U.S. GoldMining Inc. — Director's Dealing 2025

Dec 23, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: U.S. GoldMining Inc. (USGO)
CIK: 0001947244
Period of Report: 2025-12-20

Reporting Person: Sherlock Ross Lawrence (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-12-22	Common Stock	M	250	—	Acquired	1000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-12-20	Restricted Stock Units	$	M	250	Disposed		Common Stock (250)	Direct

Footnotes

F1: Each Restricted Stock Unit represents the right to receive, at settlement, one share of common stock.

F2: On December 20, 2024, the reporting person was granted 1,000 Restricted Stock Units. The Restricted Stock Units vest in four equal installments, 25% shall vest 3 months from December 20, 2024 (the "Grant Date"), 25% shall vest 6 months from the Grant Date, 25% shall vest 9 months from the Grant Date, and 25% shall vest 12 months from Grant Date.