Sec Form 3 Filing - McCarthy Christina Melissa @ i-80 Gold Corp. - 2025-01-01

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
McCarthy Christina Melissa
2. Issuer Name and Ticker or Trading Symbol
i-80 Gold Corp. [ IAUX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O I-80 GOLD CORP., 5190 NEIL ROAD, SUITE 460
3. Date of Earliest Transaction (MM/DD/YY)
01/01/2025
(Street)
RENO, NV89820
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Shares 340,720 D
Common Shares 195,500 ( 1 ) I by 2725487 Ontario Ltd.
Common Shares 6,508 ( 1 ) I by Global Exploration and Mining Inc.
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Stock Options (Right to Buy) $ 0.47 ( 3 ) ( 2 ) 04/26/2026 Common Shares 51,000 D
Stock Options (Right to Buy) $ 1.21 ( 4 ) ( 2 ) 05/26/2026 Common Shares 34,000 D
Stock Options (Right to Buy) $ 2.47 ( 5 ) ( 2 ) 04/20/2027 Common Shares 68,000 D
Stock Options (Right to Buy) $ 1.19 ( 6 ) ( 2 ) 10/04/2027 Common Shares 187,000 D
Stock Options (Right to Buy) $ 1.77 ( 7 ) ( 2 ) 02/02/2028 Common Shares 170,000 D
Deferred Share Units ( 8 ) $ 0 ( 9 ) ( 10 ) Common Shares 59,787 D
Deferred Share Units ( 8 ) $ 0 ( 11 ) ( 10 ) Common Shares 37,302 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McCarthy Christina Melissa
C/O I-80 GOLD CORP.
5190 NEIL ROAD, SUITE 460
RENO, NV89820
X
Signatures
Christina McCarthy 12/30/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 2 )Stock options are fully vested.
( 3 )Converted from the exercise price of C$0.59 at C$1.00=US$0.7985.
( 4 )Converted from the exercise price of C$1.47 at C$1.00=US$0.8258.
( 5 )Converted from the exercise price of C$3.09 at C$1.00=US$0.7999.
( 6 )Converted from the exercise price of C$1.62 at C$1.00=US$0.7367.
( 7 )Converted from the exercise price of C$2.38 at C$1.00=US$0.7448.
( 8 )Each Deferred Share Unit ("DSU") is the economic equivalent of one of the Issuer's common shares. The underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until the separation of the reporting person as a director of the Issuer.
( 9 )The DSUs vested immediately upon issuance.
( 10 )The DSUs do not expire.
( 11 )The DSUs were granted on February 22, 2024 and vest as follows: one-third on September 1, 2024, one-third on September 1, 2025, and one-third on February 1, 2026.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.