Rise Gold Corp.

10/28/2025 | Press release | Distributed by Public on 10/28/2025 19:56

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Oliver Daniel Jr
2. Issuer Name and Ticker or Trading Symbol
Rise Gold Corp. [RYES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
713 SILVERMINE ROAD
3. Date of Earliest Transaction (Month/Day/Year)
10/24/2025
(Street)
NEW CANAAN, CT 06840
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/24/2025 P 1,000,000 A $0.25 14,663,191 I By Myrmikan Gold Fund, LLC
Common Stock 1,210,653 D
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)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $0.45 10/24/2025 P 1,000,000 10/24/2025(1) 10/24/2028 Common Stock 1,000,000 $ 0 1,000,000 I By Myrmikan Gold Fund, LLC
Options $0.1 05/22/2025 05/22/2030 Common Stock 200,000 200,000 D
Options $0.1 03/25/2025 03/25/2030 Common Stock 60,000 60,000 D
Options $0.17 05/01/2024 05/01/2029 Common Stock 15,000 15,000 D
Options $0.25 12/12/2023 12/12/2028 Common Stock 200,000 200,000 D
Options $0.26 09/22/2023 09/22/2028 Common Stock 94,070 94,070 D
Warrants $0.15 05/08/2025(1) 05/08/2028 Common Stock 304,800 304,800 D
Warrants $0.115 09/12/2024(1) 09/12/2028 Common Stock 340,000 340,000 D
Warrants $0.158 04/29/2024(1) 04/29/2027 Common Stock 210,526 210,526 D
Warrants $0.158 04/29/2024(1) 04/29/2027 Common Stock 90,000 90,000 D
Warrants $0.15 05/08/2025(1) 05/08/2028 Common Stock 3,245,171 3,245,171 I By Myrmikan Gold Fund, LLC
Warrants $0.1735 10/10/2024(1) 10/10/2028 Common Stock 2,882,514 2,882,514(2) I By Myrmikan Gold Fund, LLC
Warrants $0.158 04/09/2024(1) 04/09/2027 Common Stock 1,350,000 1,350,000 I By Myrmikan Gold Fund, LLC
Warrants $0.26 12/07/2023(1) 12/07/2025 Common Stock 140,000 140,000 I By Myrmikan Gold Fund, LLC
Warrants $0.26 11/07/2023(1) 11/07/2025 Common Stock 750,000 750,000 I By Myrmikan Gold Fund, LLC

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Oliver Daniel Jr
713 SILVERMINE ROAD
NEW CANAAN, CT 06840
X X
Myrmikan Gold Fund, LLC
713 SILVERMINE ROAD
NEW CANAAN, CT 06840
X
Myrmikan Capital, LLC
713 SILVERMINE ROAD
NEW CANAAN, CT 06840
X

Signatures

/s/ Daniel Oliver 10/28/2025
**Signature of Reporting Person Date
/s/ Daniel Oliver, as Manager of Myrmikan Capital, LLC, the Manager of Myrmikan Gold Fund, LLC 10/28/2025
**Signature of Reporting Person Date
/s/ Daniel Oliver, Manager of Myrmikan Capital, LLC 10/28/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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) The holder and the issuer have entered into a warrant standstill agreement dated 4-9-24, as amended and restated on May 8, 2025 with respect to Mr. Oliver and October 24, 2025 with respect to the Fund, pursuant to which the holder has agreed not to exercise these warrants. The agreement will remain in effect until terminated upon 61 days' written notice to the issuer from the holder. On that basis, the holder does not beneficially own the shares of common stock underlying the warrants, as defined for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.
(2) These warrants were issued in connection with a secured loan agreement pursuant to which the holder loaned $500,000 to the issuer.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Rise Gold Corp. published this content on October 28, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on October 29, 2025 at 01:56 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]