Possible new U.S. GoldMining shares

USGODilution

Known so far: no new shares from the prospectus covers read · shelf room about $6.9M · not yet read: warrants, converts, options, ATM.

Shelf room

  • Room today about $6.9M, maybe lower
  • One third of float $6.9M ($20.6M float, Jun 30, 2025)
  • Sold off it, 12 months nothing
How this is worked out

Shelf room about $6.9M on the S-3 of May 15, 2024: the baby-shelf rule (public float under $75M) caps sales at one third of the $20.6M public float stated as of Jun 30, 2025, $6.9M, nothing sold off it in the last 12 months; 4 more sales off the shelf with no size read, so the room may be lower. Sources: S-3 May 15, 2024, effective May 28, 2024 · public float, as of Jun 30, 2025 · 424B5 Dec 12, 2025 · 424B5 Jun 26, 2026 · 424B5 Jun 29, 2026 · 424B5 Jul 6, 2026.

What could become new U.S. GoldMining (USGO) shares, from its 10-Q, 10-K, S-3 or 424B filings.

Read so far: the cover share count (14M shares, +11% from 12.7M on Aug 13, 2025). Not read yet: warrants, convertible notes, options and RSUs and an ATM program. Read them on EDGAR: the latest 10-Q · S-3 shelf filings.

Shares outstanding

14.0M

Nov 2024 to Aug 2026: from 12.4M to 14.0M.

From the share count on the cover of each 10-Q and 10-K, dated as each cover states.