Common Stock
This prospectus relates to the resale of up to an aggregate of 3,370,787 shares of common stock, par value $0.01 per share, of Gold.com, Inc., a Delaware corporation (the "Company"), that may be sold from time to time on or after the date hereof by TPM, S.A. de C.V., a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A., the selling stockholder named in this prospectus (the "Selling Stockholder").
The shares were issued in two tranches to the Selling Stockholder on February 9, 2026 and May 5, 2026, respectively, pursuant to a Securities Purchase Agreement between the Selling Stockholder and the Company, dated February 4, 2026, as amended by Amendment No. 1, dated February 5, 2026 (as so amended, the "Purchase Agreement").
On or after the date hereof, the Selling Stockholder may offer, resell or dispose of its shares, or interests therein, from time to time as it may determine through public or private transactions, to or through underwriters, broker-dealers or agents, or through any other means described in the section of this prospectus entitled "Plan of Distribution". We do not know when or in what amounts the Selling Stockholder may offer its shares for sale. The prices at which the Selling Stockholder may sell its shares may be at fixed prices, at prevailing market prices at the time of sale, or at prices negotiated with purchasers.
The Selling Stockholder will bear its own commissions and discounts, if any, attributable to the sale or disposition of its shares or interests therein. We will bear all costs, expenses and fees in connection with the registration of the resale of the shares. We will not receive any of the proceeds from the sale of the shares by the Selling Stockholder.