SCHEDULE: Rise Gold Insider Boosts Stake, Seeks Influence

Daniel Oliver Jr. and Myrmikan entities increase their beneficial ownership in Rise Gold Corp. to 13.6% through a private offering, aiming to influence company policies.

Summary

• Daniel Oliver Jr. and affiliated entities (Myrmikan Gold Fund, LLC and Myrmikan Capital, LLC) filed an Amendment No. 5 to Schedule 13D, updating their beneficial ownership in Rise Gold Corp.
• On October 24, 2025, Myrmikan Capital, LLC, on behalf of Myrmikan Gold Fund, LLC, purchased 1,000,000 units from Rise Gold Corp. in a private offering.
• Each unit was priced at $0.25 and comprised one share of common stock and one common stock purchase warrant.
• Each warrant is exercisable to buy an additional share at an exercise price of $0.45 for a term of three years.
• Daniel Oliver Jr. now beneficially owns a total of 16,442,914 shares of Rise Gold Corp. common stock, representing 13.6% of the class.
• Myrmikan Capital, LLC beneficially owns 14,663,191 shares, constituting 12.2% of the class.
• The percentage of class is calculated based on 120,370,467 shares outstanding as of October 28, 2025.
• The acquisition was made for investment purposes, with Mr. Oliver intending to influence the Issuer's policies to maximize stock value.
• Warrant standstill agreements were amended on October 24, 2025, meaning the reporting persons currently do not beneficially own shares underlying these warrants for Section 13(d) purposes.

Sentiment

Score: 7

Explanation: The significant increase in beneficial ownership by a director and affiliated entities, coupled with the stated intent to maximize shareholder value, provides a positive signal. However, the warrant standstill agreement and the potential for future stock sales introduce some uncertainty.

Positives

• A significant insider, Daniel Oliver Jr. (a director), and affiliated investment entities increased their stake in Rise Gold Corp., signaling confidence in the company's future.
• The private offering provided capital to Rise Gold Corp. at a purchase price of $0.25 per unit.
• The acquisition was explicitly for investment purposes, with a stated goal to maximize the value of the Issuer's common stock.

Negatives

• Warrant standstill agreements prevent the immediate exercise of outstanding warrants, limiting potential immediate capital infusion from warrant exercises for the Issuer.
• The purchase price of $0.25 per unit in the private offering may represent a discount to the market price, potentially diluting existing shareholders.

Risks

• The reporting persons may purchase or sell common stock from time to time in private or public transactions, which could introduce volatility to the stock price.
• Daniel Oliver Jr. intends to seek to influence the policies of the Issuer, which could lead to strategic shifts or potential changes to the board of directors.

Future Outlook

Daniel Oliver Jr. intends to continue seeking to influence the policies of Rise Gold Corp. with the goal of maximizing the value of the common stock. He may also participate in making changes to the board of directors in connection with the normal nominating process. The reporting persons may buy or sell common stock from time to time depending on economic considerations.

Management Comments

• Mr. Oliver intends to continue to seek to influence the policies of the Issuer with a goal of maximizing the value of the Issuer's common stock.

Industry Context

This filing indicates an active investor taking a significant stake and expressing intent to influence company direction, which is common in sectors like junior mining or exploration where capital raises and strategic shifts are frequent. Such actions can sometimes precede efforts to unlock value or address perceived underperformance.

Comparison to Industry Standards

• NA

Corporate Governance

Legal Proceedings

• NA

Related Party Transactions

• Daniel Oliver Jr. serves as a member of Rise Gold Corp.'s Board of Directors.
• Myrmikan Capital, LLC, managed by Daniel Oliver Jr., purchased 1,000,000 units from Rise Gold Corp. in a private offering.
• Warrant standstill agreements were entered into and amended between Daniel Oliver Jr./Myrmikan Gold Fund, LLC and Rise Gold Corp.

Stakeholder Impact

• Shareholders: Increased insider ownership may signal confidence. Potential for future influence on company policies by a significant shareholder. Potential for future stock purchases or sales by reporting persons could affect stock price.
• Company (Rise Gold Corp.): Received capital from the private offering. Subject to potential influence on policies and board composition by a major shareholder.

Next Steps

• Daniel Oliver Jr. may participate in making changes to the present board of directors in connection with the normal nominating process.
• The reporting persons may purchase or sell common stock from time to time.
• Warrant standstill agreements can be terminated upon 61 days' written notice to the Issuer.

Key Dates

Recommendation

Daniel Oliver Jr., a director, and his affiliated entities have significantly increased their stake in Rise Gold Corp. through a private offering, demonstrating confidence. The stated intent to influence policies to maximize shareholder value is a positive signal. However, the filing primarily details ownership changes and intent rather than operational performance. The warrant standstill agreement also limits immediate upside from warrant exercises. Investors should hold, monitoring for further strategic developments or operational updates from Rise Gold Corp. and the actions of this significant shareholder.

Keywords

Rise Gold Corp, Schedule 13D, Beneficial Ownership, Private Offering, Common Stock, Warrants, Daniel Oliver Jr., Myrmikan Gold Fund, Myrmikan Capital, Insider Buying, Investment Management, Corporate Governance, Shareholder Activism