Dawson Garnet Linn 4

What Happened

• Dawson Garnet Linn, a director of U.S. GoldMining Inc. (USGO), had restricted stock units vest and convert on June 16, 2026. The Form 4 records 250 shares acquired via conversion/exercise of a derivative (code M) and a simultaneous record of 250 shares disposed at $0.00. The filing shows no cash proceeds; this was not an open-market purchase or sale.

Key Details

• Transaction date: 2026-06-16 (Filed with SEC: 2026-06-18; filing appears timely)
• Reported transactions: 250 shares acquired via derivative conversion (price N/A); 250 shares disposed at $0.00
• Transaction code: M (exercise or conversion of derivative)
• Shares owned after transaction: Not disclosed in the Form 4
• Relevant footnotes:
  • F1: Each Restricted Stock Unit (RSU) equals the right to receive one share at settlement.
  • F2: On 2025-12-16 Linn was granted 1,000 RSUs vesting in four equal installments (25% at 3, 6, 9, and 12 months); the June 16, 2026 activity corresponds to the 6-month vesting tranche.
• Filing does not specify reason for the $0 disposition.

Context

• This appears to be routine RSU vesting and settlement rather than an open-market trade. Filings that show shares disposed with $0 proceeds often reflect share withholding or transfers to satisfy taxes or other settlement mechanics, but the Form 4 here does not explicitly state the reason. Such conversions/settlements are typically administrative and do not necessarily indicate a change in the insider’s market sentiment.