{"url_path":"/sec/srgz/10-k/2026/item-10","section_key":"item-10","section_title":"Item 10 **","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-07-22","source_url":"https://www.sec.gov/Archives/edgar/data/1401835/0001437749-26-024054-index.html","accession_number":"0001437749-26-024054","cik":"0001401835","ticker":"SRGZ","issuer_name":"Star Gold Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1401835/0001437749-26-024054-index.html","primary_entity_key":"0001401835","primary_entity_name":"Star Gold Corp."},"word_count":946,"has_tables":true,"body_markdown":"**ITEM 10.**\n\n**DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.**\n\n \n\nThe Company’s executive officers and directors and their age and titles are as follows:\n\n \n\n**Name**\n\n**Age**\n\n**Position**\n\nLindsay Gorrill\n\n63\n\nChief Executive Officer and Director\n\nGerard Pascale\n\n57\n\nChief Financial Officer and Corporate Secretary\n\nDavid Segelov\n\n58\n\nDirector\n\nThomas Power\n\n62\n\nDirector\n\n \n\nSet forth below is a brief description of the background and business experience of the Company’s officers and directors:\n\n \n\n**Lindsay E. Gorrill**–**Chief Executive Officer and Director**\n\n \n\nMr. Gorrill is a Chartered Accountant with Finance and Marketing degrees. He has 30+ years of experience in acquisitions, developing and building companies, financial markets, and global exposure. Mr. Gorrill has been a member of the Company's Board of Directors since July 2007. He currently serves as the Chief Executive Officer and has previously served as the President, Chairman of the Board and Treasurer of the Company. Mr. Gorrill has also served as a member of the Board of Directors of Latera Ventures Corp, a company quoted via the OTC Markets. Additionally, he has served as the President, Chief Operating Officer, and member of the Board of Directors of Berkley Renewables Inc., a company listed on the TSX Venture Exchange.\n\n \n\n**Gerard Pascale** –**Chief Financial Officer and Corporate Secretary**\n\n \n\nMr. Pascale has in excess of 20 years of senior financial leadership experience, including public company financial reporting, capital markets, SEC compliance and governance. Mr. Pascale is currently a CFO Partner at SeatonHill Partners, LP, where he has served since November 2025. Prior to joining SeatonHill, he was the Founds and Managing Member of SC Financial Group, LLC, advising U.S. and international clients on CFO leadership, valuation, financial modeling, capital formation, and the financial and regulatory responsibilities of public companies. Previously, Mr. Pascale served as Chief Financial Officer of Netfin Acquisition Corp., a NASDAQ-listed special purpose acquisition company, where he oversaw accounting, finance, and treasury functions, including all SEC financial reporting. Mr. Pascale has also served as CFO and Audit Committee Chairman of NASDAQ-listed companies, supported listings on U.S. and international exchanges, and helped companies raise capital while establishing the financial systems and controls required of growth-stage and newly public companies.\n\n \n\n**David Segelov**–**President and Director**\n\n \n\nMr. David Segelov is a Chartered Financial Analyst (CFA) and has a Masters of Business Administration from Columbia University in New York and also holds a law degree from Sydney University. He is the sole partner of Reverse Swing Capital (“Reverse Swing”) which is a financial consulting firm.  Reverse Swing provides financial analysis of investments and ideas for hedge funds in New York with a primary focus on resource companies (with an expertise in gold investments) in the USA, Australia and Canada. Prior to Reverse Swing Capital, he was analyst at various hedge funds including Para Partners in New York for five years. He holds no executive or management positions with any other public company. He is currently the CFO of Cobble Hill Health Centre located in Brooklyn, NY.   From August 2015 till December 2017, Mr. Segelov held the position of CFO of Driver Digital Holdings, Inc., a privately held children’s media company based in New York City. Mr. Segelov has been a Director of Star Gold Corp. since December 2011 and has in the past served as the Company’s Chief Executive Officer.\n\n \n\nPage 49\n\n[Table of Contents](#toc)\n\n \n\n**Thomas Power**–**Director**\n\n \n\nTom Power is a seasoned executive with 38 years of distinguished leadership in the precious metals and minting industries. Beginning his career with Johnson Matthey Ltd., he immigrated to the U.S. in 1997 to join Sunshine Minting, Inc., where he acquired 100% ownership in 2007 and served as President and CEO until 2026. Under his strategic vision, he transformed Sunshine Minting from a small regional supplier into a multinational enterprise with 300+ employees and operations spanning the United States and China, serving world-class sovereign mints and major financial institutions. Recently completing the successful sale of his remaining interests in Sunshine Minting, Mr. Power now serves as Special Advisor to the Executive Team and Director of Star Gold Corporation, an exploration-stage company focused on precious and base metals prospects in Nevada. He holds a Business Administration Diploma from Wilfrid Laurier University and a Bachelor of Commerce degree from the University of Windsor.\n\n \n\n**TERM OF OFFICE**\n\n \n\nThe Company’s directors are appointed for a one-year term to hold office until the next annual general meeting of its stockholders or until a replacement is duly elected or until removed from office in accordance with the Company’s Bylaws. The Company’s officers are appointed by the Board of Directors and hold office until removed by the board.\n\n \n\n**SIGNIFICANT EMPLOYEES**\n\n \n\nThe Company has no employees.\n\n \n\nPage 50\n\n[Table of Contents](#toc)\n\n \n\n**AUDIT COMMITTEE**\n\n \n\nStar Gold Corp. is not a listed issuer and as such the Company’s Board of Directors is not required to maintain a separately designated standing audit committee. However, the Company has voluntarily chosen to establish an audit committee that consists of directors David Segelov and Tom Power, with David Segelov serving as Audit Committee Chair. Although neither member of the audit committee is independent both have the requisite educational and professional background to be considered as financial experts.\n\n \n\n \n\n**COMPLIANCE WITH SECTION 16(a) OF THE SECURITIES EXCHANGE ACT**\n\n \n\nSection *16*(a) of the Exchange Act requires executive officers and directors, and persons who beneficially own more than *10%* of the Company’s equity securities (collectively, the “Reporting Persons”), to file reports of ownership and changes in ownership with the SEC. Reporting Persons are required by SEC regulation to furnish the Company with copies of all forms they file pursuant to Section *16*(a). Based on the Company’s review it believes that all required reports of Reporting Persons were filed for the year ended *April 30, 2026.*"}