Welcome to our dedicated page for U S Gold SEC filings (Ticker: USAU), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
U.S. Gold Corp. (NASDAQ: USAU) files periodic and current reports with the U.S. Securities and Exchange Commission as a Nevada-incorporated, U.S.-focused gold and copper exploration and development company. This page brings together those SEC filings, allowing investors to review the company’s official disclosures on its projects, capital structure, and governance.
In its Form 8-K filings, U.S. Gold Corp. has reported items such as the termination of a Controlled Equity Offering Sales Agreement when it was no longer eligible to use Form S-3, changes in its independent registered public accounting firm following the acquisition of Marcum LLP’s attest business by CBIZ CPAs P.C., and amendments to outstanding warrants to permit cash or cashless (net exercise) settlement. These documents provide detail on how the company manages its financing arrangements, auditor relationships, and security holder rights.
Through its SEC reports, investors can also track commentary from auditors, including prior explanatory paragraphs regarding substantial doubt about the company’s ability to continue as a going concern, as disclosed in an 8-K summarizing the transition from Marcum LLP to CBIZ CPAs. Filings may further reference the company’s portfolio, including the CK Gold Project in southeast Wyoming, the Keystone exploration property on the Cortez Trend in Nevada, and the Challis Gold Project in Idaho.
On Stock Titan, U.S. Gold Corp.’s filings are supplemented with AI-powered summaries that highlight key points from lengthy documents, helping readers understand the implications of 8-Ks, annual and quarterly reports, and Form 4 insider transaction filings. Real-time updates from EDGAR and plain-language explanations of complex sections are designed to make it easier to interpret how regulatory disclosures relate to USAU’s exploration and development activities.
U.S. Gold Corp. held its Annual Meeting of Stockholders virtually on April 27, 2026, where shareholders elected all nominated directors and approved the company’s auditor. Each of the five director nominees received a majority of votes cast in favor, confirming the existing board.
Shareholders also ratified the appointment of CBIZ CPAs P.C. as independent registered public accountant for the fiscal year ending April 30, 2026, with 9,687,844 votes for, 22,061 against and 36,696 abstentions, indicating broad support for the company’s audit oversight.
U.S. Gold Corp. VP-Exploration Francis Kevin A. reported an open-market purchase of common stock. He bought 100 shares at $15.30 per share on April 13, 2026. After this transaction, he directly holds 50,557 shares of U.S. Gold Corp. common stock.
U.S. GOLD CORP. director Johanna Fipke reported an open-market purchase of Common Stock. On April 10, 2026, she bought 700 shares at an average price of $14.9085 per share. Following this transaction, she directly holds 25,398 shares of U.S. GOLD CORP. common stock.
U.S. Gold Corp. director Norman Luke Anthony, through Luke Norman Consulting Limited, reported an open-market purchase of 10,000 shares of common stock on April 8, 2026. The weighted average purchase price was $14.63 per share, with individual trades ranging from $14.50 to $14.77. Following this transaction, his indirectly held position totals 278,759 shares of U.S. Gold Corp. common stock.
U.S. Gold Corp. released a Feasibility Study for its wholly owned CK Gold Project in southeast Wyoming, outlining a conventional open-pit mine and concentrator with an 11-year operating life. At base case metal prices of $3,250/oz gold, $4.50/lb copper and $40/oz silver, the study shows an after-tax net present value at a 5% discount rate of $632 million, an after-tax internal rate of return of 27%, and a 2.5-year payback. Planned total production is 931 thousand gold-equivalent ounces, averaging 85 thousand gold-equivalent ounces per year, with life-of-mine all-in sustaining costs of $1,814 per gold-equivalent ounce and total initial capital of $394 million plus $28 million of pre-production owners’ costs. The project is fully permitted to begin construction, targets average after-tax free cash flow of $124 million per year and $967 million over the life of mine, and is expected to support about 198 direct permanent jobs.
U.S. Gold Corp. reported a larger balance sheet and cash position but continued losses for the quarter ended January 31, 2026. Cash rose to about $36.1 million from $8.2 million at April 30, 2025, driven mainly by equity issuances and warrant exercises, lifting total assets to roughly $54.8 million and stockholders’ equity to about $52.6 million.
The company generated no revenue and recorded a net loss of approximately $5.3 million for the quarter and $11.8 million for the nine months, reflecting exploration, professional, and administrative costs. Despite the cash buildup, management notes substantial doubt about its ability to continue as a going concern beyond advancing current permitting and engineering work at the CK Gold Project without securing additional funding.
U.S. Gold Corp. has called a virtual-only annual meeting of stockholders for April 27, 2026, with a record date of February 26, 2026 and 16,501,163 common shares entitled to one vote each. Shareholders will vote on electing five directors and ratifying CBIZ CPAs P.C. as independent auditor for the fiscal year ending April 30, 2026.
The proxy describes board structure, committee responsibilities, director and executive compensation, and beneficial ownership, including two holders each owning more than 6% of the common stock. It also explains internet-based proxy access, voting procedures, broker non-votes and deadlines for future stockholder proposals.
U.S. Gold Corp. is registering 2,883,238 shares of Common Stock for resale under this prospectus, comprised of 1,922,159 shares sold in a private placement and 961,079 Warrant Shares issuable upon exercise of warrants.
The prospectus states the company will not receive proceeds from resales by the selling stockholders, but will receive proceeds if the Warrants are exercised for cash, and intends to use any such proceeds for general corporate purposes. The December 23, 2025 private placement priced the Shares at $16.25 per share and issued Warrants exercisable at $23.00 per share expiring two years thereafter. The prospectus discloses 16,455,121 shares outstanding as of January 31, 2026 and lists multiple institutional selling stockholders with per-holder maximums in the selling table.