U.S. Gold grants exploration VP 10,967 stock options

Both awards vest on the first anniversary, subject to the VP-Exploration's continuous service through that date.

Rhea-AI Filing Summary

U.S. Gold Corp. VP-Exploration Kevin A. Francis received 6,310 restricted stock units and options covering 10,967 common shares on September 28, 2026. Both awards vest on the first anniversary of the grant, subject to continuous service through that date. The options have a $14.80 exercise price and expire September 28, 2031. Francis’s reported common-stock holdings after the restricted stock unit grant were 56,867 shares.

Insider Trade Summary

Grant/Award: 17,277 shares

Grant/Award 2 txns

Insider Francis Kevin A.

Role VP-Exploration

Type	Security	Shares	Price	Value
Grant/Award	Stock Options F2	10,967	$0.00	$0.00
Grant/Award	Common Stock F1	6,310	$0.00	$0.00

Holdings After Transaction: Stock Options — 10,967 contracts (Direct); Common Stock — 56,867 shares (Direct)

Footnotes (2)

1. F1. Represents restricted stock units granted to the reporting person pursuant to the U.S. Gold Corp. Amended and Restated 2020 Stock Incentive Plan. The restricted stock units vest on the first anniversary of the grant date, subject to the reporting person's continuous service through that date.
2. 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

Restricted stock units granted: 6,310 units Options granted: 10,967 options Exercise price: $14.80 per share +3 more

6 metrics

Restricted stock units granted 6,310 units Granted September 28, 2026

Options granted 10,967 options Options covering common shares

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

Common shares following restricted stock unit grant 56,867 shares Reported after the September 28, 2026 grant

Option expiration September 28, 2031 Expiration date for the options granted

Vesting First anniversary of grant Subject to continuous service through that date

Key Terms

restricted stock units, Stock Options, continuous service

3 terms

restricted stock units financial

"restricted stock units granted to the reporting person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Stock Options financial

"options granted to the reporting person"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

continuous service financial

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

FAQ

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

What equity awards did USAU's VP-Exploration receive?

Kevin A. Francis, VP-Exploration, received 6,310 restricted stock units and options covering 10,967 common shares on September 28, 2026. Both awards vest on the first anniversary of the grant, subject to continuous service through that date; the options have a $14.80 exercise price and expire September 28, 2031.

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 Learn about SEC filing dates

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^*

Francis Kevin A.

(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)

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/28/2026		A		6,310(1)	A	$0	56,867	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	$14.8	09/28/2026		A		10,967		(2)	09/28/2031	Common Stock	10,967	$0	10,967	D

Explanation of Responses:

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

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 Kevin A. Francis	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)