Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4 
   

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Goldman Rachel Louise (Last) (First) (Middle) 665 ANDERSON STREET (Street) WINNEMUCCA NV 89445 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Paramount Gold Nevada Corp. [ PZG ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer
	3. Date of Earliest Transaction (Month/Day/Year) 01/26/2024
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
RSU	(1)	01/26/2024		A		88,750		(2)	(3)	Common Stock	88,750	$0.00	338,750	D
RSU	(1)	01/26/2024		A		88,750		(4)	(5)	Common Stock	88,750	$0.00	427,500	D
RSU	(1)	01/26/2024		A		88,750		(6)	(7)	Common Stock	88,750	$0.00	516,250	D
RSU	(1)	01/26/2024		A		88,750		(8)	(9)	Common Stock	88,750	$0.00	605,000	D

Explanation of Responses:

1. Each restricted stock unit is equivalent to one share of the Company's common stock.

2. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and vest provided the Company's share price outperforms the average share price performance of the 13 identified peer group companies by 10% over the 12-month period from date of RSU grant.

3. The restricted stock units will vest and be delivered to the reporting person upon the Company's share price outperforming the average share price performance of the 13 identified peer group companies by 10% over the 12-month period from date of RSU grant.

4. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and will vest upon the Company's share price outperforming the average share price of the 13 peer group companies over the second year from the date of the RSU grant.

5. The restricted stock units will vest and be delivered to the reporting person upon the Company's share price outperforming the average share price of the 13 peer group companies over the second year from the date of the RSU grant.

6. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and will vest delivery of the draft Consolidated Permit Package from DOGAMI for Grassy Mountain.

7. The restricted stock units will vest and be delivered to the reporting person upon the delivery of the draft Consolidated Permit Package from DOGAMI for Grassy Mountain project.

8. The restricted stock units were granted under the 2016 Stock Incentive and Equity Compensation Plan and will vest four years from the date of grant.

9. The restricted stock units will vest and be delivered to the reporting person four years from date of grant.

	Rachel Goldman	01/31/2024
	** Signature of Reporting Person	Date
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.

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