USGO U.S. Goldmining Inc. - 8-K

Item
7.01

Regulation
FD Disclosure.

On
April 20, 2026, U.S. GoldMining Inc. (the “Company”) issued a press release titled “U.S. GoldMining Mobilizes 2026
Exploration Program Potential District-Scale Upside at the Whistler Project, Alaska.” A copy of the news release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.

In
accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including
Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference
in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by reference in
such a filing. Furthermore, the furnishing of information under Item 7.01 of this Current Report on Form 8-K is not intended to constitute
a determination by the Company that the information contained herein, including the exhibits hereto, is material or that the dissemination
of such information is required by Regulation FD.

Item
9.01

Financial
Statements and Exhibits .

(d)
Exhibits.

Exhibit
No.

Description

99.1

News Release, dated April 20, 2026 (furnished pursuant to Item 7.01 of Form 8-K)

104

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