VISTA GOLD CORP·4

Mar 17, 9:18 PM ET

Tobler Douglas L. 4

4 · VISTA GOLD CORP · Filed Mar 17, 2026

Research Summary

AI-generated summary of this filing

Updated

Vista Gold (VGZ) CFO Tobler Exercises RSUs, Net +35,696 Shares

What Happened
Douglas L. Tobler, CFO of Vista Gold Corp (VGZ), converted/settled a set of derivative awards (RSUs) on March 13, 2026 and received stock awards. He acquired a total of 446,667 shares through exercises/conversions and a grant of 163,000 RSU-equivalents, and 410,971 shares were disposed (mostly withheld or converted). The company withheld 127,304 shares to satisfy tax withholding at an implied price of $2.06, totaling $262,246. The net effect was an increase of 35,696 shares in Tobler’s beneficial ownership.

Key Details

  • Transaction date: March 13, 2026; Form 4 filed March 17, 2026 (filed within the required reporting window).
  • Activity types: M = exercise/conversion of derivatives (RSUs), F = shares withheld to satisfy tax liability, A = grant/award (RSUs).
  • Specific line items (selected): converted 20,000; 247,000; and 16,667 derivative units (reported as acquired and immediately reflected as disposed in part); 127,304 shares withheld for taxes @ $2.06 = $262,246; reported award/acquisition of 163,000 RSU-equivalents.
  • Net change: +35,696 shares beneficially acquired after conversions/withholdings.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Footnotes: RSUs represent contingent rights to one share (F1); the 127,304-share disposal reflects shares withheld for tax withholding on vested RSUs (F2). Several RSU grants from 2023–2025 with staggered and performance-based vesting schedules are referenced (F3–F6).

Context

  • These transactions appear to be settlement/vesting of RSUs and associated tax withholding (a routine compensation event), not an open-market purchase or sale for investment.
  • The $0.00 per-share lines reflect stock-settlement of RSUs (no cash exercise price); the withholding (F) is effectively a cashless tax payment.
  • Such vesting/withholding transactions typically reflect compensation vesting rather than a direct insider buy/sell signal.

Insider Transaction Report

Form 4
Period: 2026-03-13
Transactions
  • Exercise/Conversion

    Common Shares

    2026-03-13+20,000453,333 total
  • Exercise/Conversion

    Common Shares

    2026-03-13+247,000700,333 total
  • Exercise/Conversion

    Common Shares

    2026-03-13+16,667717,000 total
  • Tax Payment

    Common Shares

    [F2]
    2026-03-13$2.06/sh127,304$262,246589,696 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F3]
    2026-03-1320,0000 total
    Common Shares (20,000 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-03-13247,00031,000 total
    Common Shares (247,000 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-03-1316,667150,333 total
    Common Shares (16,667 underlying)
  • Award

    Restricted Stock Units

    [F1][F6]
    2026-03-13+163,000163,000 total
    Common Shares (163,000 underlying)
Footnotes (6)
  • [F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
  • [F2]Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs reported in Table II.
  • [F3]Represents grant of 200,000 RSUs on March 5, 2023, which vest as follows: 60,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months and 1/3 at 36 months), subject to the reporting person's continuing service as an officer of the Issuer; and 140,000 two years following the grant date, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. Settlement of vested RSUs to occur as soon as administratively feasible following the vesting date.
  • [F4]Represents grant of 309,000 RSUs on February 26, 2024, which vest as follows: 93,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months and 1/3 at 36 months), subject to the reporting person's continuing service as an officer of the Issuer; and 216,000 two years following the grant date, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. Settlement of vested RSUs to occur as soon as administratively feasible following the vesting date.
  • [F5]Represents grant of 167,000 RSUs on March 4, 2025, which vest as follows: 50,000 over a 36-month period (1/3 at 12 months, 1/3 at 24 months, and 1/3 at 36 months), subject to the reporting person's continuing service as an officer of the Issuer; and 117,000 two years following the grant date, contingent on share price performance criteria for the Issuer's common shares during the 2-year vesting period. Settlement of vested RSUs will occur as soon as administratively feasible following the vesting date.
  • [F6]The RSUs vest as follows: 43,000 on 3/13/2027, subject to performance criteria; 60,000 on 3/13/2029, contingent on share price performance criteria for the Issuer's common shares during the 3-year vesting period; and 60,000 on 3/13/2029, subject to performance criteria. Settlement of vested RSUs will occur as soon as administratively feasible following the vesting date.
Signature
/s/ Glenn Cowan as attorney-in-fact for Douglas L. Tobler|2026-03-17

Documents

1 file
  • 4
    form4.xmlPrimary

    FORM 4