SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
JENSEN TONY A

(Last) (First) (Middle)
1660 WYNKOOP STREET, SUITE 1000

(Street)
DENVER CO 80202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ROYAL GOLD INC [ RGLD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/14/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Stock 09/14/2012 M 12,000 A $30.96 195,138 (1) D
Common Stock 09/14/2012 D 3,930 (2) D $94.55 191,208 (1) D
Common Stock 09/14/2012 M 13,410 A $53 204,618 (1) D
Common Stock 09/14/2012 D 7,517 (3) D $94.55 197,101 (1) D
Common Stock 09/14/2012 M 9,333 A $49.66 206,434 (1) D
Common Stock 09/14/2012 D 4,902 (4) D $94.55 201,532 (1) D
Common Stock 09/14/2012 M 6,711 A $68.18 208,243 (1) D
Common Stock 09/14/2012 D 4,840 (5) D $94.55 203,403 (1) D
Common Stock 09/14/2012 M 11,640 A $29.75 215,043 (1) D
Common Stock 09/14/2012 M 1,000 A $30.96 216,043 (1) D
Common Stock 09/14/2012 M 630 A $53 216,673 (1) D
Common Stock 09/14/2012 M 667 A $49.66 217,340 (1) D
Common Stock 09/14/2012 M 489 A $68.18 217,829 (1) D
Common Stock 09/14/2012 F 11,553 D $94.33 (6) 206,276 (1) D
Common Stock 09/14/2012 S 5,902 D $94.33 (6) 200,374 (1) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Stock Appreciation Right $30.96 09/14/2012 M 12,000 11/05/2011 11/05/2018 Common Stock 12,000 $0 0 D
Stock Appreciation Right $53 09/14/2012 M 13,410 (7) 11/18/2019 Common Stock 13,410 $0 6,704 D
Stock Appreciation Right $49.66 09/14/2012 M 9,333 (8) 11/17/2020 Common Stock 9,333 $0 18,667 D
Stock Appreciation Right $68.18 09/14/2012 M 6,711 (9) 08/18/2021 Common Stock 6,711 $0 13,423 D
Stock Option (Right to buy NSO) $29.75 09/14/2012 M 11,640 11/07/2010 11/07/2017 Common Stock 11,640 $29.75 0 D
Stock Option (Right to buy ISO) $30.96 09/14/2012 M 1,000 11/05/2011 11/05/2018 Common Stock 1,000 $30.96 0 D
Stock Option (Right to buy ISO) $53 09/14/2012 M 630 (7) 11/18/2019 Common Stock 630 $53 628 D
Stock Option (Right to buy ISO) $49.66 09/14/2012 M 667 (8) 11/17/2020 Common Stock 667 $49.66 1,333 D
Stock Option (Right to buy ISO) $68.18 09/14/2012 M 489 (9) 08/18/2021 Common Stock 489 $68.18 977 D
Explanation of Responses:
1. Includes 42,999 shares of restricted stock that have not yet vested.
2. This represents the difference between the number of SARs exercised (12,000) and the number of shares issued as a result of the exercise (8,070). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($94.55) and the exercise price ($30.96).
3. This represents the difference between the number of SARs exercised (13,410) and the number of shares issued as a result of the exercise (5,893). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($94.55) and the exercise price ($53.00).
4. This represents the difference between the number of SARs exercised (9,333) and the number of shares issued as a result of the exercise (4,431). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($94.55) and the exercise price ($49.66).
5. This represents the difference between the number of SARs exercised (6,711) and the number of shares issued as a result of the exercise (1,871). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($94.55) and the exercise price ($68.18).
6. The range of the weighted average sale price is as follows: 600 shares sold between $92.81 and $93.81, 16,755 shares sold between $93.83 and $94.81, and 100 shares sold for $95.15.
7. One third vests annually on November 18, 2010, November 18, 2011, and November 18, 2012.
8. One third vests annually on November 17, 2011, November 17, 2012, and November 17, 2013.
9. One third vests annually on August 18, 2012, August 18, 2013, and August 18, 2014.
/s/Tony A. Jensen, KG for 09/18/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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