U.S. Gold Corp. 2026 年度股东大会选举新董事并确认审计机构

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 13, 2026

U.S. GOLD CORP.

(Exact name of registrant as specified in its charter)

Nevada		001-08266		22-1831409
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1910 E. Idaho Street, Suite 102-Box 604, Elko, NV 89801

(Address of principal executive offices) (Zip Code)

(800) 557-4550

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 Par Value		USAU		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging 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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Stockholders of U.S. Gold Corp. (the “Company”) held virtually on October 13, 2026 (the “Annual Meeting”), the stockholders of the Company: (i) elected each of the persons listed below under Proposal 1 to serve as a director of the Company until the next Annual Meeting of Stockholders or until their successors are duly elected and qualified and (ii) ratified the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accountant for the fiscal year ending April 30, 2027.

The final results for the votes regarding the proposals are as follows:

Proposal 1: Election of Directors

The following directors were elected with the following votes to serve until the next Annual Meeting of Stockholders or until their successors are duly elected and qualified:

Nominee	For	Withheld	Broker Non-Votes
Luke Norman	4,306,785	1,497,794	5,208,881
George Bee	5,723,501	81,078	5,208,881
Johanna Fipke	5,461,456	343,123	5,208,881
Robert W. Schafer	5,626,857	177,722	5,208,881
Michael Waldkirch	4,893,503	911,076	5,208,881

Proposal 2: Ratification of Appointment of CBIZ CPAs P.C.

The appointment of CBIZ CPAs P.C. as the Company’s independent registered public accountant for the fiscal year ending April 30, 2027 was approved with the following votes:

For		Against		Abstain
10,802,786		30,639		180,035

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	U.S. GOLD CORP.
	(Registrant)

	/s/ Eric Alexander
	Eric Alexander
	Chief Financial Officer

Date: October 15, 2026