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USA Rare Earth, Inc. (USAR) Form 8-K — Aug 7, 2026

$USARForm 8-KItems 2.01, 9.01Filed Aug 7, 2026, 5:25 PM ET0001213900-26-086814Original filing

USA Rare Earth, Inc. completed its acquisition of Texas Mineral Resources Corp. on August 7, 2026, closing the two-step merger originally agreed on March 4, 2026, with TMRC surviving as a wholly owned USAR subsidiary. Under the exchange formula, each TMRC share converted into 0.043279843 of a USAR share — an aggregate of 3,823,328 USAR shares across 88,339,693 TMRC fully diluted shares — with cash paid in lieu of fractional shares and a small subset of shares subject to dissenters' rights.

Key figures

Exchange ratio
0.043279843 USAR shares per TMRC share
S4 file number
333-295838
S4 effective date
June 29, 2026
Merger agreement date
March 4, 2026
Tmrc fully diluted shares
88339693
Usar shares issued formula numerator
3823328

Price after filing

1 day: 0.0%7 days: +3.5%30 days: -8.9%

Close on the filing date to close N calendar days later (from $19.33). Historical, not a forecast.

AI analysis

The rest of the AI analysis, red flags and sentiment are part of Signal8 Pro.

AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.

    USA Rare Earth, Inc. (USAR) Form 8-K — Aug 7, 2026: AI Analysis | Signal8