Douglas L. Tobler - Mar 5, 2023 Form 4 Insider Report for VISTA GOLD CORP (VGZ)

Role: CFO
Signature: /s/ Paula J. Shade as attorney-in-fact for Douglas L. Tobler
Stock symbol: VGZ
Transactions as of: Mar 5, 2023
Transactions value $: -$26,729
Form type: 4
Date filed: 3/7/2023, 08:18 PM
Previous filing: Jan 3, 2023
Next filing: Mar 21, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VGZ	Common Shares	Options Exercise		+24K	+11.26%		237K	Mar 5, 2023	Direct	F1
transaction	VGZ	Common Shares	Options Exercise		+67.7K	+28.55%		305K	Mar 5, 2023	Direct	F1
transaction	VGZ	Common Shares	Options Exercise		+16.7K	+5.47%		322K	Mar 5, 2023	Direct	F1
transaction	VGZ	Common Shares	Tax liability	-$26.7K	-50.9K	-15.84%	$0.52	271K	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	-24K	-100%	$0.00^*	0	Mar 5, 2023	Common Shares	24K		Direct	F1, F3
transaction	VGZ	Restricted Stock Units	Options Exercise	$0	-67.7K	-77.23%	$0.00	20K	Mar 5, 2023	Common Shares	67.7K		Direct	F1, F4
transaction	VGZ	Restricted Stock Units	Disposed to Issuer	$0	-6.63K	-33.21%	$0.00	13.3K	Mar 5, 2023	Common Shares	6.63K		Direct	F1, F4
transaction	VGZ	Restricted Stock Units	Options Exercise	$0	-16.7K	-13.33%	$0.00	108K	Mar 5, 2023	Common Shares	16.7K		Direct	F1, F5
transaction	VGZ	Restricted Stock Units	Award	$0	+200K		$0.00	200K	Mar 5, 2023	Common Shares	200K		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	259,000 RSUs were granted on March 1, 2020, and vested as follows: 72,000 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 109,000 on March 1, 2022, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. The remaining 78,000 RSUs were subject to performance criteria and vested on March 1, 2021. Settlement of vested RSUs to occur as soon as administratively feasible following the vesting date.
F4	144,000 RSUs were granted on February 23, 2021, and vested as follows: 40,000 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 61,000 on February 23, 2023, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. The remaining 43,000 RSUs were subject to performance criteria, and vested on February 23, 2022. Settlement of vested RSUs to occur as soon as administratively feasible following the vesting date.
F5	125,000 RSUs were granted on March 2, 2022, vesting as follows: 50,000 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 75,000 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 to occur as soon as administratively feasible following the vesting date.
F6	The RSUs granted March 5, 2023, vest as follows: 60,000 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 140,000 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.