Sec Form 4 Filing - Cavaghan Andrew @ Blue Gold Ltd - 2026-04-02

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Cavaghan Andrew
2. Issuer Name and Ticker or Trading Symbol
Blue Gold Ltd [ BGL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO and Director
(Last) (First) (Middle)
C/O BLUE GOLD LIMITED, 94 SOLARIS AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/02/2026
(Street)
CAMANA BAYKYI-1108
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A ordinary shares 2,631,965 I By Pegasus Capital Limited, the Reporting Person's corporation. ( 1 )
Class A ordinary shares 6,780 I By Pegasus Capital Holdings Limited, the Reporting Person's corporation. ( 2 )
Class A ordinary shares 350,000 I By Blue Gold Holdings Limited, the Reporting Person's corporation. ( 3 )
Class A ordinary shares 1,738 I By Spouse.
Class A ordinary shares 995,484 D
Class A ordinary shares 04/02/2026 A 157,500 ( 4 ) A $ 0 157,500 D
Class A ordinary shares 04/02/2026 A 890,000 ( 5 ) A $ 0 890,000 D
Class A ordinary shares 04/02/2026 A 1,400,000 ( 6 ) A $ 0 1,400,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cavaghan Andrew
C/O BLUE GOLD LIMITED
94 SOLARIS AVENUE
CAMANA BAYKYI-1108
X CEO and Director
Signatures
/s/ Carla Parsons, Attorney-in-Fact 04/06/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reporting Person is the sole owner of Pegasus Capital Limited and as such has sole voting and dispositive power with respect to such shares.
( 2 )6,780 shares of the Company's Class A Ordinary Shares are owned by Pegasus Capital Holdings Limited, or PCHL. The Reporting Person is a 50% shareholder of PCHL, and, as such, has voting and dispositive power over such shares.
( 3 )Reporting Person is the sole director of Blue Gold Holdings Limited, or BGHL, and as such is deemed to have beneficial ownership of the 350,000 Class A ordinary shares held by BGHL.
( 4 )Represents fully vested Class A Ordinary Shares granted to the Reporting Person pursuant to the Issuer's 2025 Equity Incentive Plan (the "Plan").
( 5 )Represents restricted Class A Ordinary Shares (the "Restricted Shares") granted to the Reporting Person pursuant to the Plan. The Restricted Shares will vest on a daily basis over the following schedule: (i) 390,000 in financial year 2026, (ii) 240,000 in financial year 2027, (iii) 175,000 in financial year 2028 and (iv) 85,000 in financial year 2029.
( 6 )Represents Restricted Shares granted to the Reporting Person pursuant to the Plan. 600,000 of the Restricted Shares will vest when the volume-weighted average price of the Issuer's Class A Ordinary Shares over any sixty (60) trading day period within the precedent ninety (90) consecutive trading days period is greater than or equal to $15 per Class A Ordinary Share. 800,000 of the Restricted Shares will vest when the volume-weighted average price of the Issuer's Class A Ordinary Shares over any sixty (60) trading day period within the precedent ninety (90) consecutive trading days period is greater than or equal to $35 per Class A Ordinary Share.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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