Shawn Campbell - Mar 31, 2022 Form 4 Insider Report for Dakota Gold Corp. (DC)

Role: Chief Financial Officer
Signature: /s/ Daniel Cherniak, as attorney-in-fact for Shawn Campbell
Stock symbol: DC
Transactions as of: Mar 31, 2022
Transactions value $: $0
Form type: 4
Date filed: 4/4/2022, 09:25 PM
Previous filing: Jun 21, 2021
Next filing: Jun 7, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DC	Restricted Stock Units	Award		+125K			125K	Mar 31, 2022	Common Stock	125K		Direct	F1, F2, F3
transaction	DC	Stock Options	Award		+300K			300K	Mar 31, 2022	Common Stock	300K	$4.76	Direct	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of Dakota Gold common stock. These RSUs vest June 4, 2022.
F2	Reflects securities acquired pursuant to the Mergers (as defined below). On March 31, 2022, Dakota Territory Resource Corp. ("DTRC") and Dakota Gold Corp., formerly JR Resources Corp. ("Dakota Gold") combined pursuant to that certain Amended and Restated Agreement and Plan of Merger entered into by and among the Issuer, Dakota Gold, DGC Merger Sub I Corp. ("Merger Sub I") and DGC Merger Sub II LLC ("Merger Sub II"), dated as of September 10, 2021 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub I merged with and into DTRC, with DTRC surviving and then merging with and into Merger Sub II, with Merger Sub II surviving as a wholly-owned subsidiary of Dakota Gold (the "Mergers"). JR Resources Corp. changed its name to Dakota Gold Corp. prior to the Mergers.
F3	At the effective time of the Mergers, each outstanding DTRC stock option or restricted stock unit, whether vested or unvested, was assumed and converted into an option or restricted stock unit, as applicable, with respect to shares of common stock of Dakota Gold Corp. equal to the number of shares of DTRC common stock subject to such option or restricted share unit, on the same terms and conditions as applied to such option or restricted share unit immediately prior to the effective time of the Mergers
F4	The options vest one-third on May 17, 2021, one-third on the first anniversary of the date of grant and one-third on the second anniversary of the date of grant.