U.S. GoldMining expands ATM share capacity, adds Ventum and Stifel as co-agents

U.S. GoldMining Inc.

Effective Dec. 12, 2025, maximum shares issuable under existing ATM agreement increased via prospectus supplement.
Laurentian Bank Securities and Roth Capital Partners terminated as co-agents.
Ventum Financial Corp. and Stifel, Nicolaus & Company appointed as new co-agents.
Legal opinion from Haynes and Boone filed re: legality of share issuance.

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