Dakota Gold Corp 2025年度报告

FORM 10-K Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12months(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 ofthis chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act: ☐Accelerated Filer☒Smaller Reporting CompanyEmerging Growth Company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reportingunder Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction ofan error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’sexecutive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ The aggregate market value of the voting and non-voting common equity of Dakota Gold Corp. held by non-affiliates as of June 30, 2025, the last business day of the registrant’s mostrecently completed second fiscal quarter, was $414,241,245, based on the closing price of the common stock of $3.69 as reported on the NYSE American. As of March 25, 2026, there were 133,517,177 shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive proxy statement related to the 2026 annual meeting of stockholders to be filed within 120 days after December 31, 2025 are incorporated byreference in PartIII of this Annual Report on Form 10-K. TABLE OF CONTENTS PageGlossary of Terms3Cautionary Notice Regarding Forward-Looking Statements5Part IItem 1Business7Item 1ARisk Factors11Item 1BUnresolved Staff Comments22Item 1CCybersecurity22Item 2Properties23Item 3Legal Proceedings31Item 4Mine Safety Disclosure31Part IIItem 5Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities32Item 6[Reserved]32Item 7Management’s Discussion and Analysis of Financial Condition and Results of Operations32Item 7AQuantitative and Qualitative Disclosures About Market Risk38Item 8Consolidated Financial Statements and Supplementary Data38Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure60Item 9AControls and Procedures60Item 9BOther Information61Item 9CDisclosures Regarding Foreign Jurisdictions that Prevent Inspections61Part IIIItem 10Directors, Executive Officers and Corporate Governance62Item 11Executive Compensation62Item 12Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters62Item 13Certain Relationships and Related Transactions and Director Independence62Item 14Principal Accountant Fees and Services62Part IVItem 15Exhibit and Financial Statement Schedules62Item 16Form 10-K Summary62Signatures65 PRELIMINARY NOTES As used in this Annual Report on Form 10-K (“this Form 10-K”), references to “Dakota”, “Dakota Gold”, “theCompany”, “we”, “our”, or “us” mean Dakota Gold Corp. and its predecessors, as the context requires. GLOSSARY OF TERMSBrecciaA rock in which angular fragments are surrounded by a mass of fine-grained minerals.BrownfieldA property, the expansion, redevelopment, or reuse of which may b