Pamela A. Solly - 05 Mar 2023 Form 4 Insider Report for VISTA GOLD CORP (VGZ)

Role: VP, Investor Relations
Signature: /s/ Paula J. Shade as attorney-in-fact for Pamela A. Solly
Issuer symbol: VGZ
Transactions as of: 05 Mar 2023
Net transactions value: -$10,067
Form type: 4
Filing time: 07 Mar 2023, 20:08:41 UTC
Previous filing: 03 May 2022
Next filing: 22 Jun 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VGZ	Common Shares	Options Exercise		+11,668	+7.4%		169,832	05 Mar 2023	Direct	F1
transaction	VGZ	Common Shares	Options Exercise		+32,181	+19%		202,013	05 Mar 2023	Direct	F1
transaction	VGZ	Common Shares	Options Exercise		+8,000	+4%		210,013	05 Mar 2023	Direct	F1
transaction	VGZ	Common Shares	Tax liability	$10,067	-19,183	-9.1%	$0.5248	190,830	05 Mar 2023	Direct	F2

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	VGZ	Restricted Stock Units	Options Exercise	$0	-11,668	-100%	$0.000000^*	0	05 Mar 2023	Common Shares	11,668		Direct	F1, F3
transaction	VGZ	Restricted Stock Units	Options Exercise	$0	-32,181	-77%	$0.000000	9,486	05 Mar 2023	Common Shares	32,181		Direct	F1, F4
transaction	VGZ	Restricted Stock Units	Disposed to Issuer	$0	-3,152	-33%	$0.000000	6,334	05 Mar 2023	Common Shares	3,152		Direct	F1, F4
transaction	VGZ	Restricted Stock Units	Options Exercise	$0	-8,000	-13%	$0.000000	52,000	05 Mar 2023	Common Shares	8,000		Direct	F1, F5
transaction	VGZ	Restricted Stock Units	Award	$0	+96,000		$0.000000	96,000	05 Mar 2023	Common Shares	96,000		Direct	F1, F6

* 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 the Issuer's common stock.
F2	Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs reported in Table II.
F3	124,000 RSUs were granted on March 1, 2020, and vest as follows: 35,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months, and 1/3 at 36 months), subject to the reporting person's continuing service as an officer of the Issuer; and 52,000 on March 1, 2022, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. The remaining 37,000 RSUs were subject to performance criteria, and vested on March 1, 2021. Settlement of vested RSUs will occur as soon as administratively feasible following the vesting date.
F4	58,500 RSUs were granted on February 23, 2021, and vest as follows: 19,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months, and 1/3 at 36 months), subject to the reporting person's continuing service as an officer of the Issuer; and 29,000 on February 23, 2023, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. The remaining 10,500 RSUs are subject to performance criteria, and vested on February 23, 2022. Settlement of vested RSUs will occur as soon as administratively feasible following the vesting date
F5	The RSUs granted March 2, 2022, vest as follows: 24,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months, and 1/3 at 36 months), subject to the reporting person's continuing service as an officer of the Issuer; and 36,000 on March 2, 2024, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. Settlement of vested RSUs will occur as soon as administratively feasible following the vesting date
F6	The RSUs granted March 5, 2023, vest as follows: 29,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months, and 1/3 at 36 months) subject to the reporting person's continuing service as an officer of the Issuer; and 67,000 on March 5, 2025, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. Settlement of vested RSUs will occur as soon as administratively feasible following the vesting date.