Alex G. Morrison - 31 Mar 2022 Form 4 Insider Report for Dakota Gold Corp. (DC)

Reporting relationship: Director
Issuer ticker: DC
Reported as of: 31 Mar 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 04 Apr 2022, 21:22:37 UTC
Prior SEC filing: 23 Mar 2022
Next SEC filing: 12 Dec 2022
Source filing: View source filing
Reporting owner signature: /s/ Daniel Cherniak, as attorney-in-fact for Alex G Morrison

Key filing fact

Alex G. Morrison filed Form 4 for Dakota Gold Corp. (DC) on 04 Apr 2022.

Key facts

This page summarizes Alex G. Morrison's Form 4 filing for Dakota Gold Corp. (DC).
2 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 04 Apr 2022, 21:22.

Change

Previous filing in this sequence was filed on 23 Mar 2022.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

DC transaction

Common Stock

Award

Transaction value
Shares: +214,063
Change %
Price
Shares after: 214,063
Date: 31 Mar 2022
Ownership: Direct
Footnotes: F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

DC transaction Derivative

Stock Options

Award

Transaction value
Shares: +183,750
Change %
Price
Shares after: 183,750
Date: 31 Mar 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 183,750
Exercise price: $4.76
Footnotes: F1, F3, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

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.

Footnote F2

Pursuant to the terms of the Merger Agreement, as the effective time of the Mergers, each outstanding share of DTRC common stock (other than certain excluded shares) was automatically canceled and converted into the right to receive one share of Dakota Gold common stock.

Footnote F3

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.

Footnote F4

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.