Form 4 for USAR USA Rare Earth, Inc.
Accepted 2026-05-15 20:14:18 ET · period of report 2026-05-15 · accession 0001315431-26-000005 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2026-05-15 20:14 | 2026-05-15 | USAR | Kern Paul J | Dir | A - Grant | — | +11.2K | 190.2K | +6% | — |
| D | 2026-05-15 20:14 | 2026-05-15 | USAR | Kern Paul J | Dir | M - OptEx | — | -11.2K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock, par value $0.0001 per share | 2026-05-15 | A | A | 11,211 | — | 190,246 | D | — | — | (F1) Trigger Event II was satisfied on May 15, 2026. The reporting person's right to receive additional shares became fixed and irrevocable upon the closing of the business combination on March 13, 2025. |
| 2 | Derivative | Earnout Right to Common Stock | 2026-05-15 | M | D | 11,211 | — | 0 | D | — · — to 2026-03-13 | 11,211 Common Stock, par value $0.0001 per share | (F2) See Remarks (F1) Trigger Event II was satisfied on May 15, 2026. The reporting person's right to receive additional shares became fixed and irrevocable upon the closing of the business combination on March 13, 2025. (F1) Trigger Event II was satisfied on May 15, 2026. The reporting person's right to receive additional shares became fixed and irrevocable upon the closing of the business combination on March 13, 2025. |