Frederick Hume Earnest - Mar 5, 2023 Form 4 Insider Report for VISTA GOLD CORP (VGZ)

Signature
/s/ Paula J. Shade as attorney-in-fact for Frederick Hume Earnest
Stock symbol
VGZ
Transactions as of
Mar 5, 2023
Transactions value $
-$53,127
Form type
4
Date filed
3/7/2023, 08:11 PM
Previous filing
May 3, 2022
Next filing
Feb 28, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VGZ Common Shares Options Exercise +43.3K +2.47% 1.8M Mar 5, 2023 Direct F1
transaction VGZ Common Shares Options Exercise +130K +7.24% 1.93M Mar 5, 2023 Direct F1
transaction VGZ Common Shares Options Exercise +32.3K +1.68% 1.96M Mar 5, 2023 Direct F1
transaction VGZ Common Shares Tax liability -$53.1K -101K -5.16% $0.52 1.86M Mar 5, 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 -43.3K -100% $0.00* 0 Mar 5, 2023 Common Shares 43.3K Direct F1, F3
transaction VGZ Restricted Stock Units Options Exercise $0 -130K -77.09% $0.00 38.7K Mar 5, 2023 Common Shares 130K Direct F1, F4
transaction VGZ Restricted Stock Units Disposed to Issuer $0 -12.7K -32.85% $0.00 26K Mar 5, 2023 Common Shares 12.7K Direct F1, F4
transaction VGZ Restricted Stock Units Options Exercise $0 -32.3K -13.36% $0.00 210K Mar 5, 2023 Common Shares 32.3K Direct F1, F5
transaction VGZ Restricted Stock Units Award $0 +387K $0.00 387K Mar 5, 2023 Common Shares 387K 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 466,000 RSUs were granted on March 1, 2020, and vest as follows: 130,000 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 196,000 on March 1, 2022, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. The remaining 140,000 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 279,000 RSUs were granted on February 23, 2021, and vest as follows: 78,000 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 117,000 on February 23, 2023, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. The remaining 84,000 RSUs were 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 242,000 RSUs were granted March 2, 2022 and vest as follows: 97,000 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 145,000 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 restricted stock units ("RSUs") granted March 5, 2023, vest as follows: 116,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months, and 1/3 at 36 moths), subject to the reporting person's continuing service as an officer of the Issuer; and 271,000 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.