Stockholders' Equity [Text Block] | Note 5 - Stockholders' Equity Common Stock The holders of common stock are entitled to one vote per share with respect to all matters required by law to be submitted to stockholders. The holders of common stock have the sole right to vote. The common stock does not have any cumulative voting, pre-emptive, subscription or conversion rights. Election of directors requires the affirmative vote of a plurality of common stock represented at a meeting, and other general stockholder action (other than an amendment to our Articles of Incorporation) requires the affirmative vote of the majority of shares represented at a meeting in which a quorum is represented. The outstanding shares of common stock are validly issued, fully paid and non-assessable. In connection with the domestication process on May 22, 2020, the Company changed its share capital structure from unlimited authorized shares of common stock without par value to 144,302,330 authorized shares of common stock, with a par value of $0.001 per share. Share Issuances during the three months ended June 30, 2022 During the three months ended June 30, 2022, the Company issued (i) 37,500 shares of common stock pursuant to an exercise of stock options for proceeds of $12,000, (ii) 306,749 shares of common stock valued at $1,500,000 (included in additional paid-in capital as at March 31, 2022), for investment in mineral properties and (iii) 800,000 shares of common stock (see "Restricted Stock Units" below) to employees of the Company for the settlement of restricted stock units which vested on June 4, 2022. An additional 350,000 restricted stock units vested on the same date but were not settled as at June 30, 2022. Share Issuances during the three months ended June 30, 2021 During the year ended June 30, 2021, the Company issued 505,050 units at a weighted average price of $1.39 per unit for proceeds of $700,000 through various private placements. Each unit consists of one share of the Company's common stock (505,050 total shares of common stock) and one-half warrant (252,525 total warrants). Each whole warrant entitles the holder thereof to purchase, upon exercise, one share of the Company's common stock for $2.08 per share for a period expiring on March 15, 2026. In connection with the private placements, the Company incurred aggregate expenses of $381,428. DTRC Share Issuances during the three months ended June 30, 2021 On June 23, 2021, DTRC issued 2,311,000 shares of common stock at a price of $4.50 per share of common stock, for gross proceeds of $10,399,500 in connection with the initial tranche of a non-brokered private placement ("Private Placement"). As of June 30, 2021, DTRC had received $6,496,034 in connection with the second tranche of the Private Placement. The related 1,443,563 shares of common stock were in July 2021. During the three months ended June 30, 2021, DTRC also issued (i) 224,005 shares of DTRC common stock valued at $1,119,46 for investment in mineral properties, (ii) 45,563 shares of DTRC common stock valued at $223,259 for a settlement of debt, and (iii) 1,450,000 shares of DTRC common stock valued at $7,177,500 as bonus shares to directors, employees and consultants to DTRC. For the three months ending June 30, 2021, the share-based compensation expense for the bonus shares was allocated $1,361,250 to exploration costs and $5,816,250 to general and administrative expense Stock Options Issued by DTRC Pursuant to the DTRC Merger on March 31, 2022, the Company cancelled DTRCs outstanding stock options and replaced them with options of Dakota Gold Corp. ("DGC") under the "2022 Stock Incentive Plan" with the same terms and provisions. The 2022 Stock Incentive Plan had a total of 6,250,000 common stock purchase options available to award to the Company's directors, executive officers and consultants. As of June 30, 2022, a total of 6,250,000 shares of the Company's common stock remained available for future grants under the 2022 Stock Incentive Plan. Outstanding stock options under the 2022 Stock Incentive Plan have a term of five years. Outstanding stock options granted to third-party service providers generally vest over a period of up to two years. During the three months ended June 30, 2022, the Company did not issue stock options and during the three months ended June 30, 2021, DTRC granted a total of 2,071,250 stock options with a weighted average exercise price of $4.76, exercisable for up to five years. The Company recognized stock-based compensation related to the vesting of stock options totaling $854,344 for the three months ended June 30, 2022, of which $172,438 was allocated to exploration costs and $681,906 and allocated to administrative expenses. For the three months ended June 30, 2021 DTRC recognized stock-based compensation related to the vesting of stock options totaling $3,056,515, of which $501,890 was allocated to exploration costs and $2,554,625 and allocated to administrative expenses. During the three months ended June 30, 2021, DTRC estimated the fair value of each stock option granted to have a weighted average grant date fair value of $3.39 per share using a Black Scholes valuation model. The weighted- average assumptions used to calculate the grant date fair value were as follows: risk-free interest rate ranging from 0.95%, estimated volatility of 90%, dividend yield of 0%, and expected life of 5.0 years. The stock-based compensation expense related to the options has been recognized in the consolidated financial statements since the grant date and the fair value determined at the initial grant date using Black-Scholes will continue to be amortized over the vesting period. The fair value was determined at the grant date based on the market value of the underlying securities. A summary of the Company's stock option activity and related information for the period ended June 30, 2022 is as follows: Number Weighted Average Exercise Price Weighted Average Remaining Contractual Life (In Years) Aggregate Intrinsic Value Outstanding as of March 31, 2022 3,349,375 $ 4.06 4.12 - Options exercised (37,500 ) 0.32 Outstanding as of June 30, 2022 3,311,875 4.10 3.89 $ 1,141,438 Options exercisable as of March 31, 2022 2,293,333 $ 3.80 3.84 $ 1,141,438 As of June 30, 2022, the unrecognized compensation cost related to unvested options was $1,626,055, which will be expensed through December 2023. Warrants As of June 30, 2022, there were 7,615,718 warrants outstanding, all with an exercise price of $2.08 and expiring on March 15, 2026. Restricted Stock Units ("RSU") The Company recognized stock-based compensation related to the vesting of RSUs totaling $1,068,173 for the three months ended June 30, 2022, of which $164,629 was allocated to exploration costs and $903,544 allocated to administrative expenses. Allocations are based upon the primary activities of the grantees. For the three months ended June 30, 2021 DTRC recognized stock-based compensation related to the vesting of RSUs totaling $370,233, all of which was allocated to administrative expenses. As of June 30, 2022, there was no unrecognized compensation cost related to unvested RSUs. On June 4, 2022, all 1,150,000 RSUs vested and on June 6, 2022, 800,000 RSUs which were settled by the issuance of shares of common stock. As at June 30, 2022, 350,000 vested RSUs have not been settled. Bonus Shares of Common Stock Issued by DTRC during the three months ended June 30, 2021 During the three months ended June 30, 2021, DTRC issued 1,450,000 shares of common stock valued at $7,177,500 as bonus shares to directors, employees and consultants of DTRC, with the stock-based compensation expense for the bonus shares being allocated as $1,237,500 to exploration costs and $5,940,000 to general and administrative expenses. |