6-K
Sprott Physical Gold Trust (PHYS)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM 6-K
Reportof Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
Forthe month of March 2024
CommissionFile Number: 001-34638
SPROTTPHYSICAL GOLD TRUST
(Translation of registrant’s name into English)
Suite 2600,South Tower,
RoyalBank Plaza,
200Bay Street,
Toronto,Ontario,
CanadaM5J 2J1
(Address of principal executive office)
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 ☒
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached hereto as Exhibit 99.1 is the Royal Canadian Mint’s Revised Fee Structure Notice for the Sprott Physical Gold Trust dated March 25, 2024.
Attached hereto as Exhibit 99.2 is the Change of Bullion Redemption Notice for the Sprott Physical Gold Trust dated March 25, 2024.
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.
SPROTTPHYSICAL GOLD TRUST
(Registrant)
By Sprott Asset Management GP Inc.,
as general partner of
the manager of the Registrant
| By: | /s/<br> John Ciampaglia | |
|---|---|---|
| John Ciampaglia | ||
| Director | ||
| Dated:<br> March 25, 2024 |
SPROTT PHYSICAL GOLD TRUST 6-K
Exhibit 99.1
| March<br>25, 2024<br><br> <br><br><br><br><br>Sprott Asset Management LP<br><br><br>200 Bay Street, Suite 2600<br><br><br>Toronto, Ontario, Canada<br><br><br>M5J 2J1<br><br><br><br><br><br><br><br><br>Dear Mr. Ciampaglia,<br><br><br><br>As precious metal custodian for the Sprott Physical Gold Trust,<br>the Sprott Physical Silver Trust, and the Sprott Physical Gold and Silver Trust (collectively, the “Trusts”), the Royal Canadian<br>Mint (“we”, “us”, the “RCM” or the “Mint”) has been and continues to be committed to providing<br>exceptional, secure storage services in our state-of-the-art vaults while offering good value for our customers and their stakeholders.<br><br><br><br>We have been able to achieve this over the many years of doing<br>business together through a long term, deep or “cold” approach to our storage services offering for the Trusts. This storage<br>model at our Ottawa and Winnipeg facilities allows the RCM to keep overhead costs low by avoiding the additional resources required to<br>fulfill frequent and high-volume transactions in and out of the Trusts.<br><br><br><br>As you have noted to us, the Trusts have grown significantly<br>over the years and the volume and frequency of redemption requests have increased as well in recent months. The current cold storage model<br>on which our recent fees have been based is not conducive to a sustained expedited processing of precious metal withdrawals that are multiple<br>times larger than historical rates and which is a change beyond the Mint’s control that increases operating costs incurred by the<br>Mint. Supporting these requests on a sustainable basis and in a reasonable timeframe while also meeting the requirements for bar selection<br>of the Trusts will lead to a considerably higher level of effort to fulfill, placing significant strain on RCM’s operations at both<br>facilities. These efforts lead to higher costs, which will impact our pricing.<br><br><br><br>As a commercial Crown Corporation, the RCM must ensure that our<br>business models offer acceptable and sustainable levels of profitability while offering value to our customers, Canada and Canadians.<br>In its capacity as a precious metal custodian, the RCM regularly reviews its pricing policies in relation to its allocated storage services<br>to ensure that the RCM is being adequately compensated for services rendered.<br><br><br><br>In light of this, our revised fee structure is below. It reflects<br>the Mint’s increased efforts related to ongoing large and frequent redemptions while, as you have indicated is of importance to<br>you and the Trusts, providing the opportunity for the Trusts and the long-term holders thereof to potentially achieve lower storage fees. |
|---|
Standard redemption fees
| Trust | Current fee | New fee | ||
|---|---|---|---|---|
| Sprott Physical Gold Trust (PHYS) | At the Mint’s discretion, up to a maximum of 1.0% of the value of the metal of the Precious Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received | At the Mint’s discretion, up to a maximum of 1**.5% of the value of the Precious Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received | ||
| Sprott Physical Silver Trust (PSLV) | At the Mint’s discretion, up to a maximum of 2% of the value of the metal of the Precious Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received. | At the Mint’s discretion, up to a maximum of 2.5% of the value of the Precious Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received. | ||
| Sprott Physical Gold and Silver Trust - AU (CEF) | At the Mint’s discretion, up to a maximum of 1.**5% of the value of the metal of the Precious Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received | No change | ||
| Sprott Physical Gold and Silver Trust - AG (CEF) | At the Mint’s discretion, up to a maximum of 2.5% of the value of the metal of the Precious Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received. | No change |
| <br> ^2^ |
| --- |
Supplementaryredemption fees and rebate^1^
| Trust | New fee |
|---|---|
| Sprott Physical Gold Trust (PHYS) | Each redeeming unitholder is subject to a supplementary<br> 0.25% redemption fee for each redemption notice received in a calendar year after the first redemption (including redemptions by affiliates)<br> each year. For these purposes, identification of a redeeming unitholder will be based on beneficial ownership.<br><br> <br>For clarity, the calculation is as follows:<br><br> <br>(# of redemptions by redeeming unitholder and affiliates of redeeming<br> unitholder to date, inclusive of current redemption, in the then-current calendar year - 1) x 0.25% x value of the Precious Metals as<br> calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice is received.<br> If a redeeming unitholder and/or affiliates of the redeeming unitholder submit multiple redemptions in respect of the same monthly period,<br> supplementary redemption fees will be calculated based on time of receipt or, if received at the same time, the redemption<br> representing the least number of units will be calculated first.*<br><br> <br>50% of the supplementary redemption fees described<br> immediately above shall be credited to the Trust as a storage fee reduction by way of a rebate on standard storage fees. |
| Sprott Physical Silver Trust (PSLV) | Each redeeming unitholder is subject to a supplementary<br> 0.25% redemption fee for each redemption notice received in a calendar year after the first redemption (including redemptions by affiliates)<br> each year. For these purposes, identification of a redeeming unitholder will be based on beneficial ownership.<br><br> <br>For clarity, the calculation is as follows:<br><br> <br>(# of redemptions by redeeming unitholder and affiliates<br> of redeeming unitholder to date, inclusive of current redemption, in the then-current calendar year - 1) x 0.25% x value of the Precious |
^1^For the purposes of the supplementary redemption fees:
| - | “affiliate” of a person means any other person that directly<br>or indirectly controls, is controlled by or is under common control with such person; |
|---|---|
| - | “control” means the possession, directly or indirectly of the<br>power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities,<br>by contract or otherwise; and |
| --- | --- |
| - | “person” means an individual, partnership, limited partnership,<br>limited liability partnership, corporation, limited liability company, unlimited liability company, joint stock company, trust, unincorporated<br>association, joint venture or other entity. |
| --- | --- |
| <br> ^3^ |
| --- | | Trust | New fee | | --- | --- | | | Metals as calculated by the Mint using the LBMA price on the last<br> business day of the given calendar month that the redemption notice is received. If a redeeming unitholder and/or affiliates of the redeeming<br> unitholder submit multiple redemptions in respect of the same monthly period, supplementary redemption fees will be calculated<br> based on time of receipt or, if received at the same time, the redemption representing the least number of units will be calculated first.<br> *<br><br> <br>50% of the supplementary redemption fees described<br> immediately above shall be credited to the Trust as a storage fee reduction by way of a rebate on standard storage fees. | | Sprott Physical Gold and Silver Trust (CEF) | Each redeeming unitholder is subject to a supplementary<br> 0.25% redemption fee for each redemption notice received in a calendar year after the first redemption (including redemptions by affiliates)<br> each year. For these purposes, identification of a redeeming unitholder will be based on beneficial ownership.*<br><br> <br>For clarity, the calculation is as follows:<br><br> <br>(# of redemptions by redeeming unitholder and affiliates of<br> redeeming unitholder to date, inclusive of current redemption, in the then-current calendar year - 1) x 0.25% x value of the Precious<br> Metals as calculated by the Mint using the LBMA price on the last business day of the given calendar month that the redemption notice<br> is received. If a redeeming unitholder and/or affiliates of the redeeming unitholder submit multiple redemptions in respect of the same<br> monthly period, supplementary redemption fees will be calculated based on time of receipt or, if received at the same time,<br> the redemption representing the least number of units will be calculated first.*<br><br> <br>50% of the supplementary redemption fees described<br> immediately above shall be credited to the Trust as a storage fee reduction by way of a rebate on standard storage fees. | | *The # of redemptions by each redeeming unitholder and affiliates shall be determined by Sprott Asset Management LP and reported to the RCM for purposes of calculating the supplementary redemption fees to be charged by the RCM and the applicable storage fees rebate by the RCM to the applicable Trust. | |
| <br> ^4^ |
| --- |
Standard storage fees (RCM Facilities)
| Trust | Current fee | New fee |
|---|---|---|
| Sprott Physical Gold Trust (PHYS)<br><br> <br>Sprott Physical Gold and Silver Trust - AU (CEF)<br><br> <br>Ottawa location | $17.00 per bar | $16.00 per bar** |
| Sprott Physical Silver Trust (PSLV)<br><br> <br>Sprott Physical Gold and Silver Trust - AG (CEF)<br><br> <br>Winnipeg location | $1.70 per bar | $1.60 per bar** |
| **Storage fee amounts will be adjusted: (i) by way of a rebate<br> thereon from the Mint to the applicable Trust to reflect the storage fee reduction in connection with supplementary redemption<br> fees described above; or (ii) by way of a supplementary storage fee payable by the applicable Trust to the Mint to ensure the Mint baseline<br> fee amount as described immediately below is achieved. Any such rebate or payment will be made by the applicable party during the month<br> immediately following the end of the calendar year (or the end of storage arrangements if storage arrangements are terminated during a<br> calendar year).<br><br> <br>Mint baseline fee amount: For each full calendar year<br> (or portion thereof if storage arrangements are terminated during a calendar year), the aggregate of the standard storage fees (net of<br> rebates) + standard redemption fees + supplementary redemption fees received by the Mint from or in respect of a Trust will be no less<br> than the aggregate fees that would have been received by the Mint from or in respect of such Trust in accordance with the “current<br> fee” amounts noted above during such period. |
All fees noted herein are in United States dollars.
This fee structure will come into effect thirty (30) calendar days following the date hereof, being April 25, 2024. Note that storage rates associated with third party storage facilities are unaffected by these changes.
We thank you for your understanding, and for your valued business. Should you have any questions or concerns regarding this proposal, we remain available to discuss.

Lorne Whitmore
Managing Director, Sales - Precious Metal Products and Services
Royal Canadian Mint
| <br> ^5^ |
| --- |
SPROTT PHYSICAL GOLD TRUST 6-K
Exhibit 99.2
March 25, 2024
SprottPhysical Gold Trust
Royal Bank Plaza, South Tower
200 Bay Street, Suite 2600
Toronto, Ontario
M5J 2J1
and
RBCInvestor Services Trust
155 Wellington Street West, 2nd Floor
P.O. Box 7500, Station “A”
RBC Centre
Toronto, Ontario
M5V 3L3
Dear Sirs/Mesdames:
Reference is made to Sprott Physical Gold Trust’s amended and restated trust agreement between the Manager and RBC Investor Services Trust dated February 27, 2015, as amended November 13, 2020 (collectively, the “Trust Agreement”). Capitalized terms used herein have the meanings given to the in the Trust Agreement.
As contemplated in the definition of “Gold Redemption Notice” at section 1.1(ii) of the Trust Agreement, the Manager may from time to time in its sole discretion determine the form of a Gold Redemption Notice.
Please be advised that the Manager has determined that effective immediately the form of notice attached hereto as Exhibit I shall be the form of Gold Redemption Notice required in connection with a redemption for physical gold as contemplated in the Trust Agreement, and such form replaces the existing form at Schedule “E” to the Trust Agreement.
Effectiveimmediately, the Manager will no longer accept a Gold Redemption Notice that is not in the form attached hereto as Exhibit I.
| sprott asset management lp, by its general partner<br> sprott asset management gp inc., in its capacity as manager of Sprott Physical Gold Trust | ||
|---|---|---|
| By: | (signed) “John Ciampaglia” | |
| Name: | John Ciampaglia | |
| Title: | Chief Executive Officer |
ExhibitI
(seeattached)
FORMOF Gold REDEMPTION NOTICE
| DATE: | ____________________________ |
|---|---|
| TO: | TSX<br> Trust Company (the “Transfer Agent”), as the registrar and transfer agent<br> of Sprott Physical Gold Trust (the “Trust”) |
| --- | --- |
Ticker Symbol: PHYS/PHYS.U (TSX) / PHYS (NYSE Arca)
CUSIP number: 85207H104
| AND TO: | Sprott<br>Asset Management LP (the “Manager”), as the manager of the Trust |
|---|---|
| RE: | Gold<br> Redemption Notice under Section 6.1 of the Trust Agreement of the Trust |
| --- | --- |
The undersigned (the “Unitholder”), the holder of __________________ units of the Trust (the “Units”) designated above by its Toronto Stock Exchange or NYSE Arca ticker symbol and CUSIP number, requests the redemption for physical gold bullion of the aforementioned Units in accordance with, and subject to the terms and conditions set forth in, an amended and restated trust agreement of the Trust dated as of February 27, 2015, as the same may be further amended, restated or supplemented from time to time, and directs the Transfer Agent to cancel such Units on __________________. The Unitholder represents and warrants that it is not (i) an undertaking for collective investment in transferable securities (UCITS), or (ii) prohibited by its investment policies, guidelines or restrictions from receiving physical gold bullion. All physical gold bullion shall be delivered to the following address by armoured transportation service carrier, which the undersigned hereby authorizes the Manager or its agent to retain on the undersigned’s behalf. The Unitholder has instructed his or her broker to withdraw such Units in physical certificate form.
For the purposes of determining certain redemption expenses charged by the Gold Custodian, the Unitholder represents and warrants to the Trust and the Gold Custodian that the aggregate number of redemption notices submitted by or on behalf of the beneficial owner of the Units or any affiliate(s)^1^ of the beneficial owner of the Units since the start of the calendar year in which this Gold Redemption Notice is delivered (including this Gold Redemption Notice) is equal to __________________.
| Delivery<br> Instructions: | Please<br> see attached delivery instructions. |
|---|---|
| Signature<br> of Unitholder | Signature<br> Guarantee |
| --- | --- |
| Print Name | Unitholder’s<br>Brokerage Account Number |
| Print<br>Address | |
| Print<br>Broker Name and DTC/CDS Number | Print<br> Broker Contact Name and Telephone Number |
| If<br>beneficial owner of Units is different than Unitholder (e.g., broker on behalf of beneficial owner of Units), print name of beneficial<br>owner of Units |
^1^For the purposes of this redemption notice:
| - | “affiliate”<br> of a person means any other person that directly or indirectly controls, is controlled by<br> or is under common control with such person; |
|---|---|
| - | “control”<br> means the possession, directly or indirectly of the power to direct or cause the direction<br> of the management and policies of a person, whether through the ownership of voting securities,<br> by contract or otherwise; and |
| --- | --- |
| - | “person”<br> means an individual, partnership, limited partnership, limited liability partnership, corporation,<br> limited liability company, unlimited liability company, joint stock company, trust, unincorporated<br> association, joint venture or other entity. |
| --- | --- |
| NOTE: | The<br> name and address of the Unitholder set forth in this Gold Redemption Notice must correspond<br> with the name and address as recorded on the register of the Trust maintained by the Transfer<br> Agent. The signature of the person executing this Gold Redemption Notice must be guaranteed<br> by a Canadian chartered bank, or by a medallion signature guarantee from a member of a recognized<br> Signature Medallion Guarantee Program. |
| --- | --- |
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SprottPhysical Gold Trust
PhysicalRedemption Request form
DeliveryInstructions for Gold:
| Delivery Instructions for Bullion Broker acting as the buyer for the Gold |
|---|
| Broker<br> Name |
| Contact<br> Person |
| Delivery Instructions for transportation outside the Royal Canadian Mint |
| Armoured<br> Transportation Carrier |
| Contact<br> of the Carrier |
| Address<br> to be delivered |
| Delivery Instructions for accounts with the Royal Canadian Mint |
| Account<br> Number |
| Contact<br> at the Royal Canadian Mint |
NOTE:ADDRESS MUST BE A COMMERCIAL ADDRESS (PLACE OF BUSINESS OR A BANK). CARRIER WILL NOT DELIVER TO A RESIDENTIAL ADDRESS. Please contactCarrier directly to confirm delivery address.
Anychanges or amendments to the delivery instructions completed in this form will constitute a cancelation of the redemption, and the redemptionwill deemed to be processed for the following month. This form must contain delivery instructions that are acceptable to the armoredservice transportation carrier. The Manager will provide the delivery date of the metal once it is available and confirmed by the RoyalCanadian Mint. It is the responsibility of the redeeming Unitholder to make arrangements to pick up of the bullion within five (5) BusinessDays of the date it is made available to the Unitholder, and failure to do so may constitute a cancellation of your redemption.
Signature of the Carrier or Bullion Broker representing the redeeming Unitholder, as marked on the redemption notice
Signature __________________________________________
Name _____________________________________________
Date ______________________________________________