Joshua Ballard - Aug 13, 2025 Form 4 Insider Report for USA Rare Earth, Inc. (USAR)

Signature
/s/ David Kronenfeld, attorney-in-fact for Joshua Ballard
Stock symbol
USAR
Transactions as of
Aug 13, 2025
Transactions value $
$0
Form type
4
Date filed
8/15/2025, 04:17 PM
Previous filing
Mar 17, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Ballard Joshua Chief Executive Officer, Director 100 W AIRPORT ROAD, STILLWATER /s/ David Kronenfeld, attorney-in-fact for Joshua Ballard 2025-08-15 0001751098

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction USAR Restricted Stock Units Award $0 +91K $0.00 91K Aug 13, 2025 Common Stock, par value $0.0001 per share 91K $0.00 Direct F1, F2
transaction USAR Restricted Stock Units Award $0 +182K $0.00 182K Aug 13, 2025 Common Stock, par value $0.0001 per share 182K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents the right to receive, at settlement, one (1) share of the Issuer's common stock.
F2 The restricted stock unit ("RSU") will vest in two equal tranches. 50% of the RSU will vest on May 20, 2026 and May 20, 2027, respectively. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan.
F3 The restricted stock unit ("RSU") will vest in three equal tranches. 33 1/3% of the RSU will vest on May 20, 2026, May 20, 2027, and May 20, 2028, respectively. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan.