VISTA GOLD CORP — Regulatory Filings 2021

Jul 7, 2021

424B5 1 tm2121479d3_424b5.htm 424B5

Prospectus Supplement to Prospectus dated June 24, 2020 Filed Pursuant to Rule 424(b)(5) Registration No. 333-239139

VISTA GOLD CORP.

This prospectus supplement supplements and amends certain information contained in the prospectus supplement dated June 24, 2020, to the prospectus dated June 24, 2020 (collectively, the “June 2020 Prospectus”), relating to the offer and sale of our common shares through H.C. Wainwright & Co., LLC (“Wainwright”), as sales agent, in “at the market offerings” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, pursuant to the At the Market Offering Agreement with Wainwright dated as of November 22, 2017, as amended by the amendment thereto dated June 24, 2020 (the “ATM Agreement”).

Our common shares are traded on the NYSE American LLC (“NYSE American”) and on the Toronto Stock Exchange (“TSX”) under the symbol “VGZ.” The last sale price for our common shares on July 6, 2021 was $1.27 per share on the NYSE American and Cdn$1.58 per share on the TSX. Under the June 2020 Prospectus, we initially registered up to $9,167,586 of our common shares for offer and sale pursuant to the ATM Agreement. From June 24, 2020 through the date of this prospectus supplement, we sold common shares with an aggregate gross purchase price of $2,078,187.07 under the June 2020 Prospectus.

The purpose of this prospectus supplement is to suspend the ATM Agreement and to terminate the continuous offering by us under the June 2020 Prospectus effective on July 7, 2021. We will not make any sales of our common shares pursuant to the ATM Agreement unless and until a new prospectus supplement is filed with the Securities and Exchange Commission; however, the ATM Agreement remains in full force and effect.

July 7, 2021

Field: Page; Sequence: 1; Options: Last

Field: /Page