SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2024

Commission File Number 1-32135

SEABRIDGE GOLD INC.

(Name of Registrant)

106 Front Street East, Suite 400, Toronto, Ontario, Canada M5A 1E1

(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐         Form 40-F ☒

See the Exhibit Index hereto for a list of the documents filed herewith and forming a part of this Form 6-K.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: April 1, 2024

3

Exhibit 99.1

Important Notice

This report was prepared as National Instrument 43-101 Technical Report for Seabridge Gold Inc. (Seabridge) by Ausenco Engineering Canada ULC. and Ausenco Sustainability ULC. (Ausenco), ERM Consultants Canada Ltd., Moose Mountain Technical Services Ltd., WN Brazier Associates Inc., Tetra Tech Canada Inc., and SRK Consulting (Canada) Inc., collectively the Report Authors. The quality of information, conclusions, and estimates contained herein is consistent with the level of effort involved in the Report Authors’ services, based on i) information available at the time of preparation, ii) data supplied by outside sources, and iii) the assumptions, conditions, and qualifications set forth in this report. This report is intended for use by Seabridge subject to the terms and conditions of its contracts with each of the Report Authors. Except for the purposes legislated under Canadian provincial and territorial securities law, any other uses of this report by any third party are at that party’s sole risk.

Table of Contents

List of Tables

List of Figures

The Courageous Lake Project (the Project) is a greenfield project involving the development of a major gold deposit located 240 kilometers (km) northeast of Yellowknife, Northwest Territories (NWT), Canada.

“Courageous Lake Project, Pre-feasibility Study and Preliminary Economic Assessment NI 43-101 Technical Report” (the Report), examines the development of the Courageous Lake mine through a Pre-feasibility Study (2024 PFS) utilizing open pit mining on the Courageous Lake deposit. Additionally, a separate Preliminary Economic Assessment (2024 PEA) has been conducted to assess a conceptual layback of the mine within the Courageous Lake deposit after the completion of the 2024 PFS mine plan. It’s important to note that none of the Mineral Resources included in the 2024 PEA mine plan have been utilized in the 2024 PFS mine plan.

Seabridge Gold Inc. (Seabridge) commissioned Ausenco Engineering Canada ULC. and Ausenco Sustainability ULC. (collectively Ausenco) to compile a PFS of the Courageous Lake Project (The Project). The PFS has been prepared in accordance with the Canadian disclosure requirements of National Instrument 43-101 (NI 43-101) and in accordance with the requirements of Form 43-101 F1.

The responsibilities of the engineering companies contracted by Seabridge to prepare this report are as follows:

The results of the economic analyses for the 2024 PFS and 2024 PEA represent forward-looking information that is subject to a number of known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those presented in this Report. Forward-looking statements in this report include, but are not limited to, statements with respect to future metal prices, the estimation of Mineral Resources and Mineral Reserves, the estimate mine production and metals recovered, the estimated capital and operating costs, and the estimated cash flows generated from the planned mine production for the different development options, the material factors or assumptions used to develop the forward-looking information are identified in the relevant sections of this Report.

The Courageous Lake property is located 240 km northeast of Yellowknife NWT, Canada (Figure 4-1). The property comprises 85 Northwest Territorial Mining Leases and 4 Federal Mining Leases having a combined area of 50,239.96 hectares . All of the Mining Leases are currently recorded 100% to Seabridge. The center of the deposit is located at NAD83 Universal Transverse Mercator (UTM Zone 12) coordinates 486,700 East and 7,109,600 North. The property is situated within the Courageous Lake greenstone belt (CLGB) in the Slave Structural Province.

The property is a collection of mineral leases that trend north- south along the 54-km length of the Courageous Lake Greenstone Belt. The property includes the past gold producing properties of the Salmita mine operated by Giant Yellowknife Mines, and the Tundra mine operated by Royal Oak Mines.

Gold was first discovered in the Courageous Lake area in the early 1940s by Dr. W. Brown, who was working for Territorial Exploration Ltd.

In 1980, Noranda carried out a drilling program to evaluate a frost heaved felsic volcanic unit that was discovered by prospectors working for Noranda. This activity resulted in the discovery of two gold deposits: the Tundra deposit (Main Zone) or FAT (felsic ash tuff) Zone, and the Carbonate Zone. In this report Courageous Lake deposit refers to what has previously been called the FAT Zone of the Courageous Lake Property.

Noranda and Getty Canadian Metals partnered in 1982 (Tundra Joint Venture) to explore and develop the project that lead to completion of a 475 meter exploration shaft. During this time, Nornada acquired Battle Mountain Gold and consolidated precious metal interests in that unit, and Getty was acquired by Total Energold.

In 1997, Placer Dome optioned the property from Battle Mountain Gold with the concept of developing a bulk tonnage open pit deposit. To test that concept, Placer Dome completed 13,345 m of drilling focus on the Courageous Lake Deposit (formerly also referred to as the FAT deposit). In 2001, Battle Mountain Gold merged with Newmont Gold Corp. (Newmont) and ownership of the Tundra Joint Venture was transferred to Newmont.

In 2002, Newmont offered the Courageous Lake property for sale. In June 2002, Seabridge purchased the property from the Newmont-Total Tundra Joint Venture. Seabridge completed drilling from 2003-2018 that continued evaluating the Courageous Lake and Walsh Lake deposits as well as other target areas within the Courageous Lake Greenstone Belt (CLGB).

The Mathews Lake Greenstone Belt (MLGB) is a steeply east dipping, north to northwest trending, homoclinal sequence. These sequences of metavolcanic and metasedimentary rocks of the Yellowknife Supergroup form a composite pile 3 to 7 km wide and 56 km long. Greenshist facies metamorphisum is present throughout the CLGB, but higher-grade metamorphic facies are present near the north and south limit of the belt. Late stage, brittle faulting in the CLGB is generally restricted to two repeated orientations: north-northwest and east-northeast.

Two styles of mineral occurrence are recognized in the CLGB:

Exploration of the Courageous Lake property has undergone several phases since the discovery of gold in the area in the early 1940s. The two most active periods of exploration were Noranda’s activities in the 1980s and Placer Dome’s programs during the late 1990s.

Seabridge has drilled off the deposits from 2004 through 2018.

Exploration has been primarily through drilling of the deposits. There is a total of 1,099 drillholes containing 284,086 m of drilling with 176,456 m assayed for at least gold (Au) in the Courageous Lake Project database.

Seabridge era drilling contained sufficient QA/QC procedures with acceptable results to support the Resource Estimate.

Historic data from Noranda and Placer dome era drilling has been validated through the use of geostatistical technique called Point Validation, which compares the historic drilling to the recent drilling at the location of the historic drill data, thus removing the location factor in the comparison. Based on this validation work, all drillhole data within the database has been used to inform the Resource Estimate.

Six metallurgical test programs were conducted on samples from the Courageous Lake deposit between 2003 and 2023. SGS-Lakefield Research Ltd. (Lakefield) conducted the metallurgical testing programs in 2003/2004 and in 2010/2011 which included investigations into comminution, flotation and gravity concentration, flotation concentrate pre-treatments by bio-oxidation (BIOX) and pressure oxidation (POX), cyanide leaching, and POX slurry neutralization.

G&T Metallurgical Services Ltd. (G&T) carried out test programs in 2007 and 2012 focused on optimizing flotation performance. During the 2012 test program, G&T prepared concentrates for POX tests that were carried out in 2012 by Sherritt Technologies. Sherritt conducted cyanide amenability (CNA) tests on the POX residues and cyanide destruction tests on the cyanide leach residues.

The most recent test program was completed by ALS Kamloops in 2023, which included eight variability samples representing a range of grade, depth, and zone parameters from eight drill cores. The test work included ball mill grindability, flotation concentration, and flotation tails leaching.

The test work results indicate that the material exhibits high competence for breakage in a SAG mill with A x b value of 29.7. Additionally, it demonstrates moderate hardness with respect to grinding in a ball mill.

The test work results indicate that the material did not exhibit a strong response to gold recovery through gravity concentration; however, the mineralization responded well to flotation concentration. Gold recovery by flotation was high, ranging from 85 to 97%. Direct cyanidation of flotation concentrate testwork showed poor results for Au recoveries indicating the concentrates are refractory to direct cyanidation. The oxidation test work results indicated that the concentrates were amendable to high degree pressure oxidation with a significant improvement in gold extraction and over 98% sulfide oxidation. The test work results showed that the gold extractions from the POX residues varied from 94 to 99%.

Robust metallurgical projection models have been derived from open circuit and locked cycle bulk rougher flotation and single-stage cleaner flotation tests of the Courageous Lake master composites and variability samples and are appropriate for this level of study. The deleterious element assay from ALS 2023 test program indicate that all samples contained less than 1 ppm mercury, which was the laboratory’s detection point. It does not appear that mercury would become a deleterious element in the final doré.

In 2013, SGS Lakefield performed test work on Walsh Lake deposit. The results of bottle roll cyanidation tests show that Walsh Lake samples are amenable to leaching by standard, direct cyanidation procedures and does not show any indication of material being refractory. The test results indicated flotation to be effective in concentrating the gold and sulfide minerals of Walsh Lake deposit. Rougher flotation tests show gold recoveries ranging from 88% to 95% with mass pulls ranging from 14.5% to 23%.

The Resource Estimate for the Courageous Lake Project deposits is summarized in Tables 1-1 and Table 1-2.

Table 1-1 summarizes the Courageous Lake deposit 2024 Mineral Resource Estimate (MRE) at various cut-offs with the base case cut-off highlighted. The base case cut-off is 0.80 g/t Au and covers the processing and general and administrative (G&A) costs. Table 1-2 summarizes the Walsh Lake total MRE with Table 14-3 summarizing the processing recoveries used for both Courageous and Walsh Lake, based on the Au grade.

The effective date of the Courageous Lake and Walsh Lake Resource Estimates is January 5, 2024. Mineral resources that are not mineral reserves do not have demonstrated economic viability; however, a reasonable prospect of eventual economic extraction pit has been used to confine the Resource Estimate using parameters detailed in the table notes.

Notes to the 2024 Courageous Lake Resource Table: 

Notes to the 2024 Walsh Lake Resource Tables: 

Proven and Probable Mineral Reserves are summarized in Table 1-3 and match the production plan described in Section 16. The qualified person (QP) is not aware of any other risks, other than those identified in this report, that could materially affect the Mineral Reserve estimates.

Notes:

MMTS has produced a series of Lerchs-Grossman pit shell optimizations for the Courageous Lake deposit. The pit optimizations use mining, processing, general and administrative (G&A) costs, and process metal recoveries to generate a recommended ultimate economic pit limit.

The cut-off grade (COG) is determined using an estimated net smelter return (NSR) in C$/t, which is calculated using net smelter prices (NSP). The NSR (net of off-site charges and on-site mill recovery) is used as a cut-off item for break-even economic material selection. The NSP includes metal prices, US$ exchange rate, off-site transportation, and refining charges. The metal price used is $1,400 US$/oz and the assumed exchange is 0.77 US$:C$.

Permafrost exists in the area to a depth of 335 m below surface. As the project area is quite flat, the base of the permafrost zone is assumed to occur at 95 m elevation (above sea level), for the entire project. The PFS mining pits stay within the permafrost to minimize potential water inflow.

Detailed pit phases are developed from the results of the LG sensitivity analysis, which integrates the detailed pit slope criteria and high wall roads. The ultimate pit is divided into smaller mining phases, or pushbacks, to enable a low strip ratio starter pit and to allow for more even waste stripping during the optimized scheduling stage of the project design.

Slope designs have been completed in general accordance with the requirements for a Level 2: Pre-feasibility slope angle study as described in “Guidelines for Open Pit Slope Design” (Read and Stacey 2009) using geotechnical, hydrogeological, and permafrost investigations completed in 2006, 2010, 2011, and 2012.

Mining loss and dilution is calculated using an analysis of each block and the surrounding blocks. This analysis is performed on 5-m blocks. The summary of losses and dilution is shown in Table 1-4.

After losses and dilution, the Mineral Reserves are summarized in Table 1-3.

The PFS open pit is mined as a conventional truck and shovel operation. 12-m³ diesel hydraulic shovels are planned to load 90-t class autonomous trucks. Selective mining with smaller loading equipment on 5-m benches is used in the ore zones to reduce dilution and increase the head grade to the mill. Mill feed ramps up to a nominal 7,500 t/d by Year 2 in a 12.6 year mine life. The maximum mining rate peaks at 32 Mt/a. All phases in the PFS stay above the base of the permafrost zone.

Waste rock is stored in the co-placement storage facility (CPSF) that will act as the confinement for the tailings impoundments and must therefore be constructed to provide sufficient tailing storage volume within its footprint. The tailings impoundment will be in a series of paddocks. The summarized production schedule is shown in Figure 1-1.

Source: MMTS, 2023.

Seabridge is proposing to mine ore from the Courageous Lake deposit using open pit mining methods to a maximum depth of 320-m below ground surface. There will be two smaller satellite pits located at the west crest (Phase 0 Pit) and south crest (Phase 99 Pit). General pit dimensions are shown in Table 1-5.

Standard truck and shovel equipment will be used to mine the pit. This PFS pit slope design study update (Tetra tech, 2023) is based on 10-m high operational benches with final bench heights of 20 m for rock slopes, while the maximum unbenched slope height in overburden should be restricted to 5 m. It is understood that 90-t trucks will be loaded with 12-m³ excavators.

The geotechnical, hydrogeological, and permafrost investigations completed in 2006, 2010, 2011, and 2012, and the subsequent pre-feasibility level rock slope designs completed in 2011 and 2024 have been completed in general accordance with the requirements for a Level 2: Pre-feasibility slope angle study as described in “Guidelines for Open Pit Slope Design” (Read and Stacey 2009).

Based on the available data the following pre-feasibility study level overburden and rock slope designs are recommended.