Vista Gold (VGZ) director receives 32,000 deferred share units

Rhea-AI Filing Summary

Stevenson Tracy Austin reported acquisition or exercise transactions in this Form 4 filing.

Vista Gold Corp director Tracy Austin Stevenson received a grant of 32,000 Deferred Share Units (DSUs). Each DSU is economically equivalent to one common share and vests immediately on issuance. Following this grant, the director holds 542,000 DSUs.

The underlying common shares will only be issued after the director separates from the board, and there are no voting or dispositive rights in the interim. The grants will expire no later than December 1 of the year following the calendar year in which separation occurs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stevenson Tracy Austin

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Share Units	32,000	$0.00	$0.00

Holdings After Transaction: Deferred Share Units — 542,000 shares (Direct)

Footnotes (1)

1. F1. Each Deferred Share Unit ("DSU") is the economic equivalent of one of the Issuer's common shares. The DSUs vest immediately upon issuance; however, the underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until the separation of the reporting person as a director of the Issuer. The grants will expire no later than December 1 of the year following the calendar year in which separation occurs.

FAQ

What insider transaction did Vista Gold (VGZ) report for Tracy Austin Stevenson?

Vista Gold reported that director Tracy Austin Stevenson received a grant of 32,000 Deferred Share Units. These units are a form of equity-based compensation tied to the company’s common shares and increase the director’s DSU holdings to 542,000 units in total.

How many Deferred Share Units does the Vista Gold (VGZ) director hold after this Form 4?

After the reported grant, the Vista Gold director holds 542,000 Deferred Share Units. This reflects the addition of 32,000 newly awarded DSUs, which each represent the economic equivalent of one Vista Gold common share under the company’s deferred compensation structure.

What are Deferred Share Units in the Vista Gold (VGZ) Form 4 filing?

The Deferred Share Units are instruments economically equivalent to one Vista Gold common share each. They vest immediately but do not deliver actual common shares, or confer voting or dispositive rights, until the director separates from Vista Gold’s board, according to the filing footnote.

When will Vista Gold (VGZ) common shares underlying the DSUs be issued to the director?

The common shares underlying the Deferred Share Units will be issued only after the director separates as a Vista Gold director. Until that separation occurs, the director has no voting or dispositive rights over the underlying common shares associated with these DSUs.

Do Vista Gold (VGZ) Deferred Share Units have an expiration date?

Yes. The grants will expire no later than December 1 of the year following the calendar year in which the director’s separation from the board occurs. This defines the outside limit for settlement of the Deferred Share Units into common shares.

Does the Vista Gold (VGZ) director have voting rights on the shares underlying the DSUs?

No. The director does not have voting or dispositive rights over the underlying common shares while still serving on the board. Those rights and the actual share issuance only begin once the director separates from Vista Gold as disclosed in the footnote.

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Accepted by SEC EDGAR 03/17/2026 - 11:00 AM 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^*

Stevenson Tracy Austin

(Last) (First) (Middle)

C/O VISTA GOLD CORP.

8310 VALLEY HIGHWAY, SUITE 300

(Street)

ENGLEWOOD CO 80112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VISTA GOLD CORP [ VGZ ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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

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

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

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

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
Deferred Share Units	(1)	03/13/2026		A		32,000		(1)	(1)	Common Shares	32,000	$0	542,000	D

Explanation of Responses:

1. Each Deferred Share Unit ("DSU") is the economic equivalent of one of the Issuer's common shares. The DSUs vest immediately upon issuance; however, the underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until the separation of the reporting person as a director of the Issuer. The grants will expire no later than December 1 of the year following the calendar year in which separation occurs.

	/s/ Glenn Cowan as attorney-in-fact for Tracy Austin Stevenson	03/17/2026
	** 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.
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