Waldkirch Michael N 4

What Happened
Michael N. Waldkirch, a director of U.S. Gold Corp. (USAU), was granted awards on January 21, 2026 totaling 21,372 share-equivalents: 7,673 deferred stock units and 13,699 derivative awards (options). Both grants show $0.00 per share in the filing (they are awards, not open-market purchases), so no cash changed hands at grant.

Key Details

• Transaction date: 2026-01-21; Filing date: 2026-01-23 (filed within the Form 4 two-business-day window).
• Grants: 7,673 deferred stock units (reported as shares) at $0.00; 13,699 derivative awards (options) at $0.00. Total awarded = 21,372 share-equivalents.
• Shares owned after the transaction: not specified in the information provided in this summary.
• Plan and vesting notes:
  • Deferred stock units (F1): become service-satisfied on the first anniversary of the grant, subject to continuous service; the portion that becomes service-satisfied will vest upon cessation of Board service.
  • Options (F2): granted under the 2020 Stock Incentive Plan and vest on the first anniversary of the grant, subject to continuous service.
• No exercise or sale occurred; these are grant awards (non-cash).

Context
These are routine director compensation awards under the company’s stock incentive plan. The derivative line reflects option grants (not exercised) and the deferred stock units are subject to service-based vesting rules — neither action indicates an immediate purchase or sale of shares.