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Stockholders Approve Warrant Share Issuance and Lawsuit Settlement Reached

| 8-K

Summary

On July 1, 2025, USA Rare Earth, Inc. held a special meeting where stockholders approved the issuance of up to 10,714,286 shares of common stock under a warrant related to a private placement. Additionally, the company reached a settlement in a pending lawsuit, agreeing to issue shares and make a cash payment. The settlement does not admit liability.

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