Americas Gold & Silver (NYSE: USAS) – Eric Sprott reports 14.69% stake after 5M-share sale

Rhea-AI Filing Summary

Americas Gold & Silver Corp (USAS) large shareholder Eric Sprott and his affiliated entities report updated ownership of 45,053,940 common shares, equal to about 14.69% of the company. This amendment reflects a December 9, 2025 sale by Sprott Mining Inc. of 5,000,000 common shares at an average price of $6.79 per share, for gross proceeds of roughly $33,955,000. Following this transaction, Sprott Mining holds 41,908,000 shares, all indirectly controlled through 2176423 Ontario Ltd., while Eric Sprott also directly holds 193,104 shares. The percentages are based on 306,692,103 common shares outstanding as reported by the company on December 2, 2025.

Insights

Equity ownership and governance analyst

Eric Sprott trims his stake in Americas Gold & Silver but remains a major holder.

Eric Sprott and his entities now report beneficial ownership of 45,053,940 Americas Gold & Silver common shares, representing about 14.69% of the outstanding stock. Control is mainly through 2176423 Ontario Ltd. and its subsidiary Sprott Mining Inc., which together hold 44,860,836 shares, plus 193,104 shares held directly by Sprott.

On December 9, 2025, Sprott Mining sold 5,000,000 shares at an average price of $6.79 per share, for gross proceeds of approximately $33,955,000. After this sale, Sprott Mining holds 41,908,000 shares, and beneficial ownership percentages are calculated using 306,692,103 shares outstanding as reported on December 2, 2025.

The filing states that, aside from this sale and prior transactions disclosed in earlier amendments, the reporting persons have not traded the stock in the last 60 days. Future company disclosures and ownership updates will show whether this reduction is a one-time adjustment or part of a broader change in Sprott’s exposure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

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)

12/11/2025

(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 44,860,836.00
9	Sole Dispositive Power 193,104.00
10	Shared Dispositive Power 44,860,836.00

11

Aggregate amount beneficially owned by each reporting person

45,053,940.00

12

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

13

Percent of class represented by amount in Row (11)

14.69 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

1 Includes (i) 41,908,000 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) 2,952,836 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 306,692,103 Common Shares outstanding (the "Common Shares Outstanding"), as reported by the Issuer to the Reporting Persons on December 2, 2025.

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 44,860,836.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 44,860,836.00

11

Aggregate amount beneficially owned by each reporting person

44,860,836.00

12

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

13

Percent of class represented by amount in Row (11)

14.63 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

3 Includes 41,908,000 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 to the Reporting Persons on December 2, 2025.

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 41,908,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,908,000.00

11

Aggregate amount beneficially owned by each reporting person

41,908,000.00

12

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

13

Percent of class represented by amount in Row (11)

13.67 %

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 to the Reporting Persons on December 2, 2025.

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. 3 (this "Amendment") is being filed to update the percentage of shares beneficially owned by the Reporting Persons and hereby amends and supplements the original Statement filed with the SEC on December 23, 2024 and further amended on November 24, 2025 and December 8, 2025. 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 December 9, 2025, Sprott Mining completed a sale of 5,000,000 shares of Common Stock of the Issuer at an average price per share of $6.79 for combined gross proceeds of approximately $33,955,000.
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 December 9, 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 45,053,940 Common Shares, which represents approximately 14.69% of the Common Shares Outstanding, as reported by the Issuer to the Reporting Persons on December 2, 2025.
(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 and the transactions described in Item 3 of Amendments 1 and 2, the Reporting Persons have not engaged in any transaction during the past 60 days involving the Common Shares of the Issuer.

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:	12/11/2025

2176423 Ontario Ltd.

Signature:	/s/ Eric Sprott
Name/Title:	Eric Sprott/President
Date:	12/11/2025

Sprott Mining Inc.

Signature:	/s/ Eric Sprott
Name/Title:	Eric Sprott/President
Date:	12/11/2025

FAQ

How many Americas Gold & Silver (USAS) shares does Eric Sprott now beneficially own?

Eric Sprott and his affiliated entities beneficially own 45,053,940 common shares of Americas Gold & Silver Corp, as of the close of business on December 9, 2025.

What percentage of Americas Gold & Silver (USAS) is owned by Eric Sprott after this amendment?

The reporting persons state they beneficially own approximately 14.69% of the outstanding common shares of Americas Gold & Silver Corp, based on 306,692,103 shares outstanding reported on December 2, 2025.

What recent share sale by Sprott Mining affected its USAS ownership?

On December 9, 2025, Sprott Mining completed a sale of 5,000,000 common shares of Americas Gold & Silver at an average price of $6.79 per share, for gross proceeds of about $33,955,000.

How many Americas Gold & Silver (USAS) shares are held by Sprott Mining and 2176423 Ontario?

Sprott Mining holds 41,908,000 common shares, and 2176423 Ontario Ltd. is the record holder of 2,952,836 common shares, all of which are controlled by Eric Sprott through his ownership interests.

What is the outstanding share count used to calculate Eric Sprott’s USAS ownership percentage?

The percentage ownership is based on 306,692,103 common shares outstanding, as reported by Americas Gold & Silver Corp to the reporting persons on December 2, 2025.

Has Eric Sprott reported other recent transactions in Americas Gold & Silver (USAS)?

The filing notes that, aside from the December 9, 2025 sale and transactions described in prior Amendments 1 and 2, the reporting persons have not engaged in any other transactions in the company’s common shares during the past 60 days.