SCHEDULE 13D
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1
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NAMES OF REPORTING PERSONS
Benjamin Mossman
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) q
(b) ý
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ý
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
268,543
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8
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SHARED VOTING POWER
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9
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SOLE DISPOSITIVE POWER
268,543
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10
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SHARED DISPOSITIVE POWER
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
268,543*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ý
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%**
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14
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TYPE OF REPORTING PERSON (See Instructions)
IN
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*Does not include 92,000 shares of common stock beneficially owned by the reporting person’s spouse, Tessa Brinkman. The reporting person disclaims beneficial ownership of such shares, which are owned solely in Ms. Brinkman’s name
** Based on a total of 26,436,965 shares of common stock outstanding on July 31, 2020.
Item 1.Security and Issuer.
The name of the issuer is Rise Gold Corp., a British Columbia corporation (“Issuer”), which has its principal executive offices at Suite 650, 669 Howe Street, Vancouver, British Columbia, Canada V6C 0B4. This report relates to the Issuer’s class of common stock, par value $0.001 per share (“Common Stock”).
Item 2.Identity and Background.
(a):The reporting person is Benjamin Mossman.
(b):Mr. Mossman’s address is 10492 Indian Trail, Nevada City, CA 96969.
Item 3.Source and Amount of Funds or Other Consideration.
On July 31, 2020, the reporting person surrendered to the Issuer for cancellation a total of 1,097,298 options to purchase common stock of the Issuer (the “Options”), as described more fully in a Form 8-K report filed by the Issuer on August 6, 2020.
Item 5.Interest in Securities of the Issuer.
As of the date of this report, the reporting person beneficially owned a total of 268,543 shares of common stock of the Issuer, which is 1.0% of the class of common stock, as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934. As of July 31, 2020, the Issuer had a total of 26,436,965 shares of common stock outstanding.
On July 31, 2020, the reporting person ceased to be the beneficial owner of more than 5% of the Issuer’s class of common stock.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this report is true, complete and correct.
Dated: August 6, 2020
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/s/ Benjamin Mossman
Benjamin Mossman
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