i-80 Gold Corp美国存托凭证招股说明书（2026年6月26日版）

Table of Contents PROSPECTUS SUPPLEMENT(To Prospectus dated May7, 2025) i-80 Gold Corp. 3,453,237 Common Shares This prospectus supplement (this “Prospectus Supplement”) of i-80 Gold Corp. (“i-80” or the “Company”), together with the accompanying base shelfprospectus filed April14, 2025 and amended on May1, 2025 (File No.333-286531) and Form S-3MEF (File No.333-287243) (the “ShelfProspectus”), qualifies the distribution of an aggregate of 3,453,237 common shares of the Company (the “Common Shares”) at a price of US$1.39per Common Share (the “Offering Price”) as consideration for the termination of the Amended and Restated Offtake Agreement dated August23, 2023(the “2023 Offtake Agreement”) among: (i)Goldcorp Dee LLC, as seller; (ii)the Company Premier Gold Mines USA, Inc., Premier Gold MinesNevada Inc., Au-Reka Gold LLC, Osgood Mining Company, LLC and Ruby Hill Mining Company, LLC (collectively, the “Guarantors”), asguarantors; and (iii)TRR Offtakes LLC (“TRR”), as purchaser and purchasers’ agent (the “Offering”) and the satisfaction of all amounts owingthereunder. On September26, 2025, TRR assigned all of its right, title and interest in the 2023 Offtake Agreement to Vox Royalty Cayman SEZC (“Vox The Common Shares are being offered directly to Vox Royalty Corp. (the “Seller”), without a placement agent or underwriter. As a result, the Companyis not paying underwriting discounts or commissions in connection with this Offering. Because the Common Shares are being offered to terminate theTransaction, the Company will not receive any proceeds from the issuance of Common Shares. The Commons Shares are listed and posted for trading on the Toronto Stock Exchange (the “TSX”) under the trading symbol “IAU” and the NYSEAmerican stock exchange (the “NYSE American”) under the trading symbol “IAUX”. On June25, 2026, the last trading day prior to the date of thisProspectus Supplement, the closing price of the Common Shares on the TSX and the NYSE American was C$1.96 and US$1.39 per Common Share, We are an “emerging growth company” as defined under U.S. federal securities laws, and, as such, have elected to comply with certain reduced publiccompany reporting requirements for this Prospectus Supplement and the accompanying Shelf Prospectus, and the documents incorporated by referenceherein and therein, and may elect to comply with reduced public company reporting requirements in future filings. Investing in the securities offered hereby involves a high degree of risk. You should carefully consider the risks anduncertainties described under the heading “Risk Factors” on pageS-10 of this Prospectus Supplement and in theaccompanying Shelf Prospectus, as well as those contained in the documents that are incorporated by reference hereinand therein. You should carefully read this entire Prospectus Supplement and the accompanying Shelf Prospectus, Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities ordetermined if this prospectus supplement or the accompanying base prospectus is truthful or complete. Any representation to the contrary is acriminal offense. Table of Contents TABLE OF CONTENTS OF THE PROSPECTUS SUPPLEMENT TABLE OF CONTENTS OF THE PROSPECTUS ABOUT THIS PROSPECTUSRISK FACTORS THE COMPANYUSE OF PROCEEDS Table of Contents IMPORTANT NOTICE ABOUT THE INFORMATION IN THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this Prospectus Supplement, which describes the specific terms of the Offering and adds to and updatesinformation contained in the accompanying Shelf Prospectus and the documents incorporated by reference into this Prospectus Supplement and theaccompanying Shelf Prospectus. The second part, the accompanying Shelf Prospectus, gives more general information, some of which may not apply tothe Offering. This Prospectus Supplement is deemed to be incorporated by reference into the accompanying Shelf Prospectus solely for the purposes of The Company has not authorized anyone to provide readers with information different from that contained in this Prospectus Supplement and theaccompanying Shelf Prospectus (or incorporated by reference herein or therein). The Company takes no responsibility for, and can provide no assuranceas to, the reliability of any other information that others may give readers of this Prospectus Supplement and the accompanying Shelf Prospectus. If thedescription of the securities offered hereby or any other information varies between this Prospectus Supplement and the accompanying Shelf Prospectus Readers should not assume that the information contained or incorporated by reference in this Prospectus Supplement and the accompanying ShelfProspectus is accurate as of any date other than the date of this Prospectus Supplement and the accompanying Shelf Prospectus, respectively, or therespective dates of the documents incorporated by reference herein or therein, unless oth