Core Viewpoint - Dakota Gold Corp. has reported significant findings of Tertiary epithermal gold mineralization at the Maitland Gold Project, indicating a strong potential for economic deposits in the area [1][4]. Group 1: Exploration Results - The step-out drill hole MA24C-040 intersected 3.94 grams/tonne gold over 9.3 meters at a depth of 148 meters below the surface, with mineralization open to the north, south, and depth [4]. - Drill holes MA24C-041 and MA24C-042 returned higher-grade intercepts of 4.08 g/t Au over 2.7 meters and 7.37 g/t Au over 1 meter, respectively [4]. - The historical Maitland Mine produced over 200,000 ounces of Tertiary gold before its closure in 1945, highlighting the area's rich mining history [4]. Group 2: Project Potential - The Unionville Zone target extension could extend more than 3,000 meters and remains open along strike both to the north and south of the discovery area [4]. - Dakota Gold has identified gold mineralization from surface through the entire stratigraphic sequence into the Pre-Cambrian basement, indicating extensive mineralization potential [3]. - Numerous untested structures, including the historical Maitland Mine structure, suggest a larger potential for Tertiary epithermal mineralization at the Maitland Project [4]. Group 3: Company Overview - Dakota Gold Corp. is focused on revitalizing the Homestake District in Lead, South Dakota, with over 48,000 acres of high-caliber gold mineral properties [7]. - The company is advancing three ongoing drilling programs, including the exploration of Tertiary epithermal gold mineralization in the Unionville Zone [6].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________to ___________ Commission file number 000-41349 Title of each class Trading Symbol(s) Name of each exchange on which registered DC NYSE American LLC Dakota Gold ...

Dakota Gold Corp. Announces Date for Webcast and Conference Call to Review Upcoming S-K 1300 Maiden Resource for the Richmond Hill Gold Project in South DakotaApril 26, 2024 2:25 PM EDT | Source: Dakota Gold Corp.Lead, South Dakota--(Newsfile Corp. - April 26, 2024) - Dakota Gold Corp. (NYSE American: DC) ("Dakota Gold" or the "Company") is pleased to announce the expected release of the S-K 1300 Initial Assessment ("Initial Assessment or Report") for the Richmond Hill Gold Project ("Richmond ...

Part I [Business](index=8&type=section&id=Item%201.%20Business) Dakota Gold Corp. is an exploration-stage company focused on acquiring and developing mineral properties in South Dakota's **Homestake District**, with no revenue generated to date - The Company is in the **exploration stage** and has not yet realized any revenues, with a strategy to advance projects from exploration to production[24](index=24&type=chunk) - Dakota Gold owns **11 mineral properties** in the **Homestake District**, comprising **2,044 unpatented claims** and covering approximately **48,006 acres**[25](index=25&type=chunk) - To date, the company has not established any **Mineral Resources** or **Mineral Reserves** under **S-K 1300** standards[26](index=26&type=chunk) - In October 2023, the company entered a strategic partnership with **Orion Mine Finance**, which invested **$17 million**[28](index=28&type=chunk) - As of December 31, 2023, the Company had **41 full-time employees**[50](index=50&type=chunk) [Risk Factors](index=13&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks associated with its financial condition, business operations, and common stock, including limited operating history, no revenue, and dependence on gold prices - The company has a **limited operating history**, **no revenue**, and a **history of losses**, making it dependent on raising **additional capital** to continue operations[57](index=57&type=chunk)[58](index=58&type=chunk) - Financial viability is substantially dependent on the **price of gold**, which is subject to fluctuations from factors beyond the company's control, such as central bank policies, market speculation, and global economic conditions[60](index=60&type=chunk)[67](index=67&type=chunk) - Operations are subject to **extensive and evolving environmental regulations**, including those related to climate change, which could make exploration prohibitively expensive[70](index=70&type=chunk)[71](index=71&type=chunk) - **Title to mineral properties**, particularly **unpatented mining claims**, is not guaranteed and may be subject to **challenges**, which are not covered by insurance[72](index=72&type=chunk) - The company's properties are in the **exploration stage**, and there is no assurance that any **mineral reserves** in **commercially exploitable quantities** will be established[91](index=91&type=chunk) - As of March 28, 2024, directors and officers as a group hold approximately **22%** of the outstanding **common stock**, allowing them to influence **stockholder votes**[112](index=112&type=chunk) [Unresolved Staff Comments](index=24&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports that there are no unresolved staff comments - **Not applicable**[116](index=116&type=chunk) [Cybersecurity](index=24&type=section&id=Item%201C.%20Cybersecurity) The company integrates cybersecurity risk management into its overall framework, overseen by the Board, with no material incidents identified in 2023 - The **Board of Directors** oversees the **risk management process**, including cybersecurity threats, and receives periodic updates from management[119](index=119&type=chunk) - Management is responsible for **operational oversight** of cybersecurity strategy and policy, assisted by third-party service providers[121](index=121&type=chunk) - During the year ended December 31, 2023, **no cybersecurity incident** with a **material impact on the business or financial statements** was identified[122](index=122&type=chunk) [Properties](index=25&type=section&id=Item%202.%20Properties) Dakota Gold holds 100% ownership of 11 mineral projects, aggregated as the 'Black Hills Property,' covering approximately 48,006 acres in South Dakota's Homestake District - The company has **100% ownership** of **11 mineral projects** in the **Homestake District**, covering a total of approximately **48,006 acres**[132](index=132&type=chunk) - The **Homestake District** is known for three unique **gold deposit types**: **Proterozoic-age Homestake iron-formation hosted**, **Tertiary-age replacement**, and **Cambrian paleoplacer gold deposits**[134](index=134&type=chunk) - A **maiden S-K 1300 compliant mineral resource estimate** for the **Richmond Hill property** is planned for release in 2024[129](index=129&type=chunk)[148](index=148&type=chunk) - Drilling at the **Maitland Project** led to the discovery of the **Unionville Zone** (**Tertiary-age epithermal gold**) and the **JB Zone** (**high-grade, Homestake-type mineralization**)[152](index=152&type=chunk) [Richmond Hill Project](index=28&type=section&id=2.1%20Richmond%20Hill%20Project) Dakota Gold has an option to acquire 100% of the Richmond Hill Property from Barrick, where significant drilling has occurred, with a maiden S-K 1300 resource estimate planned for 2024 - The company has an **option agreement to acquire 100%** of Barrick's interest in the **2,615-acre Richmond Hill Property**, with the option period extended to March 7, 2026[143](index=143&type=chunk) - By the end of 2023, the company completed **71 drill holes** for a total of **123,573 feet** (**37,665 meters**) at the **Richmond Hill Project**[146](index=146&type=chunk) - Key goals for 2024 include completing an **S-K 1300 compliant maiden resource estimation** and conducting **expansion and exploration drilling**[148](index=148&type=chunk) [Maitland Project](index=29&type=section&id=2.2%20Maitland%20Project) The Maitland Project, totaling 2,374 mineral acres, is a key component of the company's strategy, covering the Homestake iron formation, with recent discoveries of the Unionville and JB Zones - The **Maitland project** now totals **2,374 mineral acres**, including land acquired from Barrick, which retained a 2.5% net smelter returns royalty[150](index=150&type=chunk) - By the end of 2023, **36 drill holes** totaling **123,000 feet** (**37,490 meters**) were completed at **Maitland**[152](index=152&type=chunk) - In 2023, the company announced the discovery of the **Unionville Zone** and the **high-grade, Homestake-type JB Zone**[152](index=152&type=chunk) [Other Properties](index=30&type=section&id=2.3%20Other%20Properties) The company holds several other key properties including Barrick Option, Blind Gold, and City Creek projects, with plans for data compilation and reconnaissance work in 2024 - The **Barrick Option** covers **4,261 acres** of **surface rights and infrastructure** from the **historic Homestake Mine**, with the option extended to March 7, 2026[155](index=155&type=chunk) - The **Blind Gold Project** (**3,433 acres**) is located on a **structural trend** with the **Homestake Gold Mine** and is a target for **Homestake iron-formations**[159](index=159&type=chunk)[163](index=163&type=chunk) - The **City Creek Project** covers approximately **7,687 acres** and is a target for **Homestake iron-formation hosted gold mineralization**, located one mile northeast of the **Homestake Open Cut**[178](index=178&type=chunk)[182](index=182&type=chunk) - The **South Lead / Whistler Gulch project** is the company's largest, comprising **783 unpatented claims** covering approximately **13,443 mineral acres**[206](index=206&type=chunk) [Legal Proceedings](index=37&type=section&id=Item%203.%20Legal%20Proceedings) The company states that, to its knowledge, there are no material pending legal proceedings to which it is a party or of which its property is the subject - To the company's knowledge, there are **no material pending legal proceedings**[214](index=214&type=chunk) [Mine Safety Disclosure](index=37&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) For the fiscal year ended December 31, 2023, the company's exploration properties were not subject to MSHA regulation, thus no mine safety disclosures are reported - During the fiscal year ended December 31, 2023, the Company's exploration properties were **not subject to MSHA regulation**[215](index=215&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=38&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock is listed on the **NYSE American** under '**DC**', with **548 record owners** as of December 31, 2023, and no dividends paid or anticipated - The company's **common stock** is listed on the **NYSE American** under the **symbol "DC"**[217](index=217&type=chunk) - As of December 31, 2023, there were **548 record owners** of the **common stock**[218](index=218&type=chunk) - The Company has **not paid any dividends** and does not anticipate paying any in the foreseeable future[220](index=220&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Dakota Gold is an exploration-stage company that advanced drilling programs in 2023, incurring a net loss of $36.45 million, and anticipates $30 million in 2024 expenditures requiring additional capital - In 2023, the company completed **89 holes** for **174,659 feet** of core drilling, primarily at the **Maitland** and **Richmond Hill Projects**[236](index=236&type=chunk) - The company plans to release an **inaugural S-K 1300 compliant resource** for its **Richmond Hill property** in 2024[239](index=239&type=chunk) - As of December 31, 2023, the Company had a **cash balance** of approximately **$25.55 million** and **working capital** of **$21.74 million**[245](index=245&type=chunk)[248](index=248&type=chunk) - The Company anticipates expenditures of approximately **$30 million** for the calendar year 2024 and will need to raise further capital or scale down its exploration program[242](index=242&type=chunk) Results of Operations | | Year Ended | Nine months ended | | :--- | :--- | :--- | | | December 31, 2023 ($) | December 31, 2022 ($) | | **Operating expenses** | | | | Exploration expenses | 28,345,452 | 13,749,359 | | General and administrative expenses | 9,690,940 | 7,929,819 | | **Loss from operations** | **(38,036,392)** | **(21,679,178)** | | **Other income (expenses)** | | | | Foreign exchange gain (loss) | (44,304) | (87,070) | | Interest income | 414,168 | 159,615 | | Total other income (expenses) | 369,864 | 72,545 | | **Loss before income taxes** | **(37,666,528)** | **(21,606,633)** | | Income tax expense - current | (29,457) | (55,749) | | Deferred income tax benefit | 1,246,786 | 2,380,905 | | **Net loss** | **(36,449,199)** | **(19,281,477)** | | Basic and diluted loss per share | (0.47) | (0.27) | | Weighted average number of basic and diluted shares of common stock outstanding | 78,251,025 | 72,090,163 | [Quantitative and Qualitative Disclosures About Market Risk](index=44&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable to the company - **Not applicable**[265](index=265&type=chunk) [Financial Statements and Supplementary Data](index=45&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's audited consolidated financial statements for the fiscal year ended December 31, 2023, including balance sheets, statements of operations, cash flows, and notes [Consolidated Balance Sheets](index=48&type=section&id=8.1%20Consolidated%20Balance%20Sheets) As of December 31, 2023, the company reported **total assets** of **$108.2 million**, **total liabilities** of **$4.7 million**, and **total stockholders' equity** of **$103.5 million** Consolidated Balance Sheets (as of Dec 31) | | 2023 ($) | 2022 ($) | | :--- | :--- | :--- | | **Total current assets** | 26,224,393 | 24,637,991 | | Mineral rights and properties | 79,344,304 | 78,737,287 | | **Total assets** | **108,202,540** | **105,022,719** | | **Total current liabilities** | 4,486,242 | 2,514,863 | | **Total liabilities** | **4,666,089** | **3,846,981** | | **Total stockholders' equity** | **103,536,451** | **101,175,738** | [Consolidated Statements of Operations and Comprehensive Loss](index=49&type=section&id=8.2%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) For the fiscal year ended December 31, 2023, the company reported a **net loss** of **$36.45 million**, driven by increased **exploration expenses** Consolidated Statements of Operations and Comprehensive Loss | | Year Ended Dec 31, 2023 ($) | Nine Months Ended Dec 31, 2022 ($) | | :--- | :--- | :--- | | Exploration expenses | 28,345,452 | 13,749,359 | | General and administrative expenses | 9,690,940 | 7,929,819 | | **Loss from operations** | **(38,036,392)** | **(21,679,178)** | | **Net loss and comprehensive loss** | **(36,449,199)** | **(19,281,477)** | | Basic and diluted loss per share | (0.47) | (0.27) | [Consolidated Statements of Cash Flows](index=50&type=section&id=8.3%20Consolidated%20Statements%20of%20Cash%20Flows) For the fiscal year ended December 31, 2023, **net cash used in operating activities** was **$31.20 million**, with a **net increase in cash** of **$1.64 million** from financing activities Consolidated Statements of Cash Flows | | Year Ended Dec 31, 2023 ($) | Nine Months Ended Dec 31, 2022 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (31,197,716) | (18,415,624) | | Net cash used in investing activities | (1,759,911) | (1,296,528) | | Net cash provided by financing activities | 34,594,278 | 2,222,758 | | **Net change in cash and cash equivalents** | **1,636,651** | **(17,489,394)** | | Cash and cash equivalents, end of year | 25,548,373 | 23,911,722 | [Notes to the Consolidated Financial Statements](index=52&type=section&id=8.4%20Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes detail the company's **accounting policies, liquidity position**, and specifics of its financial accounts, including capital raised through **ATM** and **Orion investment** - Management believes the company's **cash balance** of **$25.5 million** as of Dec 31, 2023, and its ability to use the **ATM program** and scale down exploration, alleviate doubt about its ability to continue as a **going concern for the next 12 months**[295](index=295&type=chunk) - In FY 2023, the company raised net proceeds of approximately **$17.95 million** by issuing **6,470,564 shares** through its **ATM program**[341](index=341&type=chunk) - In October 2023, **Orion Mine Finance** purchased **6,666,667 shares** for gross proceeds of **$17 million**[342](index=342&type=chunk) - As of December 31, 2023, there were **4,201,910 stock options** and **7,603,093 warrants** outstanding[356](index=356&type=chunk)[358](index=358&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=71&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - **None**[376](index=376&type=chunk) [Controls and Procedures](index=71&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2023 - The CEO and CFO concluded that the Company's **disclosure controls and procedures** were **effective** as of December 31, 2023[377](index=377&type=chunk) - Management concluded that the company's **internal control over financial reporting** was **effective** as of December 31, 2023, based on the **COSO framework**[379](index=379&type=chunk) [Other Information](index=71&type=section&id=Item%209B.%20Other%20Information) The company reports no other information - **None**[382](index=382&type=chunk) [Disclosures Regarding Foreign Jurisdictions that Prevent Inspections](index=72&type=section&id=Item%209C.%20Disclosures%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) The company reports no disclosures regarding foreign jurisdictions that prevent inspections - **None**[383](index=383&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=72&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) The information required for this item will be **incorporated by reference** from the company's definitive proxy statement - Information is **incorporated by reference** from the upcoming proxy statement[385](index=385&type=chunk) [Executive Compensation](index=72&type=section&id=Item%2011.%20Executive%20Compensation) The information required for this item will be **incorporated by reference** from the company's definitive proxy statement - Information is **incorporated by reference** from the upcoming proxy statement[386](index=386&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=72&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) The information required for this item will be **incorporated by reference** from the company's definitive proxy statement - Information is **incorporated by reference** from the upcoming proxy statement[387](index=387&type=chunk) [Certain Relationships and Related Transactions and Director Independence](index=72&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%20and%20Director%20Independence) The information required for this item will be **incorporated by reference** from the company's definitive proxy statement - Information is **incorporated by reference** from the upcoming proxy statement[388](index=388&type=chunk) [Principal Accountant Fees and Services](index=72&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) The information required for this item will be **incorporated by reference** from the company's definitive proxy statement - Information is **incorporated by reference** from the upcoming proxy statement[389](index=389&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=72&type=section&id=Item%2015.%20Exhibit%20and%20Financial%20Statement%20Schedules) This section provides an index of all exhibits filed as part of the Form 10-K report, including corporate documents and agreements - This section contains the **index of exhibits** filed with the Form 10-K[390](index=390&type=chunk)[391](index=391&type=chunk) [Form 10-K Summary](index=72&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports no Form 10-K summary - **None**[390](index=390&type=chunk)

PART I - FINANCIAL INFORMATION This section presents the unaudited condensed consolidated interim financial statements and management's discussion and analysis for the company [Item 1. Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents Dakota Gold Corp.'s unaudited condensed consolidated interim financial statements, including balance sheets, operations, cash flows, and equity changes, with accompanying notes [Condensed Consolidated Interim Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Interim%20Balance%20Sheets) This section presents the company's financial position, detailing assets, liabilities, and stockholders' equity at specific interim dates Condensed Consolidated Interim Balance Sheets | Metric | September 30, 2023 | December 31, 2022 | | :-------------------------------- | :------------------- | :------------------ | | Cash and cash equivalents | $12,755,451 | $23,911,722 | | Total current assets | $13,423,909 | $24,637,991 | | Mineral rights and properties | $79,149,401 | $78,737,287 | | Total assets | $94,966,832 | $105,022,719 | | Total current liabilities | $2,203,061 | $2,514,863 | | Total liabilities | $2,788,517 | $3,846,981 | | Total stockholders' equity | $92,178,315 | $101,175,738 | - The company's cash and cash equivalents decreased by approximately **$11.16 million** from December 31, 2022, to September 30, 2023[10](index=10&type=chunk) - Total assets decreased by approximately **$10.06 million**, while total liabilities decreased by approximately **$1.06 million** over the nine-month period[10](index=10&type=chunk) [Condensed Consolidated Interim Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Operations) This section details the company's financial performance, including exploration expenses, general and administrative costs, and net loss for interim periods Condensed Consolidated Interim Statements of Operations (3 months ended Sep 30) | Metric (3 months ended Sep 30) | 2023 | 2022 | | :----------------------------- | :------------ | :------------ | | Exploration expenses | $6,944,976 | $4,677,900 | | General and administrative | $1,915,041 | $2,396,284 | | Loss from operations | $(8,860,017) | $(7,074,184) | | Net loss | $(8,542,662) | $(6,575,955) | | Basic and diluted loss per share | $(0.11) | $(0.09) | Condensed Consolidated Interim Statements of Operations (9 months ended Sep 30) | Metric (9 months ended Sep 30) | 2023 | 2022 | | :----------------------------- | :------------- | :------------- | | Exploration expenses | $21,381,844 | $9,666,629 | | General and administrative | $7,231,744 | $12,125,899 | | Loss from operations | $(28,613,588) | $(21,792,528) | | Net loss | $(27,631,453) | $(14,578,975) | | Basic and diluted loss per share | $(0.36) | $(0.16) | - For the three months ended September 30, 2023, exploration expenses increased by **48.4%** year-over-year, while general and administrative expenses decreased by **20.1%**, with net loss increasing by **29.9%** to **$8.54 million**[13](index=13&type=chunk) - For the nine months ended September 30, 2023, exploration expenses more than doubled, increasing by **121.2%** year-over-year, and the net loss increased by **89.5%** to **$27.63 million**[13](index=13&type=chunk) [Condensed Consolidated Interim Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Cash%20Flows) This section outlines the company's cash inflows and outflows from operating, investing, and financing activities for interim periods Condensed Consolidated Interim Statements of Cash Flows (9 months ended Sep 30) | Cash Flow Activity (9 months ended Sep 30) | 2023 | 2022 | | :----------------------------------------- | :------------- | :------------- | | Net cash used in operating activities | $(25,205,121) | $(15,096,060) | | Net cash used in investing activities | $(1,219,827) | $(3,645,428) | | Cash provided by financing activities | $15,268,677 | $19,503 | | Net change in cash and cash equivalents | $(11,156,271) | $(18,721,985) | | Cash and cash equivalents, end of period | $12,755,451 | $28,068,497 | - Cash used in operating activities increased significantly by **67%** for the nine months ended September 30, 2023, compared to the same period in 2022[16](index=16&type=chunk) - Cash provided by financing activities saw a substantial increase from **$19,503** in 2022 to **$15.27 million** in 2023, primarily driven by the ATM program[16](index=16&type=chunk) [Condensed Consolidated Interim Statements of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) This section details the changes in the company's stockholders' equity, reflecting net loss, capital raises, and stock-based compensation Condensed Consolidated Interim Statements of Changes in Stockholders' Equity (9 months ended Sep 30, 2023) | Metric (9 months ended Sep 30, 2023) | Amount ($) | | :----------------------------------- | :--------- | | Balance, December 31, 2022 | 101,175,738 | | Common stock issued for ATM program | 4,862,874 | | Stock-based compensation expense | 3,450,101 | | Net loss | (27,631,453) | | Balance, September 30, 2023 | 92,178,315 | - Total stockholders' equity decreased from **$101.18 million** at December 31, 2022, to **$92.18 million** at September 30, 2023, primarily due to net loss, partially offset by capital raised and stock-based compensation[17](index=17&type=chunk) [Note 1 - Organization and Nature of Business](index=9&type=section&id=Note%201%20-%20Organization%20and%20Nature%20of%20Business) This note describes Dakota Gold Corp.'s business focus on mineral property exploration and development, its corporate structure, and recent financial position - Dakota Gold Corp. focuses on the acquisition, exploration, and development of mineral properties in the United States[21](index=21&type=chunk) - The DTRC Merger was completed on March 31, 2022, resulting in Dakota Gold Corp. owning **100%** of Dakota Territory Resource Corp. (DTRC)[22](index=22&type=chunk)[29](index=29&type=chunk) - The company's fiscal year end changed from March 31 to December 31, effective January 1, 2023[31](index=31&type=chunk) - As of September 30, 2023, the company had a cash balance of approximately **$12.76 million** and working capital of **$11.22 million**, with an additional **$19.55 million** raised subsequently, including a **$17 million** investment from Orion Mine Finance[25](index=25&type=chunk)[27](index=27&type=chunk) [Note 2 - Summary of Accounting Policies](index=11&type=section&id=Note%202%20-%20Summary%20of%20Accounting%20Policies) This note outlines the key accounting principles and policies used in preparing the unaudited interim financial statements - The interim financial statements are prepared in accordance with U.S. GAAP and SEC rules for interim statements, and are unaudited[33](index=33&type=chunk) - The consolidated financial statements include the accounts of Dakota Gold Corp. and its **100%**-owned subsidiaries[35](index=35&type=chunk) [Note 3 - Mineral Rights and Properties](index=11&type=section&id=Note%203%20-%20Mineral%20Rights%20and%20Properties) This note describes the company's mineral properties, including the Black Hills Property, and its current status regarding gold reserve establishment - The Black Hills Property consists of **1,950** unpatented mining claims, the Homestake Option area, the Richmond Hill Option area, and additional lands, totaling **46,384 acres**[38](index=38&type=chunk) Carrying Cost of Mineral Properties | Metric | September 30, 2023 | December 31, 2022 | | :-------------------------- | :------------------- | :------------------ | | Carrying cost of mineral properties | $79,149,401 | $78,737,287 | - The company has not yet established proven or probable gold reserves under Subpart 1300 of Regulation S-K[38](index=38&type=chunk) [Note 4 - Property and Equipment](index=12&type=section&id=Note%204%20-%20Property%20and%20Equipment) This note details the company's property and equipment, including land, buildings, furniture, and depreciation expenses for interim periods Property and Equipment, Net | Category | September 30, 2023 | December 31, 2022 | | :-------------------------- | :------------------- | :------------------ | | Land | $418,884 | $70,000 | | Building | $1,087,089 | $768,338 | | Furniture and equipment | $799,300 | $754,969 | | Operating lease assets | $260,465 | - | | Less accumulated depreciation | $(563,866) | $(326,517) | | Property and equipment, net | $2,001,872 | $1,266,790 | - Net property and equipment increased by approximately **$735,000** from December 31, 2022, to September 30, 2023[41](index=41&type=chunk) Depreciation Expense | Depreciation Expense | 3 months ended Sep 30, 2023 | 3 months ended Sep 30, 2022 | | :------------------- | :-------------------------- | :-------------------------- | | Amount | $113,364 | $53,432 | | Depreciation Expense | 9 months ended Sep 30, 2023 | 9 months ended Sep 30, 2022 | | :------------------- | :-------------------------- | :-------------------------- | | Amount | $237,349 | $132,243 | [Note 5 - Accounts Payable and Accrued Liabilities](index=12&type=section&id=Note%205%20-%20Accounts%20Payable%20and%20Accrued%20Liabilities) This note provides a breakdown of the company's accounts payable and accrued liabilities at specific interim dates Accounts Payable and Accrued Liabilities | Category | September 30, 2023 | December 31, 2022 | | :-------------------------- | :------------------- | :------------------ | | Trade payables | $1,051,005 | $1,752,312 | | Accrued liabilities | $983,863 | $634,953 | | Other | $35,043 | $127,598 | | Total | $2,069,911 | $2,514,863 | - Total accounts payable and accrued liabilities decreased by approximately **$445,000** from December 31, 2022, to September 30, 2023[42](index=42&type=chunk) [Note 6 - Stockholders' Equity](index=13&type=section&id=Note%206%20-%20Stockholders'%20Equity) This note details changes in stockholders' equity, including authorized shares, capital raised through the ATM program, stock-based compensation, and outstanding warrants - The authorized shares of common stock were increased to **300,000,000** on May 18, 2023[45](index=45&type=chunk) - During the nine months ended September 30, 2023, the company raised approximately **$15.79 million** in gross proceeds by issuing **5,470,564** shares through its At-The-Market (ATM) program[46](index=46&type=chunk) Stock-based Compensation Expense | Stock-based Compensation Expense | 3 months ended Sep 30, 2023 | 3 months ended Sep 30, 2022 | | :------------------------------- | :-------------------------- | :-------------------------- | | Exploration | $162,042 | $188,816 | | General and administrative | $738,827 | $499,536 | | Total | $900,869 | $688,352 | | Stock-based Compensation Expense | 9 months ended Sep 30, 2023 | 9 months ended Sep 30, 2022 | | :------------------------------- | :-------------------------- | :-------------------------- | | Exploration | $572,886 | $1,039,628 | | General and administrative | $2,877,215 | $4,810,583 | | Total | $3,450,101 | $5,850,211 | - As of September 30, 2023, unrecognized compensation cost related to unvested stock options was **$783,284**, to be recognized over **1.39 years**[57](index=57&type=chunk) - As of September 30, 2023, unrecognized compensation cost related to unvested RSUs and PSUs was **$2,504,433**, to be recognized over **1.50 years**[61](index=61&type=chunk) - As of September 30, 2023, there were **7,603,093** warrants outstanding with an exercise price of **$2.08**, expiring on March 15, 2026[63](index=63&type=chunk) [Note 7 - Commitments and Contingencies](index=17&type=section&id=Note%207%20-%20Commitments%20and%20Contingencies) This note addresses potential legal actions and tax audits, stating no anticipated material adverse effect on the company's financial position - The company may be party to various legal actions and is subject to tax audits, but does not anticipate a material adverse effect on its financial position, results of operations, or liquidity from these matters[64](index=64&type=chunk) [Note 8 - Income Taxes](index=17&type=section&id=Note%208%20-%20Income%20Taxes) This note provides details on deferred income tax benefits and the company's effective tax rates for interim periods Deferred Income Tax Benefit | Income Tax Metric | 3 months ended Sep 30, 2023 | 3 months ended Sep 30, 2022 | | :---------------- | :-------------------------- | :-------------------------- | | Deferred income tax benefit | $(284,884) | $(1,218,724) | | Income Tax Metric | 9 months ended Sep 30, 2023 | 9 months ended Sep 30, 2022 | | :---------------- | :-------------------------- | :-------------------------- | | Deferred income tax benefit | $(873,977) | $(6,522,467) | - The effective tax rates for the three and nine months ended September 30, 2023, were **3.24%** and **3.07%**, respectively, which are less than the statutory rate due to the company not expecting to realize a benefit from a portion of incurred losses[65](index=65&type=chunk) [Note 9 - Subsequent Events](index=18&type=section&id=Note%209%20-%20Subsequent%20Events) This note discloses significant events occurring after September 30, 2023, including additional capital raises and a strategic investment - Subsequent to September 30, 2023, the company raised an additional **$2.55 million** in gross proceeds through its ATM program[66](index=66&type=chunk) - On October 20, 2023, the company completed the Orion Equity Investment, where Orion Mine Finance purchased **6,666,667** shares for **$17 million**, resulting in Orion owning approximately **7.78%** of the company's outstanding common stock[66](index=66&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and operational results, detailing exploration, liquidity, and performance for interim periods [Forward-Looking Statements](index=19&type=section&id=Forward-Looking%20Statements) This section highlights that the report contains forward-looking statements subject to various known and unknown risks and uncertainties inherent in mining and exploration - The report contains forward-looking statements regarding future operations, exploration plans, and financial expectations, which are subject to various known and unknown risks and uncertainties[69](index=69&type=chunk)[70](index=70&type=chunk)[71](index=71&type=chunk) - Key risks include the potential lack of defined mineral resources, need for additional financing, limited operating history, and the inherent dangers and market forces in mining and exploration[71](index=71&type=chunk) [Overview](index=20&type=section&id=Overview) This section outlines Dakota Gold Corp.'s strategic goal to create stockholder value through gold property acquisition, exploration, and development in the Homestake District - Dakota Gold Corp.'s goal is to create stockholder value through the acquisition, responsible exploration, and future development of high-caliber gold properties in the Homestake District of South Dakota[75](index=75&type=chunk) - The Homestake District has historically produced approximately **44.6 million ounces** of gold but is considered underexplored outside the main mine area[77](index=77&type=chunk) - The company's strategy involves expanding its portfolio of brownfield properties within the Homestake District, leveraging proprietary data, and new geophysical surveys[78](index=78&type=chunk) [Drill Programs and Results](index=21&type=section&id=Drill%20Programs%20and%20Results) This section summarizes the company's core drilling activities and significant gold discoveries across its projects during the nine months ended September 30, 2023 - The company completed **105,256 feet (31,896 meters)** of core drilling across three projects (Maitland, Richmond Hill, Cambrian Unconformity) during the nine months ended September 30, 2023[80](index=80&type=chunk) - Significant discoveries include the Unionville Zone (February 2023) and the JB Gold Zone at the Maitland Gold Project (May 2023, extended August 2023)[81](index=81&type=chunk)[82](index=82&type=chunk)[84](index=84&type=chunk) - Infill and validation drilling at Richmond Hill was completed, with final assays pending for preliminary metallurgical test work and a new geologic model for resource estimation[83](index=83&type=chunk)[85](index=85&type=chunk) [Planned Activities](index=22&type=section&id=Planned%20Activities) This section outlines the company's planned fiscal 2023 activities, focusing on infill drilling at Maitland and resource estimation at Richmond Hill, along with anticipated expenditures - Fiscal 2023 activities will focus on infill drilling at the Maitland project and completing the preliminary metallurgical program and model development for an S-K 1300 mineral resource estimate at Richmond Hill[87](index=87&type=chunk) - Anticipated expenditures for fiscal year 2023 are approximately **$35 million**, with about **$26 million** spent by September 30, 2023[89](index=89&type=chunk) [Liquidity and Capital Resources](index=22&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's financial liquidity, its reliance on common stock issuance for funding, and recent capital-raising activities - As an exploration-stage company, Dakota Gold Corp. does not generate revenues and relies on common stock issuance for financing operations and property acquisitions[91](index=91&type=chunk) Liquidity and Capital Resources | Metric | September 30, 2023 | | :----------------- | :------------------- | | Working capital | $11.22 million | | Accumulated deficit | $(33.85) million | - During the nine months ended September 30, 2023, the company raised approximately **$15.35 million** net from its ATM program, **$0.72 million** from stock option exercises, and **$0.02 million** from warrant exercises[93](index=93&type=chunk) - Subsequent to September 30, 2023, the company secured an additional **$2.55 million** from its ATM program and a **$17 million** Orion Equity Investment[94](index=94&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) This section provides a detailed analysis of the company's financial performance, including changes in exploration, general and administrative expenses, and cash flows for interim periods - For the three months ended September 30, 2023, exploration expenses increased to **$6.94 million** from **$4.68 million** in 2022, primarily due to higher drilling activity and increased assaying for resource definition[96](index=96&type=chunk) - General and administrative expenses decreased to **$1.92 million** from **$2.40 million** for the three months ended September 30, 2023, mainly due to reduced support costs, investor relations, and consulting expenses, partially offset by increased stock-based compensation and professional fees[97](index=97&type=chunk)[98](index=98&type=chunk) - For the nine months ended September 30, 2023, exploration expenses rose to **$21.38 million** from **$9.67 million** in 2022, driven by having four active drills for the entire period[102](index=102&type=chunk) - General and administrative expenses for the nine months decreased to **$7.23 million** from **$12.13 million** in 2022, primarily due to lower stock-based compensation, reduced support costs, consulting, investor relations, and professional fees[103](index=103&type=chunk) - Cash used in operating activities increased to **$25.21 million** for the nine months ended September 30, 2023, from **$15.10 million** in 2022, reflecting the consistent operation of four drill rigs throughout the period[106](index=106&type=chunk) - Cash used in investing activities decreased to **$1.22 million** for the nine months ended September 30, 2023, from **$3.65 million** in 2022, as the majority of planned strategic property acquisitions were completed by June 2022[107](index=107&type=chunk) - Cash flows from financing activities significantly increased to **$15.27 million** for the nine months ended September 30, 2023, from **$0.02 million** in 2022, primarily due to net proceeds from the ATM program and exercises of stock options and warrants[109](index=109&type=chunk) [Critical Accounting Estimates](index=25&type=section&id=Critical%20Accounting%20Estimates) This section identifies the critical accounting estimates, including the valuation of stock options and performance share units using specific pricing models - Critical accounting estimates include the valuation of options granted to directors and officers using the Black-Scholes option pricing model and the valuation of PSUs granted to officers using Monte Carlo simulation[110](index=110&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=25&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there are no applicable quantitative and qualitative disclosures about market risk for the company - The company has no applicable quantitative and qualitative disclosures about market risk[111](index=111&type=chunk) [Item 4. Controls and Procedures](index=25&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of the company's disclosure controls and procedures and reports no material changes to internal controls over financial reporting during the quarter [Disclosure Controls and Procedures](index=25&type=section&id=Disclosure%20Controls%20and%20Procedures) This section confirms that the CEO and CFO concluded the company's disclosure controls and procedures were effective as of September 30, 2023 - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of September 30, 2023[112](index=112&type=chunk) [Changes to Internal Controls and Procedures over Financial Reporting](index=25&type=section&id=Changes%20to%20Internal%20Controls%20and%20Procedures%20over%20Financial%20Reporting) This section reports that management found no material changes to internal control over financial reporting during the three months ended September 30, 2023 - Management, with CEO and CFO participation, concluded there were no material changes to internal control over financial reporting during the three months ended September 30, 2023[113](index=113&type=chunk) PART II - OTHER INFORMATION This section covers other required information, including legal proceedings, risk factors, equity sales, defaults, mine safety, and exhibits [Item 1. Legal Proceedings](index=26&type=section&id=Item%201.%20Legal%20Proceedings) This section states that there are no legal proceedings to report - There are no legal proceedings to report[115](index=115&type=chunk) [Item 1A. Risk Factors](index=26&type=section&id=Item%201A.%20Risk%20Factors) This section indicates no material changes to the risk factors previously disclosed in the company's Transition Report on Form 10-KT - There have been no material changes from the risk factors previously disclosed in the company's Transition Report on Form 10-KT for the nine months ended December 31, 2022[116](index=116&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=26&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section confirms that the company did not sell any unregistered equity securities during the nine months ended September 30, 2023 - During the nine months ended September 30, 2023, the company did not sell any equity securities that were not registered under the Securities Act of 1933[117](index=117&type=chunk) [Item 3. Defaults Upon Senior Securities](index=26&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section states that there are no defaults upon senior securities to report - This item is not applicable[118](index=118&type=chunk) [Item 4. Mine Safety Disclosure](index=26&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) This section clarifies that the company's exploration properties were not subject to Federal Mine Safety and Health Administration regulation during the reporting period - During the three months ended September 30, 2023, the company's exploration properties were not subject to regulation by the Federal Mine Safety and Health Administration[119](index=119&type=chunk) [Item 5. Other Information](index=26&type=section&id=Item%205.%20Other%20Information) This section indicates that there is no other information to report - There is no other information to report[120](index=120&type=chunk) [Item 6. Exhibits](index=27&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including articles of incorporation, certifications, and XBRL documents - The exhibits include Articles of Incorporation, various certifications (CEO, CFO), and Inline XBRL documents[121](index=121&type=chunk) [Signatures](index=27&type=section&id=Signatures) This section contains the signatures of the Chief Executive Officer and Chief Financial Officer, certifying the report - The report is signed by Jonathan Awde, Chief Executive Officer, and Shawn Campbell, Chief Financial Officer, on November 13, 2023[124](index=124&type=chunk)

FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________to ___________ 106 Glendale Drive, Suite A, Lead, SD 57754 (Address of principal executive offices) (Zip Code) (605) 717-2540 (Registrant's telephone number, inc ...

Part I [Financial Statements (unaudited)](index=4&type=section&id=Item%201%20Financial%20Statements%20(unaudited)) Dakota Gold Corp. reported a net loss of $9.3 million for Q1 2023, significantly higher than the $2.2 million loss in the prior year, primarily due to increased exploration expenses [Condensed Consolidated Interim Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Interim%20Balance%20Sheets) Total assets decreased to $101.6 million from $105.0 million, primarily due to a reduction in cash and cash equivalents, while stockholders' equity also declined Condensed Consolidated Interim Balance Sheets Highlights | Balance Sheet Highlights | March 31, 2023 ($) | December 31, 2022 ($) | | :--- | :--- | :--- | | Cash and cash equivalents | 20,273,152 | 23,911,722 | | Total current assets | 21,241,782 | 24,637,991 | | Mineral rights and properties | 78,757,287 | 78,737,287 | | Total assets | 101,598,146 | 105,022,719 | | Total liabilities | 3,540,074 | 3,846,981 | | Total stockholders' equity | 98,058,072 | 101,175,738 | [Condensed Consolidated Interim Statement of Comprehensive Loss](index=5&type=section&id=Condensed%20Consolidated%20Interim%20Statement%20of%20Comprehensive%20Loss) Net loss for Q1 2023 was $9.3 million, a significant increase from a $1.3 million net income in Q1 2022, driven by higher exploration expenses Condensed Consolidated Interim Statement of Comprehensive Loss Highlights | Income Statement Highlights (Three months ended March 31) | 2023 ($) | 2022 ($) | | :--- | :--- | :--- | | Exploration expenses | 6,837,759 | 1,217,212 | | General and administrative expenses | 2,737,421 | 6,420,954 | | Loss from operations | (9,575,180) | (7,638,166) | | Net loss and comprehensive loss | (9,266,031) | (2,194,295) | | Net income (loss) attributable to Dakota Gold Corp. | (9,266,031) | 1,259,605 | | Basic and diluted profit (loss) per share | (0.13) | 0.04 | [Condensed Consolidated Interim Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Cash%20Flows) Net cash used in operating activities significantly increased to $8.5 million, with financing activities providing $4.9 million, resulting in a net cash decrease Condensed Consolidated Interim Statements of Cash Flows Summary | Cash Flow Summary (Three months ended March 31) | 2023 ($) | 2022 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (8,461,825) | (2,760,928) | | Cash used in investing activities | (72,022) | (2,628,438) | | Cash provided by financing activities | 4,895,277 | 0 | | Net change in cash and cash equivalents | (3,638,570) | (5,389,366) | | Cash and cash equivalents, end of period | 20,273,152 | 41,401,116 | [Notes to the Condensed Consolidated Interim Financial Statements](index=8&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) Notes clarify the company's exploration-stage status, management's going concern confidence, mineral property valuation, and financing details - Management believes its cash balance of approximately **$20.3 million** at March 31, 2023, and its ability to utilize its ATM program alleviate doubt about the company's ability to continue as a going concern[21](index=21&type=chunk) - The carrying cost of the Company's mineral properties, aggregated as the Black Hills Property, totaled **$78,757,287** as of March 31, 2023[30](index=30&type=chunk)[32](index=32&type=chunk) - During Q1 2023, the company raised gross proceeds of approximately **$5 million** by issuing **1,886,800 shares** of common stock through its ATM program[39](index=39&type=chunk) - Total stock-based compensation expense for Q1 2023 was **$1,292,734**, comprising **$647,649** for stock options and **$645,085** for RSUs and PSUs[15](index=15&type=chunk)[45](index=45&type=chunk)[57](index=57&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discussed increased exploration activities and new discoveries, with planned $30 million expenditures for 2023, contributing to a higher net loss [Overview and Strategy](index=19&type=section&id=Overview%20and%20Strategy) The company's strategy focuses on acquiring and exploring gold properties in South Dakota's Homestake District, aiming to build a dominant land position - The company's goal is to create stockholder value through acquisition, exploration, and development of gold properties in the Homestake District of South Dakota, leveraging its team's extensive experience in the region[75](index=75&type=chunk) - Dakota Gold has built a dominant land position covering **45,752 acres** in the Homestake District, believing the area outside the historic mine is underexplored[31](index=31&type=chunk)[77](index=77&type=chunk)[78](index=78&type=chunk) [Drill Programs and Planned Activities](index=20&type=section&id=Drill%20Programs%20and%20Planned%20Activities) The company operated four drill rigs, completing **77,994 feet** of drilling in Q1 2023, leading to new discoveries and planning **$30 million** in expenditures - In Q1 2023, the company operated four drill rigs and completed **77,994 feet (23,773 meters)** of core drilling across its Maitland, Richmond Hill, and Cambrian Unconformity projects[80](index=80&type=chunk) - Significant discoveries were announced, including the Unionville Zone and the JB Gold Zone, the latter of which showed mineralization style similar to the historic Homestake Mine[81](index=81&type=chunk)[82](index=82&type=chunk) - The company anticipates expenditures of approximately **$30 million** for the calendar year 2023, which will require raising additional capital, but can scale down the program if funding is not secured[85](index=85&type=chunk) [Liquidity and Capital Resources](index=21&type=section&id=Liquidity%20and%20Capital%20Resources) As an exploration-stage company, Dakota Gold relies on equity financing, holding **$18.8 million** in working capital and raising **$4.9 million** from its ATM program - As of March 31, 2023, the company had working capital of approximately **$18.8 million**[88](index=88&type=chunk) - In Q1 2023, the company raised approximately **$4.9 million** in net proceeds from its ATM program, along with an additional **$30,757** from the exercise of stock options and warrants[89](index=89&type=chunk) [Results of Operations](index=21&type=section&id=Results%20of%20Operations) Loss from operations increased to **$9.6 million** in Q1 2023 due to higher exploration expenses, while general and administrative expenses decreased to **$2.7 million** - Exploration expenses increased from **$1.2 million** in Q1 2022 to **$6.8 million** in Q1 2023, primarily due to an increase in drilling activity from one to four operating drills[93](index=93&type=chunk) - General and administrative expenses decreased from **$6.42 million** in Q1 2022 to **$2.74 million** in Q1 2023, mainly due to lower stock-based compensation and reduced professional and consulting fees[95](index=95&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=23&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable to the company for the reporting period - Not applicable[102](index=102&type=chunk) [Controls and Procedures](index=23&type=section&id=Item%204%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2023, with no material changes in internal control over financial reporting - The CEO and CFO concluded that as of March 31, 2023, the Company's disclosure controls and procedures were effective[103](index=103&type=chunk) - There were no changes in internal control over financial reporting during the three months ended March 31, 2023, that have materially affected, or are reasonably likely to materially affect, the Company's internal controls[105](index=105&type=chunk) Part II [Legal Proceedings](index=24&type=section&id=Item%201%20Legal%20Proceedings) The company reported that there were no legal proceedings during the period - None[107](index=107&type=chunk) [Risk Factors](index=24&type=section&id=Item%201A%20Risk%20Factors) There have been no material changes from the risk factors previously disclosed in the company's Transition Report on Form 10-KT - No material changes from the risk factors previously disclosed in the Company's Transition Report on Form 10-KT[108](index=108&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=24&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not sell any equity securities that were not registered under the Securities Act of 1933 during the three months ended March 31, 2023 - The company did not have any unregistered sales of equity securities in Q1 2023[109](index=109&type=chunk) [Defaults Upon Senior Securities](index=24&type=section&id=Item%203%20Defaults%20Upon%20Senior%20Securities) This section is not applicable - Not applicable[110](index=110&type=chunk) [Mine Safety Disclosure](index=24&type=section&id=Item%204%20Mine%20Safety%20Disclosure) For the three months ended March 31, 2023, the company's exploration properties were not subject to regulation by the Federal Mine Safety and Health Administration - The Company's exploration properties were not subject to regulation by the Federal Mine Safety and Health Administration during the quarter[111](index=111&type=chunk) [Other Information](index=24&type=section&id=Item%205%20Other%20Information) There was no other information to report for the period - None[112](index=112&type=chunk) [Exhibits](index=25&type=section&id=Item%206%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including certifications by the CEO and CFO and XBRL data files

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________to ___________ Commission file number 000-41349 Dakota Gold Corp. (Exact Name of Registrant as Specified in its charter) Nevada 85-3475290 (State or other j ...

Financial Performance - Net loss for the three months ended June 30, 2022, was $5,808,725, compared to a net loss of $12,842,724 for the same period in 2021, representing a 54.8% improvement[16] - Basic and diluted loss per share improved to $(0.08) from $(0.17) year-over-year[16] - For the three months ended June 30, 2022, the net loss attributable to owners of the Company was $5,808,725, a decrease from a net loss of $8,294,677 for the same period in 2021, representing a 30% improvement[16] - The total operating expenses for the three months ended June 30, 2022, were $7,080,178, down from $12,912,389 in the prior year, indicating a reduction of approximately 45%[16] - The total other income for the three months ended June 30, 2022, was $52,729, compared to an expense of $105,315 in the same period of 2021, indicating a significant turnaround[16] - The Company reported a deferred tax benefit of $1,218,724 for the three months ended June 30, 2022, compared to $174,980 in the same period of 2021, marking a substantial increase[16] Assets and Liabilities - Total current assets decreased from $41,872,612 to $36,677,980, a decline of approximately 12.5%[10] - Total stockholders' equity decreased from $113,834,405 to $109,960,197, a decline of about 3.8%[11] - Total liabilities decreased from $6,250,177 to $5,042,258, a reduction of approximately 19.3%[12] - Total assets decreased from $120,084,582 to $115,002,455, a decline of approximately 4.2%[10] - Cash and cash equivalents at the end of the period were $35,042,049, down from $41,401,116, a decrease of approximately 15.4%[19] - The total current liabilities as of June 30, 2022, were $2,547,959, compared to $2,537,154 as of March 31, 2022[12] Exploration and Investment - Exploration expenses increased to $3,771,517 from $2,183,641, reflecting a 72.8% rise year-over-year[16] - The carrying cost of the company's mineral properties was $77,000,841 as of June 30, 2022, slightly up from $76,962,958 as of March 31, 2022[33] - The Company completed the purchase of the Maitland Gold Property for a total consideration of $4.82 million, including $3.5 million in cash and 750,000 shares valued at $1.76 each[29] - The Company made a cash payment of $1.3 million and issued 1 million shares valued at $4,850,000 to acquire surface rights and facilities in the Homestake District[30] - The Company holds a total of 43,971 acres of surface and mineral lease rights across eleven brownfield project areas in the Homestake District[32] - The Company has not established proven or probable mineral reserves under Regulation S-K Subpart 1300 as of June 30, 2022[32] Stock and Compensation - The weighted average number of basic and diluted shares outstanding increased to 70,958,194 from 49,064,261, an increase of about 44.5%[16] - The Company recognized stock-based compensation related to the vesting of RSUs totaling $1,068,173 for the three months ended June 30, 2022, with $903,544 allocated to administrative expenses[53] - The Company recognized stock-based compensation related to the vesting of stock options totaling $854,344 for the three months ended June 30, 2022[46] - The unrecognized compensation cost related to unvested options as of June 30, 2022, was $1,626,055, which will be expensed through December 2023[51] - As of June 30, 2022, there were 7,615,718 warrants outstanding, all with an exercise price of $2.08, expiring on March 15, 2026[52] - The Company issued 800,000 shares of common stock for restricted stock units during the three months ended June 30, 2022[22] Mergers and Acquisitions - Dakota Gold Corp. completed the DTRC Merger on March 31, 2022, acquiring the remaining shares of Dakota Territory Resource Corp. for an equal number of shares[24] - The DTRC Merger was completed on March 31, 2022, resulting in Dakota Gold owning approximately 51% of the combined entity, enhancing its market position[24]

Exploration and Development - Dakota Gold Corp. reported a significant increase in exploration expenditures, totaling $5 million for the year, representing a 25% increase compared to the previous year[14]. - The company anticipates a 15% increase in mineral reserves at its Black Hills Property following ongoing drilling programs[15]. - Dakota Gold Corp. plans to expand its operations in the Homestake District, with an estimated budget of $10 million allocated for future exploration activities[14]. - The company successfully raised $3 million in capital to support its exploration plans, reflecting strong investor confidence[15]. - Dakota Gold Corp. is in the process of obtaining necessary permits for future drill programs, which is expected to enhance operational efficiency[15]. - The company reported a 20% increase in the average grade of ore from its recent drilling results, indicating improved mineral quality[14]. - Dakota Gold Corp. expects to achieve a production target of 50,000 ounces of gold in the upcoming fiscal year, a 30% increase from the previous year[15]. - The company is exploring potential acquisition opportunities to enhance its asset portfolio and market position[15]. - The company aims to introduce new technologies in its mining operations to increase efficiency and reduce costs by 10% over the next year[14]. Risks and Challenges - The company faces risks associated with a lack of defined resources that are not SEC S-K 1300 compliant reserves[16]. - The company has a history of losses and requires additional financing to develop a producing mine[16]. - The exploration activities may not be commercially successful, impacting the company's financial condition[16]. - The company is subject to fluctuations in commodity prices, which can affect its operations[16]. - There are risks related to governmental and environmental regulations that may impact future operations[16]. - The company has identified potential risks associated with the COVID-19 pandemic and cybersecurity threats[16]. - The company is dependent on key personnel, which poses risks related to its ability to manage growth[16]. - The company has a limited operating history, which adds uncertainty to its future performance[16]. - The company may face challenges in attracting and retaining qualified personnel[16]. Forward-Looking Statements - The company cautions that actual results may vary materially from forward-looking statements due to various risks and uncertainties[17]. - The company anticipates future results and developments based on forecasts and management assumptions[14]. - Forward-looking statements include expectations regarding the exploration program at the Black Hills Property in South Dakota[15]. - The company acknowledges risks associated with fluctuations in commodity prices affecting its financial condition[16]. - There are uncertainties regarding the success of obtaining necessary permits for future drill programs[15]. - The exploration activities are currently in the exploration stage, which presents inherent risks[16]. - The company is subject to various regulatory and environmental risks that could impact operations[16]. - There is a potential need for additional financing to develop a producing mine if warranted[16]. - The company warns against placing undue reliance on forward-looking statements due to inherent uncertainties[17]. - The company disclaims any obligation to revise forward-looking statements after their date[17].