U.S. Gold Grants Director Options on 8,324 Shares

Q: How many shares and options did USAU director Johanna Fipke receive?

Johanna Fipke received 4,789 deferred stock units and options covering 8,324 shares on September 28, 2026. Her reported common stock holdings following the unit grant were 33,009 shares.

Q: What are the terms of Johanna Fipke's USAU stock options?

The options have a $14.80 exercise price and expire September 28, 2031. They were granted under U.S. Gold Corp.'s Amended and Restated 2020 Stock Incentive Plan and vest on the first anniversary of the grant, subject to continuous service through that date.

Service-satisfied deferred units vest upon cessation of board service, while the options vest after one year of continuous service.

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Rhea-AI Filing Summary

U.S. GOLD CORP. director Johanna Fipke received 4,789 deferred stock units and options covering 8,324 shares on September 28, 2026. The deferred units become service-satisfied on the first anniversary of the grant, subject to continuous service through that date; units that become service-satisfied vest when her board service ends. The options vest on the first anniversary, subject to continuous service. Her reported common stock holdings following the unit grant were 33,009 shares.

Insider Trade Summary

Grant/Award: 13,113 shares

Grant/Award 2 txns

Insider FIPKE JOHANNA

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Options ^F2	8,324	$0.00	$0.00
Grant/Award	Common Stock ^F1	4,789	$0.00	$0.00

Holdings After Transaction: Stock Options — 8,324 contracts (Direct); Common Stock — 33,009 shares (Direct)

Footnotes (2)

F1. Represents deferred stock units granted to the reporting person pursuant to the U.S. Gold Corp. Amended and Restated 2020 Stock Incentive Plan. The deferred stock units become service-satisfied on the first anniversary of the grant date, subject to the reporting person's continuous service through that date. The portion of the deferred stock units that have become service-satisfied will vest upon the reporting person's cessation of service as a member of the Board.
F2. Represents options granted to the reporting person pursuant to the U.S. Gold Corp. Amended and Restated 2020 Stock Incentive Plan. The options vest on the first anniversary of the grant date, subject to the reporting person's continuous service through that date.

Key Figures

Deferred stock units granted: 4,789 units Options granted: 8,324 options Exercise price: $14.80 per share +2 more

5 metrics

Deferred stock units granted 4,789 units Granted September 28, 2026

Options granted 8,324 options Granted September 28, 2026

Exercise price $14.80 per share Options granted September 28, 2026

Common stock holdings 33,009 shares Reported following the unit grant

Option expiration date September 28, 2031 Options granted September 28, 2026

Key Terms

Deferred stock units, service-satisfied, continuous service, vest

4 terms

Deferred stock units financial

"Represents deferred stock units granted to the reporting person"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

service-satisfied financial

"become service-satisfied on the first anniversary of the grant date"

continuous service financial

"subject to the reporting person's continuous service through that date"

vest financial

"will vest upon the reporting person's cessation of service as a member of the Board"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares and options did USAU director Johanna Fipke receive?

Johanna Fipke received 4,789 deferred stock units and options covering 8,324 shares on September 28, 2026. Her reported common stock holdings following the unit grant were 33,009 shares.

What are the terms of Johanna Fipke's USAU stock options?

The options have a $14.80 exercise price and expire September 28, 2031. They were granted under U.S. Gold Corp.'s Amended and Restated 2020 Stock Incentive Plan and vest on the first anniversary of the grant, subject to continuous service through that date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/29/2026 - 05:50 PM Accepted by SEC EDGAR 09/29/2026 - 05:49 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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

FIPKE JOHANNA

(Last)

(First)

(Middle)

C/O U.S. GOLD CORP

1910 E. IDAHO STREET, SUITE 102-BOX 60

(Street)

ELKO,

NEVADA

89801

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
U.S. GOLD CORP. [ USAU ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/28/2026		A		4,789⁽¹⁾	A	$0	33,009	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$14.8	09/28/2026		A		8,324		⁽²⁾	09/28/2031	Common Stock	8,324	$0	8,324	D

Explanation of Responses:

1. Represents deferred stock units granted to the reporting person pursuant to the U.S. Gold Corp. Amended and Restated 2020 Stock Incentive Plan. The deferred stock units become service-satisfied on the first anniversary of the grant date, subject to the reporting person's continuous service through that date. The portion of the deferred stock units that have become service-satisfied will vest upon the reporting person's cessation of service as a member of the Board.

2. Represents options granted to the reporting person pursuant to the U.S. Gold Corp. Amended and Restated 2020 Stock Incentive Plan. The options vest on the first anniversary of the grant date, subject to the reporting person's continuous service through that date.

	/s/ Eric Alexander, as Attorney-in-Fact for Johanna Fipke	09/29/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR