Dakota Gold Corp.
For the period ended Mar 31, 2026. Filed May 14, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 14, 2026
DC$5.95+5.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001062993-25-016721
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-14.
0001104659-26-061151
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 96 previous paragraphs and 54 current paragraphs.
19 unchanged; 16 reworded; 18 added; 61 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 0 previous and 35 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (18)
Current report
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF** OPERATIONS.**
Current report
On July 7, 2025, the Company announced the updated and revised Initial Assessment Technical Report with cash flow for the Richmond Hill Gold Project, which was included as an exhibit to the Company’s Current Report on Form 8-K filed on that date.
Current report
On November 13, 2025, the Company entered into an Amended and Restated Equity Distribution Agreement with BMO Capital Markets Corp., Canaccord Genuity LLC, and H.C. Wainwright & Co., LLC.
Current report
Planned activities during 2026 will focus on advancing the Richmond Hill Project through feasibility, permitting, and technical de-risking while continuing to progress high-grade exploration at the Maitland Project. At Richmond Hill, the Company is transitioning from an Initial Assessment with Cash Flow to a Pre-Feasibility Study in the second half of 2026, followed by a Feasibility Study targeted for 2027. Key workstreams include mine planning optimization, engineering trade-off studies, metallurgical test work, and baseline data collection to support state and county permitting. Concurrently, the Company plans to file a Notice of Intent and advance permitting activities with Lawrence County and the South Dakota Department of Agriculture and Natural Resources, positioning the project for construction readiness following completion of feasibility studies.
Current report
Planned activities in 2026 for our Richmond Hill Project include an extensive drilling campaign totaling approximately 15,500 meters across infill, step-out, condemnation, and geotechnical drilling. Infill drilling within the 10-year mine plan is intended to convert inferred resources to measured and indicated classifications, while step-out drilling to the north and northeast targets potential resource expansion. Additional drilling is planned to support infrastructure siting, overburden stockpile areas, and pit slope stability analyses.
Current report
These activities are designed to refine the mine plan, improve resource confidence, and directly support feasibility-level engineering and economic analysis.
Current report
Metallurgical test work represents another critical planned activity in 2026. The Company is conducting a staged metallurgical program, including ore characterization, column leach testing, comminution studies, and recovery optimization, with final results expected in the fourth quarter of 2026. This work will inform heap leach pad design, crushing and stacking configurations, agglomeration requirements, and Merrill-Crowe plant sizing. The results will be incorporated into feasibility trade-off studies evaluating mining and stacking rates, heap leach pad layout, and material handling alternatives to optimize project economics and operational flexibility.
Current report
At the Maitland property, planned activities in 2026 will concentrate on advancing the Unionville Zone toward a maiden mineral resource by year-end. The Company has outlined an infill drilling program of approximately 5,600 meters in 44 potential holes targeting shallow Tertiary epithermal mineralization that remains open along strike and at depth. In parallel, the Company will continue to evaluate high-grade exploration optionality at the JB Gold Zone, where Precambrian iron-formation-hosted mineralization shows strong geological similarities to the historic Homestake Mine. These efforts are intended to demonstrate the broader district-scale potential of the Maitland property while maintaining focus on near-term value creation at Richmond Hill.
Current report
Comparison of the three months ended March 31, 2026 and 2025
Current report
Revenue
Current report
We had no operating revenues during the three months ended March 31, 2026 and 2025. We had total comprehensive loss (net losses and comprehensive losses) of approximately $8.5 million and $3.7 million for the three months ended March 31, 2026 and 2025, respectively.
Current report
During the three months ended March 31, 2026 and 2025, our exploration expenses totaled approximately $6.5 million and $1.9 million, respectively. The period-over-period increase is primarily related to the increased drilling activity, which resulted in an increase of approximately $2.4 million compared to 2025. In the prior year comparable period, drilling was paused as the Company focused on the Richmond Hill Initial Assessment. Related to the higher level of drilling, there were period-over-period increases in assay costs of approximately $0.6 million, in permitting and environmental costs of approximately $0.4 million, in road and pad construction costs of approximately $0.3 million, in miscellaneous costs of approximately $0.3 million driven by higher reclamation costs, and other costs including equipment and exploration payroll of approximately $0.3 million. In addition, expenditure on studies and reports increased by approximately $0.4 million as the Company moved to complete its metallurgical test program. Included in exploration costs were stock-
Current report
based compensation expenses of approximately $0.1 million and $0.1 million for the three months ended March 31, 2026 and 2025, respectively.
Current report
Other Income
Current report
Cash Flows from Financing Activities
Current report
During the three months ended March 31, 2026 and 2025, cash flows from financing activities were approximately $86.2 million and $41.1 million, respectively.
Current report
Critical Accounting Estimates
Current report
Management’s discussion and analysis of financial condition and results of operations is based on the Company’s consolidated financial statements, which have been prepared in accordance with U.S. GAAP. Preparation of financial statements requires management to make assumptions, estimates and judgments that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and the related disclosures of contingencies. Management bases its estimates on various assumptions and historical experience, which are believed to be reasonable; however, due to the inherent nature of estimates, actual results may differ significantly due to changed conditions or assumptions. On a regular basis, management reviews the accounting policies, assumptions, estimates and judgments to ensure that the Company’s consolidated financial statements are fairly presented in accordance with U.S. GAAP. However, because future events and their effects cannot be determined with certainty, actual results could differ from the Company’s assumptions and estimates, and such differences could be material. The Company’s accounting policies are described in greater detail in Note 2 to the Company’s audited annual consolidated financial statements for the year ended December 31, 2025 included in the Annual Report.
Removed paragraphs (61)
Previous report
our businesses and prospects and our overall strategy;
Previous report
the progress, potential and uncertainties of the Company's exploration program;
Previous report
our planned exploration activities across our portfolio of exploration targets;
Previous report
our planned or estimated capital expenditures for exploration and general and administrative costs;
Previous report
government regulations, including our ability to obtain, and the timing of, necessary government permits and approvals;
Previous report
expectations regarding the availability of our liquidity and capital resources, and our ability to scale down spending if sufficient resources are not available;
Previous report
our ability to obtain financing as needed and the terms of such financing transactions;
Previous report
progress in developing our projects and the timing of that progress; and
Previous report
attributes and future values of the Company's projects or other interests, operations or rights.
Previous report
lack of defined mineral reserve estimates prepared in accordance with Subpart 1300 of Regulation S-K ("S-K 1300");
Previous report
the failure to successfully execute management's strategy and manage our growth;
Previous report
our limited operating history and history of losses, including the potential for future losses;
Previous report
uncertainty as to future production at our mineral exploration and development properties;
Previous report
our ability to maintain sufficient liquidity and attract sufficient capital resources to implement our projects;
Previous report
ownership of surface rights at our Black Hills Property;
Previous report
mining exploration and development risks, including risks related to regulatory approvals, operational hazards and accidents, equipment breakdowns, labor and contractor disputes, contractual disputes related to exploration properties, unanticipated or increased operating costs and other unanticipated difficulties;
Previous report
potential health risks associated with mining and mineral exploration;
Previous report
fluctuations in commodity prices;
Previous report
future adverse legislation regarding the mining industry and climate change;
Previous report
uncertainties associated with potential litigation matters, including environmental lawsuits;
Previous report
our land reclamation requirements;
Previous report
our ability to maintain the adequacy of internal control over financial reporting;
Previous report
adverse technological changes and cybersecurity threats;
Previous report
title in our properties;
Previous report
competition in the gold and silver mining industries;
Previous report
economic and financial conditions, including volatility in interest and exchange rates, commodity and equity prices and the value of financial assets;
Previous report
economic uncertainty and market volatility due to potential new tariffs on imported and exported goods;
Previous report
our ability to attract and retain key management and mining personnel necessary to successfully operate and grow our business;
Previous report
volatility in the market price of our listed securities; and
Previous report
other factors set forth under "Item 1A. Risk Factors" included in our Annual Report on Form 10-K for the year ended December 31, 2024 (the "Annual Report").
Previous report
The Company completed 25 holes for 70,181 feet (21,391 meters) of core drilling on three projects in 2022. The areas drilled in 2022 were the Maitland Project (39,231 feet; 11,958 meters), the Richmond Hill Project (24,865 feet; 7,579 meters), and the Cambrian Unconformity Project (6,084 feet; 1,854 meters).
Previous report
The Company then completed 89 holes for 180,727 feet (55,086 meters) of core on two projects in 2023; the areas drilled were the Maitland Project (88,626 feet; 27,013 meters) and the Richmond Hill Project (92,101 feet; 24,184 meters).
Previous report
The Company completed 117 holes for 146,691 feet (44,711 meters) of core on two projects during 2024; the areas drilled were the Maitland Project (102,755 feet; 31,320 meters) and the Richmond Hill Project (43,936 feet; 13,392 meters).
Previous report
The Company began its 2025 drilling campaign again on April 1, 2025, where the Company currently has two core drills operating. One reverse circulation rotary drill was also operating throughout the third quarter, drilling water monitoring wells for ground water monitoring and for use with the future permitting process.
Previous report
As of September 30, 2025, the Company has completed 164 core holes for 64,890 feet (14,292 meters) on an infill and metallurgical testing program and 29 reverse circulation rotary holes for 7,788 feet (2,374 meters) as part of the baseline water quality monitoring program at Richmond Hill.
Previous report
On October 30, 2024, the Company announced a leadership transition with Robert Quartermain appointed President and Chief Executive Officer as well as Co-Chairman of the Board of Directors of Dakota Gold.
Previous report
On July 7, 2025, the Company announced an updated and revised Richmond Hill Initial Assessment with cash flow for Richmond Hill ("IACF"). The key parameters are presented below in Table 1. The updated and revised Richmond Hill Initial Assessment was filed by the Company with the SEC as an exhibit to its Current Report on Form 8-K dated July 7, 2025. The updated and revised Richmond Hill Initial Assessment was prepared by an independent group of Qualified Persons with M3 as the Study Manager.
Previous report
Table 1: IACF base case overview and key parameters 1
Previous report
1 Abbreviations in the table include ounces ("oz"); measured and indicated plan ("M&I plan"); measured, indicated and inferred plan ("MI&I plan") million tonnes ("Mt"); ounces per tonne ("oz/ton"); grams per tonne ("g/t"); million tonnes per annum ("MTPA"); thousand ounces ("Kozs"); life of mine ("LOM"); all-in sustaining costs ("AISC"); net present value ("NPV"); and internal rate of return ("IRR").
Previous report
Following the completion of the updated and revised Richmond Hill Initial Assessment filed on July 7, 2025, the Company is now focused on advancing the Richmond Hill Project through feasibility and is targeting production in late 2029. The Company continues to drill within the potential heap leachable resource boundaries for resource infill and conversion, infrastructure condemnation, detailed geometallurgical characterization, process recovery estimation, and geotechnical characterization for pit walls and infrastructure siting. In addition, the Company has contracted various consultant groups to update historical baseline information to be compliant with current permitting standards. This includes drilling new water monitoring wells throughout the property and generating a more detailed and updated geometallurgical and geohydrologic model for the Richmond Hill Project area. This work will be incorporated into a future feasibility study, targeted for completion in 2027, which will be used to support future mine permitting processes.
Showing the first 40 of 61 passages. Open the source sections for the rest.
Reworded paragraphs (16)
Previous wording
You should read the following discussion and analysis of the Company's financial condition and results of operations together with the Company's financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and the audited financial statements and related footnotes included in our Annual Report on Form 10-K for the year ended December 31, 2024.
Current wording
You should read the following discussion and analysis of the Company’s financial condition and results of operations together with the Company’s financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and the audited financial statements and related footnotes included in our Annual Report.
Previous wording
This management's discussion and analysis ("MD&A") should be read in conjunction with the Company's financial statements and notes thereto as set forth herein and the Company's annual audited financial statements. Readers are also urged to carefully review and consider the various disclosures made by the Company, which attempt to advise interested parties of the factors that affect our business, including without limitation, the disclosures made under "Risk Factors" of the Annual Report.
Current wording
This management’s discussion and analysis should be read in conjunction with the Company’s financial statements and notes thereto as set forth herein and the Company’s annual audited financial statements. Readers are also urged to carefully review and consider the various disclosures made by the Company, which attempt to advise interested parties of the factors that affect our business, including without limitation, the disclosures made under “Risk Factors” of the Annual Report.
Previous wording
The Company's goal is to create stockholder value through the acquisition, responsible exploration, and future development of high caliber gold properties in the Homestake District of South Dakota. Management and the technical teams cumulatively have several hundred years of international mining and exploration experience and key personnel have more than 50 combined years in the Homestake District, mostly with the Homestake Mining Company, as well as other exploration companies that have operated in the region. We believe that this experience uniquely positions the Company and will allow us to leverage our direct experience and knowledge of past exploration and mining activities in the Homestake District. Combined with the use of modern exploration and mining techniques, and new geologic understanding from experience in other mines, new research and information extracted from our new geophysical surveys, we hope to focus our programs and build upon where the historic Homestake Mining Company left off in the 1990s.
Current wording
The Company’s goal is to create stockholder value through the acquisition, responsible exploration, and future development of high caliber gold properties in the Homestake District of South Dakota. The Company uses our proprietary information from the Historic Homestake Mining Company, modern exploration and mining techniques, and geologic information and interpretations based on experience at other mines, new academic research and information from proprietary geophysical surveys to focus our programs and build upon where the historic Homestake Mining Company left off in the 1990s.
Previous wording
Other than our mineral resource estimate with an effective date of February 3, 2025 contained in our Richmond Hill Initial Assessment, none of our other properties are sufficiently drilled to prepare an estimate of mineral resources under S-K 1300. The Company believes the Homestake District is in a safe, low-cost jurisdiction with well-developed infrastructure and is in a favorable regulatory environment in which authorities have consistently demonstrated a willingness to work with responsible operators to permit well-planned compliant projects.
Current wording
Other than our mineral resource estimate with an effective date of February 3, 2025 contained in our updated S-K 1300 Initial Assessment and Technical Report Summary for the Richmond Hill Gold Project (the “IA”), none of our other properties are sufficiently drilled to prepare an estimate of mineral resources under S-K 1300. The Company believes the Homestake District is in a safe jurisdiction with well-developed infrastructure and is in a favorable regulatory environment in which authorities have demonstrated a willingness to work with responsible operators to permit well-planned compliant projects.
Previous wording
We expanded our drilling operations to the Richmond Hill Project and have had up to four drill rigs operating at any point in time. Dakota Gold has completed permit applications and environmental field work and currently has fourteen active permits in place with one additional permit being processed for Richmond Hill in 2025. Of the fourteen existing permits and the one in process, five are for the Maitland Project, seven are for the Richmond Hill Project, one is for the City Creek Project and one is for the Cambrian Unconformity Project. Permitting for other exploration targets is not anticipated through the remainder of 2025.
Current wording
We expanded our drilling operations to the Richmond Hill Project and have had up to four drill rigs operating at any point in time. Dakota Gold has completed permit applications and environmental field work and currently has fourteen active permits in place with one additional permit being processed for Richmond Hill in 2025. Permitting for other exploration targets is anticipated in 2026.
Previous wording
In total, Dakota Gold has completed 424 holes for over 470,277 feet (143,340 meters) since drilling started in 2022.
Current wording
In total, Dakota Gold has completed 535 holes for over 526,705 feet (160,540 meters) since drilling started in 2022.
Previous wording
On February 6, 2025, the Company announced that Barrick Gold agreed to extend the option period for both the Richmond Hill option and the Homestake option agreements until December 31, 2028, in return for additional annual cash payments of $170,000 and $340,000, respectively, on each of March 1, 2026, March 1, 2027, and March 1, 2028.
Current wording
On February 6, 2025, the Company announced that Barrick Gold agreed to extend the option period for both the Richmond Hill option and the Homestake option agreements until December 31, 2028, in return for additional annual cash payments of $170,000 and $340,000, respectively, combined as an annual payment of $510,000 on each of March 1, 2026, March 1, 2027 and March 1, 2028. The March 1, 2026 payment has been made.
Previous wording
On February 6, 2025, the Company announced the updated Richmond Hill Initial Assessment, which was filed as an exhibit to the Company's Current Report on Form 8-K.
Current wording
On February 6, 2025, the Company announced the IA, which was included as an exhibit to the Company’s Current Report on Form 8-K filed on that date.
Previous wording
On March 25, 2025, the Company announced the successful closing of the Offering, whereby we raised net proceeds of approximately $32.7 million by issuing 12,400,000 shares of our common stock at a price of $2.83 per share.
Current wording
On March 25, 2025, the Company announced the successful closing of a public offering, whereby we raised net proceeds of approximately $32.8 million by issuing 12,400,000 shares of our common stock at a price of $2.83 per share.
Previous wording
On March 25, 2025, the Company announced the Offering, whereby we raised net proceeds of approximately $32.7 million by issuing 12,400,000 shares of our common stock at a price of $2.83 per share.
Current wording
On February 9, 2026, the Company announced the successful closing of a public offering, whereby we raised net proceeds of approximately $71.8 million by issuing 12,336,000 shares of our common stock at a price of $6.08 per share and issuing 225,000 shares of our common stock by the exercise of the Option at a price of $6.08 per share.
Previous wording
Our general and administrative expenses for the quarters ended September 30, 2025 and 2024, were approximately $3.2 million and $2.4 million, respectively, an increase of approximately $0.8 million. These expenditures were primarily for legal, accounting, and professional fees, investor relations, and other general and administrative expenses necessary for the Company's operations. The period-over-period increase is primarily related to an increase of $0.9 million in expenditures on support costs, which are higher than the prior year comparable period primarily due to marginally higher compensation costs related to the successful completion of the IACF and 2025 financing as well as legal and other fees relating to filing the Company's new registration statement on Form S-3.
Current wording
Our general and administrative expenses for the three months ended March 31, 2026 and 2025 were approximately $2.5 million and $1.9 million, respectively. These expenditures were primarily for legal, accounting, and professional fees, investor relations, and other general and administrative expenses necessary for our operations. The period-over-period increase is primarily driven by an increase of approximately $0.6 million in expenditures on support costs, which are higher than the prior year comparable period primarily due to the expansion of the support team.
Previous wording
We earned interest income from bank accounts of approximately $0.9 million and $0.5 million for the nine months ended September 30, 2025 and 2024, respectively.
Current wording
We earned interest income from bank accounts of approximately $0.5 million and $0.1 million for the three months ended March 31, 2026 and 2025, respectively.
Previous wording
The Company had losses from operations for the nine months ended September 30, 2025 and 2024 totaling approximately $21.5 million and $28.2 million, respectively, and losses before income tax of approximately $20.7 million and $27.9 million, respectively, leading to net losses of approximately $20.7 million and $27.8 million, respectively.
Current wording
For the three months ended March 31, 2026 and 2025, we had losses from operations totaling approximately $9.0 million and $3.8 million, respectively, and losses before income tax of approximately $8.5 million and $3.7 million, respectively, leading to net losses of $8.5 million and $3.7 million, respectively.
Previous wording
Cash used in operations for the nine months ended September 30, 2025 was approximately $18.4 million compared to approximately $23.9 million in the prior year comparable period. The Company was not drilling in the first quarter of 2025, the primary driver of higher operating expenses, as the Company was focused on the Richmond Hill Initial Assessment.
Current wording
Cash used in operations for the three months ended March 31, 2026 was approximately $8.1 million compared to approximately $3.9 million in the prior year comparable period. The Company was not drilling in the first quarter of 2025, the primary driver of higher operating expenses, as the Company was focused on the Richmond Hill Initial Assessment.
Previous wording
Cash used in investing activities for the nine months ended September 30, 2025 was $0.3 million compared to $0.6 million in the prior year comparable period, due to lower expenditures on purchases of property and equipment and mineral properties.
Current wording
Cash used in investing activities for the three months ended March 31, 2026 was $0.8 million compared to $nil in the prior year comparable period, due to purchases of property and equipment and mineral properties.
Previous wording
During the nine months ended September 30, 2025, cash from financing activities totaled approximately $42.3 million, as the Company issued 2,548,713 shares of common stock under the ATM Program for net proceeds of approximately $7.3 million, 12,400,000 shares of common stock for net proceeds of approximately $32.7 million pursuant to the Offering, 1,423,153 shares of common stock for the exercise of warrants for proceeds of approximately $3.0 million and 50,000 shares of common stock for the exercise of stock options for proceeds of approximately $0.1 million. In addition, the Company issued 91,710 common shares for the exercise of options settled on a cashless basis.
Current wording
In the three months ended March 31, 2026, the Company issued 586,749 shares of common stock under the ATM Program for net proceeds of approximately $3.5 million, 12,561,000 shares of common stock for net proceeds of approximately $71.8 million pursuant to a public offering, 5,239,821 shares of common stock for the exercise of warrants for proceeds of approximately $10.9 million and 123,500 shares of common stock for the exercise of stock options for proceeds of approximately $0.3 million. In addition, the Company issued 167,545 shares of common stock for the exercise of options settled on a cashless basis. Partially offsetting these inflows were taxes remitted on RSUs, PSUs and compensation of approximately $0.3 million.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
In the three months ended March 31, 2025, the Company issued 2,548,713 shares of common stock under the ATM Program for net proceeds of approximately $7.3 million, 12,400,000 shares of common stock for net proceeds of approximately $32.7 million pursuant to a public offering and 780,048 shares of common stock for the exercise of warrants for proceeds of approximately $1.6 million. Partially offsetting these inflows were taxes remitted on RSUs, PSUs and compensation of approximately $0.5 million.