FORM 4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
Check this box if no longer subject to STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Section 16. Form 4 or Form 5 obligations Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the may continue. See Investment Company Act of 1940 Instruction 1(b).
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(Print or Type Responses) 1. Name and Address of Reporting Person * (Last)
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
2. Issuer Name and Ticker or Trading Symbol
Karr Edward M
U.S. GOLD CORP. [USAU] (First)
(Middle)
C/O U.S. GOLD CORPORATION, 1910 E. IDAHO STREET, SUITE 102-BOX 604
__X__ Director __X__ Officer (give title below)
3. Date of Earliest Transaction (Month/Day/Year)
03/16/2018 4. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person
ELKO, NV 89801 (City)
_____ 10% Owner _____ Other (specify below)
CEO & President, Chairman
(State)
1.Title of Security (Instr. 3)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
2. Transaction 2A. Deemed 3. Transaction 4. Securities Acquired Date Execution Date, if Code (A) or Disposed of (D) (Month/Day/Year) any (Instr. 8) (Instr. 3, 4 and 5) (Month/Day/Year) Code
Common Stock
03/16/2018
V
A
Amount
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
570,540
D
(A) or (D) Price
132,979 A
(1)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. 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 control number. Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Transaction 3A. Deemed 4. 5. Number 6. Date Exercisable 7. Title and 8. Price of Derivative Conversion Date Execution Date, if Transaction of and Expiration Date Amount of Derivative Security or Exercise (Month/Day/Year) any Code Derivative (Month/Day/Year) Underlying Security (Instr. 3) Price of (Month/Day/Year) (Instr. 8) Securities Securities (Instr. 5) Derivative Acquired (Instr. 3 and Security (A) or 4) Disposed of (D) (Instr. 3, 4, and 5)
Code
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
7. Nature of Indirect Beneficial Ownership (Instr. 4)
SEC 1474 (902)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
11. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount or Date Expiration Title Number Exercisable Date of V (A) (D) Shares
Reporting Owners Reporting Owner Name / Address
Karr Edward M C/O U.S. GOLD CORPORATION 1910 E. IDAHO STREET, SUITE 102-BOX 604 ELKO, NV 89801
Relationships Director 10% Owner Officer
X
Other
CEO & President, Chairman
Signatures /s/ Edward M. Karr **
Signature of Reporting Person
03/20/2018 Date
Explanation of Responses: * 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). Represents a restricted stock award issued pursuant to the U.S. Gold Corp. Equity Incentive Plan as compensation for the Reporting Person's service as Chief Executive (1) Officer, President and Chairman of the Issuer. Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
