CAMPBELL SHAWN 4

What Happened
Shawn Campbell, CFO of Dakota Gold Corp. (DC), reported exercising/converting derivative awards on April 20, 2026. The filing shows: 300,000 shares acquired via option exercise at $4.76 per share (cash paid $1,428,000) and an additional conversion of 300,000 derivative shares reported at $0.00 exercise price (no cash). To cover the exercise price and tax withholding, 232,573 shares were withheld by the issuer (valued at $1,427,998 based on a $6.14 closing price) and 18,830 shares were sold at a weighted average $6.2201/share (proceeds ~$117,124). Net increase in beneficially held shares from these transactions = 348,597 shares (600,000 acquired minus 251,403 withheld/sold).

Key Details

• Transaction date: April 20, 2026; Form 4 filed April 21, 2026 (timely).
• Acquisitions: 300,000 shares exercised @ $4.76 ($1,428,000); 300,000 shares converted @ $0.00.
• Dispositions (to cover costs/taxes): 232,573 shares withheld by issuer (F1) based on $6.14 close; 18,830 shares sold for tax withholding at weighted avg $6.2201 (range $6.19–$6.245) (F2).
• Net new shares retained by insider (per reported transactions): 348,597 shares.
• Shares owned after transaction: Not disclosed in this filing.
• Footnotes: F1 = issuer withheld shares to pay exercise price (based on $6.14 close). F2 = shares sold to satisfy tax withholding; detailed price-by-price breakdown available on request. F3 = options vested one-third on May 17 of 2021, 2022, and 2023.
• Transaction codes: M = option exercise/conversion; F = shares withheld/sold for exercise price or tax withholding.

Context
This was primarily an exercise/conversion of vested awards, with shares withheld/sold to cover the exercise cost and tax liabilities — a routine "cashless" settlement approach that often results in a net increase in holdings rather than an open-market sale. The sales here were not discretionary market sales by the insider but were executed to satisfy withholding obligations.