Gold Royalty Corp 6-K, filed Dec 12, 2025
Gold Royalty Corp. (GROY)
About this 6-K
Gold Royalty Corp filed this 6-K on December 12, 2025.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of December 2025
Commission File Number 001-40099
GOLD ROYALTY CORP.
(Registrant’s name)
1188 West Georgia Street, Suite 1830
Vancouver, BC V6E 4A2
(604) 396-3066
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
| Form 20-F ☒ | Form 40-F ☐ |
INCORPORATION BY REFERENCE
EXHIBITS 99.1 AND 99.2, INCLUDED WITH THIS REPORT, ARE HEREBY INCORPORATED BY REFERENCE AS EXHIBITS TO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3, AS AMENDED AND SUPPLEMENTED (FILE NOS. 333-280817, 333-280507, 333-276305, 333-267633, 333-270682) AND FORM S-8 (FILE NO. 333-267421), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
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, thereunto duly authorized.
| GOLD ROYALTY CORP. | |||
| Date: | December 12, 2025 | By: | /s/ Andrew Gubbels |
| Name: | Andrew Gubbels | ||
| Title: | Chief Financial Officer | ||
EXHIBIT INDEX
| Exhibit | Description of Exhibit | |
| 99.1 | Press Release dated December 12, 2025 | |
| 99.2 | Material Change Report dated December 12, 2025 |
Exhibit 99.1
Gold Royalty Completes Pedra Branca Royalty Acquisition
Vancouver, British Columbia – December 12, 2025 – Gold Royalty Corp. (“Gold Royalty” or the “Company”) (NYSE American: GROY) is pleased to announce that, further to its news release dated December 8, 2025, it has completed its acquisition of a royalty (the “Royalty”) on the Pedra Branca operating copper and gold mine (“Pedra Branca”), currently owned and operated by a subsidiary of BHP Group Limited (the “Transaction”).
The Royalty consists of a 25% NSR on gold and a 2% NSR on copper and other products produced from the Pedra Branca mine, comprising the Pedra Branca West and Pedra Branca East areas, and the former Antas North mine which has been fully depleted.
About Gold Royalty Corp.
Gold Royalty Corp. is a gold-focused royalty company offering creative financing solutions to the metals and mining industry. Its mission is to invest in high-quality, sustainable, and responsible mining operations to build a diversified portfolio of precious metals royalty and streaming interests that generate superior long-term returns for our shareholders. Gold Royalty’s diversified portfolio currently consists primarily of net smelter return royalties on gold properties located in the Americas.
Gold Royalty Corp. Contact
Jackie Przybylowski
Vice President, Capital Markets
Telephone: (833) 396-3066
Email: info@goldroyalty.com
Exhibit 99.2
FORM 51-102F3
MATERIAL CHANGE REPORT
| 1. | Name and Address of Company: |
| GOLD ROYALTY CORP. | |
| 1830-1188 West Georgia Street | |
| Vancouver, British Columbia V6E 4A2 | |
| 2. | Date of Material Change: |
| The material change described in this report occurred on December 12, 2025. | |
| 3. | News Release: |
| On December 12, 2025, Gold Royalty Corp. (the “Company”) issued a news release through the facilities of Canada Newswire, a copy of which has been filed on SEDAR+. | |
| 4. | Summary of Material Change: |
| On December 12, 2025, the Company completed its acquisition of existing royalties (the “Royalties”) on the Pedra Branca copper and gold mine from BlackRock World Mining Trust plc (“BlackRock”) for US$70,000,000 cash (the “Transaction”). | |
| 5. | Full Description of Material Change: |
| On December 12, 2025, the Company completed its previously announced acquisition of the Royalties from BlackRock for US$70,000,000. The Transaction was completed pursuant to a royalty purchase agreement dated December 8, 2025. | |
| The Royalties consist of a 25% net smelter return on gold and a 2% net smelter return on copper and other products produced from the Pedra Branca mine, comprising the Pedra Branca West and Pedra Branca East areas, and the former Antas North mine which has been fully depleted. | |
| 6. | Reliance on Subsection 7.1(2) of National Instrument 51-102 |
| Not applicable. | |
| 7. | Omitted Information: |
| Not applicable. | |
| 8. | Executive Officer: |
| The following executive officer of the Company is knowledgeable about the material change and this report and may be contacted respecting the material change and this report: | |
| Andrew Gubbels | |
| Chief Financial Officer | |
| Telephone: (604) 396-3066 | |
| 9. | Date of Report: |
| December 12, 2025 |