UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: July 1, 2019
(Date of earliest event reported)

VISTA GOLD CORP.
(Exact Name of Registrant as Specified in Charter)
British Columbia, Canada
(State or Other Jurisdiction of Incorporation)
1-9025
(Commission File Number)
Not Applicable
(IRS Employer Identification No.)

7961 SHAFFER PARKWAY, SUITE 5, LITTLETON, COLORADO 80127
(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code:   (720) 981-1185
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
□
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
□
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
□
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
□
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company □

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 1, 2019, in connection with the appointment of Mr. Douglas Tobler as the Company’s Chief Financial Officer, the Company and Mr. Tobler have agreed upon the following terms of compensation: (i) a base salary of US$275,000 per year with an annual bonus to be determined by the Board of Directors at their sole discretion, (ii) 150,000 stock options as previously reported on the Company Form 8-K dated July 1, 2019, (iii) participation in the Company’s employee long term and short term incentive plans, 401(k) savings plan, and health, dental and vision plans, (iv) life insurance with a maximum benefit of US$350,000, (v) four weeks of vacation plus standard Company holidays, (vi) severance benefits of 24 months salary and benefits in the event of a change of control event or 12 months salary and benefits in the event of termination without just cause.  The Company and Mr. Tobler anticipate entering into a formal employment agreement with these material terms in the near future.


SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


   
 
VISTA GOLD CORP.
(Registrant)


Dated: July 8,  2019
By: /s/Frederick H. Earnest                                      
Frederick H. Earnest
Chief Executive Officer



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