supplement Item 4 of the original Statement, and hereby amends and supplements the Statement filed with the SEC on December 23, 2024. Capitalized terms used but not defined herein shall have the respective meanings set forth in the Statement. Except as amended or supplemented hereby, the information set forth in the Statement remains unchanged.
Item 3.	Source and Amount of Funds or Other Consideration
	On November 20, 2025, 2176423 Ontario completed open market purchases of 250,000 shares of Common Stock of the Issuer at an average purchase price per share of $5.41 for combined gross proceeds of approximately $1,351,650. The source of funds for acquiring the Common Stock described herein was the working capital of 2176423 Ontario.
Item 4.	Purpose of Transaction
	Item 4 of the existing Statement is hereby supplemented as follows: As of November 24, 2025, 2176423 Ontario has delivered an irrevocable signed subscription agreement to the underwriters representing the Issuer in a potential transaction to subscribe for 900,000 Common Shares for a price per share of $4.00. The Reporting Persons are not aware of any binding agreement having been reached with the Issuer, and there can be no assurance that any such transaction will be agreed or consummated. The Issuer has disclosed that the proposed transaction is subject to certain conditions, including applicable regulatory approvals.
Item 5.	Interest in Securities of the Issuer
(a)	The information provided on the cover pages to this Amendment is hereby incorporated by reference. As of the close of business on November 20, 2025, the Reporting Persons acquired or have been granted, and for the purposes of Rule 13d-3 of the Exchange Act, beneficially own, an aggregate of 49,153,940 Common Shares, which represents approximately 17.96% of the 273,629,603 Common Shares outstanding of the Issuer as of November 10, 2025, based on the November 10 Form 6-K.
(b)	The responses in rows 7, 8, 9 and 10 of the cover pages to this Amendment are hereby incorporated by reference.
(c)	Except for the transaction described in Item 3 of this Amendment, the Reporting Persons have not engaged in any transaction during the past 60 days involving the Common Shares of the Issuer.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The Reporting Persons' response to Item 4 of this Amendment is incorporated by reference into this Item 6.

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.

Sprott Eric

Signature:	/s/ Eric Sprott
Name/Title:	Eric Sprott
Date:	11/24/2025

2176423 Ontario Ltd.

Signature:	/s/ Eric Sprott
Name/Title:	Eric Sprott/President
Date:	11/24/2025

Sprott Mining Inc.

Signature:	/s/ Eric Sprott
Name/Title:	Eric Sprott/President
Date:	11/24/2025

FAQ

How much of Americas Gold & Silver Corp (USAS) does Eric Sprott now beneficially own?

Eric Sprott and his related entities report beneficial ownership of 49,153,940 common shares of Americas Gold & Silver Corp, representing about 17.96% of the company’s 273,629,603 common shares outstanding as of November 10, 2025.

Which entities hold the Americas Gold & Silver (USAS) shares reported by Eric Sprott?

The reported holdings include Eric Sprott personally, 2176423 Ontario Ltd., and its wholly owned subsidiary Sprott Mining Inc. Sprott controls 2176423 Ontario and Sprott Mining and can direct the voting and disposition of their Americas Gold & Silver common shares.

What recent share purchases in Americas Gold & Silver (USAS) are disclosed?

On November 20, 2025, 2176423 Ontario completed open market purchases of 250,000 Americas Gold & Silver common shares at an average price of $5.41 per share, for combined gross consideration of approximately $1,351,650, funded from its working capital.

Is there a new potential share subscription involving Americas Gold & Silver (USAS)?

As of November 24, 2025, 2176423 Ontario has delivered an irrevocable signed subscription agreement to the underwriters representing Americas Gold & Silver in a potential transaction to subscribe for 900,000 common shares at $4.00 per share. The reporting persons state they are not aware of any binding agreement with the company.

What conditions apply to the potential 900,000-share subscription for Americas Gold & Silver (USAS)?

The company has disclosed that the proposed subscription for 900,000 common shares at $4.00 per share is subject to certain conditions, including applicable regulatory approvals, and there can be no assurance that the transaction will be agreed or completed.

Did Eric Sprott or his entities report other recent trades in Americas Gold & Silver (USAS)?

Apart from the November 20, 2025 open market purchase of 250,000 shares by 2176423 Ontario, the reporting persons state they have not engaged in any other transactions involving Americas Gold & Silver common shares during the past 60 days.