Transaction #24258 · Form 4 · 0002059114-25-000003

USA Rare Earth, Inc. · Stock award · Restricted Stock Units

USA Rare Earth, Inc. · Transacted December 19, 2025 · Filed December 22, 2025

Original SEC filing ↗

What does this filing report?

An SEC Form 4 filing for USA Rare Earth, Inc. records a stock award involving Restricted Stock Units on December 19, 2025. The reported quantity was 11,095. The filing date is December 22, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Transaction details

Company CIK
0001970622
Security type
Derivative
Acquisition type
Stock award · Code A
Quantity acquired
11,095
Reported price
0
Reference value
0
Currency
Currency not specified
Ownership
Direct
Holdings after transaction
11,095
Ownership description
Not reported
SEC acceptance time
Dec 22, 2025, 6:45 PM EST
10b5-1 indication
Not indicated

Reference value is reported quantity × reported price. It is not a confirmed cash payment or an estimate of a derivative's economic value. A missing currency is not assumed to be USD.

Reporting owners

These are the reporting owners named in the filing. Quantities and amounts are not allocated among co-reporters. Roles reflect this filing, not a current profile.

Company listings

USAR · Nasdaq

This transaction is not mapped to a specific company listing.

Derivative terms

Underlying security
Common Stock, par value $0.0001 per share
Underlying quantity
11,095
Conversion / exercise price
0
Exercise date
Not reported
Expiration date
Not reported

Filing footnotes & remarks

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 three equal tranches. 33 1/3% of the RSU will vest on December 1, 2026, December 1, 2027, and December 1, 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.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.

This record was updated Eastern Time. This is the stored record update time, not the transaction date. Report a correction.