{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-23-011718","form_type":"8-K","ticker":"USAU","cik":"0000027093","company_name":"U.S. GOLD CORP.","filed_at":"2023-04-10T23:59:59+00:00","discovered_at":"2026-05-14T18:03:41.690732+00:00","generated_at":"2026-06-17T04:21:50.188146+00:00","sec_items":["1.01","3.03","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"U.S. Gold Corp. raises ~$5M via registered direct offering of 870K shares and warrants","bullets":["Sale of 870,000 shares at $5.75 each plus warrants to buy 870,000 shares at $6.16.","Gross proceeds of approximately $5.0 million; closing on April 10, 2023.","Existing warrants to purchase 625,000 shares amended: exercise price lowered from $8.60 to $6.16, term extended to October 10, 2028.","A.G.P./Alliance Global Partners acted as sole placement agent.","Warrants become exercisable six months after issuance and expire five years later."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-23-011718","json":"https://secwatch.observer/filing/0001493152-23-011718.json","markdown":"https://secwatch.observer/filing/0001493152-23-011718.md","text":"https://secwatch.observer/filing/0001493152-23-011718.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/27093/000149315223011718/0001493152-23-011718-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/27093/000149315223011718/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-17T04:21:50.188146+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0bf6d9120d1ee43e41217485ab72d4dada8c2524","claim":"U.S. GOLD CORP. entered into Securities Purchase Agreement with a single institutional investor valued at $5.0 million (effective 2023-04-04).","evidence_excerpt":"On April 4, 2023, U.S. Gold Corp. (“U.S. Gold” or the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with a single institutional investor in connection with a registered direct offering of 870,000 shares of common stock at a price of $5.75 per share","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/27093/000149315223011718/0001493152-23-011718-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"a single institutional investor"},{"label":"Value","value":"$5.0 million"},{"label":"Effective","value":"2023-04-04"}],"fact_type":"material_agreement"},{"claim_id":"d45589126f4a5480b0949193cd651779da685892","claim":"U.S. GOLD CORP. amended Warrant Amendment (effective 2023-04-04).","evidence_excerpt":"On April 4, 2023, U.S. Gold agreed to amend, effective as of the closing of the Registered Offering, certain existing warrants to purchase up to 625,000 shares of the Company at an exercise price of $8.60 per share and a termination date of September 18, 2027, so that the amended warrants will have a reduced exercise price of $6.16 per share and a termination date of October 10, 2028 (the “Warrant Amendment”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/27093/000149315223011718/0001493152-23-011718-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Effective","value":"2023-04-04"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}