06/17/2026 | Press release | Distributed by Public on 06/17/2026 15:59
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Stock Units | (1) | 06/15/2026 | A | 304,449 | (3) | 06/30/2029 | Common Stock | 304,449 | $ 0 | 304,449 | D | ||||
| Restricted Stock Units | (2) | 06/15/2026 | A | 121,597 | (2) | (4) | Common Stock | 121,597 | $ 0 | 121,597 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Merrill Judd 117 AMERICAN FLAT ROAD VIRGINIA CITY, NV 89440 |
Chief Financial Officer | |||
| /s/ Judd Merrill | 06/17/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each Performance Stock Unit ("PSU") converts to one share of Common Stock, subject to achievement of performance objectives based on the achievement of targets tied to specified stock price appreciation over a three-year long-term incentive program. |
| (2) | Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Issuer common stock with one-third of the grant subject to vesting at on each of June 30, 2027, June 30, 2028 and June 30, 2029, respectively, as long as the employee is employed at the vesting date subject to certain limited exceptions set out in the award agreement. |
| (3) | The PSUs are only eligible for vesting based on both the achievement of specified stock price performance targets established by the Compensation Committee over the next three anniversaries of the program and the participants continued employment at June 30, 2029. |
| (4) | The RSUs are forfeited only if the employee in not employed by the Company prior to the annual vesting dates noted above subject to certain limited exceptions set out in the award agreement. |