What SEC filings does USA Rare Earth, Inc. submit to the SEC?

USA Rare Earth, Inc. (USAR) submits several types of SEC filings including Form 4 (insider transactions), Form 144 (proposed insider sales), 8-K reports (material events such as earnings releases, acquisitions, leadership changes), and periodic reports — the 10-Q (quarterly) and 10-K (annual). All filings are publicly available through SEC EDGAR.

What does a Form 4 filing tell me about USAR?

A Form 4 for USAR discloses a transaction by a company insider — typically a director, officer, or 10%+ shareholder. It shows the source-reported date, number of shares, price, and updated ownership. These facts do not establish motive or predict future returns.

How do I interpret an 8-K filing from USA Rare Earth, Inc.?

An 8-K signals a material event requiring prompt disclosure. Common triggers include earnings pre-announcements, acquisitions, leadership appointments or departures, credit changes, or regulatory actions. Read the item codes inside the filing to understand exactly what was disclosed before drawing conclusions.

What is the difference between a 10-K and 10-Q for USAR?

The 10-K is USA Rare Earth, Inc.'s annual report with fully audited financial statements, comprehensive MD&A, and complete risk factor disclosures — filed 60–90 days after fiscal year-end. The 10-Q is a lighter quarterly report with unaudited financials filed for the first three quarters. Together they provide a continuous financial picture of the company.

Where can I see all USAR SEC filings directly on EDGAR?

You can view all historical USA Rare Earth, Inc. filings on the SEC EDGAR company page for USAR. Each filing card on this page links directly to the original SEC document.

How often does USA Rare Earth, Inc. file with the SEC?

USA Rare Earth, Inc. files one 10-K per year and up to three 10-Qs per year. Form 4 insider transactions must be reported within two business days of each trade, so the frequency depends on how often insiders are buying or selling USAR shares. 8-K filings occur whenever a material event happens — which can be several times per quarter for an active company.

USAR SEC Filing News — USA Rare Earth, Inc.

Latest SEC filings for USA Rare Earth, Inc. (USAR) explained in plain English. Covers insider buying and selling (Form 4), proposed insider sales (Form 144), material company events (8-K), and quarterly & annual reports (10-Q / 10-K). StrongBuyAnalytics provides navigation and brief excerpts or summaries; original filings remain at the SEC/source links and were authored by their filers, not StrongBuyAnalytics. Filing dates shown are source dates. Coverage and detection can be delayed or incomplete because of SEC availability, amendments, parsing, caching, or outages. Latest source filing date shown: 2026-10-05.

USA Rare Earth, Inc. engages in mining, processing, and supplying rare earths and other critical minerals in the United States, Europe, and Asia. It primarily explores neodymium, dysprosium, terbium, yttrium, gallium, hafnium, praseodymium, samarium, oxides, and other critical minerals. The company holds interests in the Round Top Mountain located near Sierra Blanca, Texas. It products are used in aerospace, defense, semiconductors, data centers, physical AI, energy, mobility, healthcare, and nu…

Sector: Basic Materials Industry: Other Industrial Metals & Mining Market Cap: $3.8B

Total Filings

Bullish Classifications

Bearish Classifications

Insider Transactions

Material Events (8-K)

Periodic Reports

Rule-based classifications for USAR currently lean bearish. Of the 20 filing records displayed, 1 carry bearish classifications (such as insider sales or negative 8-K disclosures) versus 0 bullish. This does not necessarily signal fundamental deterioration — insiders sell for many reasons — but it is worth monitoring alongside the company's core financial metrics.

USAR Filing Activity Snapshot 2026-07-16 — 2026-10-05

Insider Transactions (Form 4)

0 buys vs 1 sell

Net insider selling in this period — insiders sell for many reasons beyond conviction.

Largest Form 144 Filing

$1.22M

Humpton Barbara (Former Chief Executive Officer) · 2026-10-05

88,391 shares · Form 4

Form 144 Notices

Proposed insider sale filed — Form 144 is a notice of intent, not a confirmed transaction. Actual sales are confirmed via Form 4.

Insider Transactions 8 · Forms 3, 4 and 5

A Form 4 is filed within two business days of a company insider — an officer, a director, or a holder of more than ten percent of the stock — changing their position in the shares. All 8 filings in this group are Form 4s for USA Rare Earth, Inc.

The difficulty with reading these filings as a group is that a single form type covers transactions that mean entirely different things. An executive spending their own money to buy stock and an executive having shares withheld to pay tax on a vesting grant both appear as a Form 4. Every filing below is therefore tagged with the nature of the underlying transaction, taken from the transaction code reported on the form itself.

Across the 8 insider filings shown, the breakdown is 7 compensation award and 1 open-market sale. 1 of them involved a discretionary open-market trade; the rest are compensation and administrative mechanics.

What each transaction type means

Compensation award ×7: Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.
Open-market sale ×1: The insider sold shares on the open market. Sales may be discretionary or executed automatically under a pre-arranged Rule 10b5-1 trading plan, and a Form 4 does not always make clear which applies.

Form 4 Compensation award Tax / Compensation Filing 2026-10-05

USAR insider Form 4 filed for equity award, exercise, or tax withholding

Moraitis Thrasyvoulos (Director, Chief Executive Officer) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award derivative · Restricted Stock Units	108,696	—	—
`A`	Compensation award derivative · Restricted Stock Units	362,319	—	—

Filing: Form 4 (Insider Transaction) Insider: Moraitis Thrasyvoulos (Director, Chief Executive Officer)

View on SEC EDGAR → Open Filing Document →

Form 4 Open-market sale Insider Selling 2026-10-05

USAR insider Humpton Barbara (Former Chief Executive Officer) sold 88,391 shares (~$1.22M)

Humpton Barbara, listed as Former Chief Executive Officer at USA Rare Earth, Inc., reported an open-market sale of 88,391 USAR shares in a Form 4 filing. This is a confirmed insider sale, not just a proposed sale notice.

The insider sold shares on the open market. Sales may be discretionary or executed automatically under a pre-arranged Rule 10b5-1 trading plan, and a Form 4 does not always make clear which applies.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`M`	Option exercise	83,554	$13.80	$1.15M
`M`	Option exercise	104,443	$13.80	$1.44M
`M`	Option exercise	31,333	$13.80	$432.4K
`S`	Open-market sale	88,391	$13.75	$1.22M
`M`	Option exercise derivative · Restricted Stock Units	83,554	—	—
`M`	Option exercise derivative · Restricted Stock Units	104,443	—	—
`M`	Option exercise derivative · Restricted Stock Units	31,333	—	—

Filing: Form 4 (Insider Transaction) Insider: Humpton Barbara (Former Chief Executive Officer) Shares: 88,391 Est. Value: $1.22M

View on SEC EDGAR → Open Filing Document →

Form 4 Compensation award Tax / Compensation Filing 2026-10-05

USAR insider Form 4 filed for equity award, exercise, or tax withholding

Jacob Valerie (Chief Legal Officer) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award derivative · Restricted Stock Units	14,493	—	—

Filing: Form 4 (Insider Transaction) Insider: Jacob Valerie (Chief Legal Officer)

View on SEC EDGAR → Open Filing Document →

Form 4 Compensation award Tax / Compensation Filing 2026-10-05

USAR insider Form 4 filed for equity award, exercise, or tax withholding

Caulfield Thomas (Director) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award	1,482	—	—

Filing: Form 4 (Insider Transaction) Insider: Caulfield Thomas (Director) Shares: 1,482

View on SEC EDGAR → Open Filing Document →

Form 4 Compensation award Tax / Compensation Filing 2026-09-08

USAR insider Form 4 filed for equity award, exercise, or tax withholding

Davis Michael Lawrence (Director) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award derivative · Restricted Stock Units	6,959	—	—

Filing: Form 4 (Insider Transaction) Insider: Davis Michael Lawrence (Director)

View on SEC EDGAR → Open Filing Document →

Form 4 Compensation award Tax / Compensation Filing 2026-09-08

USAR insider Form 4 filed for equity award, exercise, or tax withholding

Moraitis Thrasyvoulos (Director, President) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award derivative · Restricted Stock Units	216,541	—	—
`A`	Compensation award derivative · Restricted Stock Units	226,373	—	—

Filing: Form 4 (Insider Transaction) Insider: Moraitis Thrasyvoulos (Director, President)

View on SEC EDGAR → Open Filing Document →

Form 4 Compensation award Tax / Compensation Filing 2026-08-21

USAR insider Form 4 filed for equity award, exercise, or tax withholding

Trabuco Carolyn (Director) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award derivative · Restricted Stock Units	2,059	—	—

Filing: Form 4 (Insider Transaction) Insider: Trabuco Carolyn (Director)

View on SEC EDGAR → Open Filing Document →

Form 4 Compensation award Tax / Compensation Filing 2026-07-20

USAR insider Form 4 filed for equity award, exercise, or tax withholding

BLITZER MICHAEL (Director) filed a Form 4 covering compensation-related activity such as stock awards, option exercises, conversions, or tax withholding. These filings are usually neutral.

Shares were granted as compensation rather than purchased. No cash changed hands, so the filing reflects a pay decision by the company, not a judgement about the price.

Transactions reported on this filing
Code	Nature	Shares	Price	Value
`A`	Compensation award derivative · Restricted Stock Units	133,353	—	—
`A`	Compensation award derivative · Restricted Stock Units	31,427	—	—

Filing: Form 4 (Insider Transaction) Insider: BLITZER MICHAEL (Director)

View on SEC EDGAR → Open Filing Document →

Proposed Insider Sales 1 · Form 144

A Form 144 is a notice of intent to sell restricted or control securities. It is not a record that anything was sold. USA Rare Earth, Inc. has 1 such notice in this period.

The distinction matters because a Form 144 is frequently reported as though it were a completed insider sale. The filer may sell all of the shares covered, some of them, or none at all, and there is no obligation to update the notice either way. A sale that is actually executed by an officer or director shows up separately on a Form 4, which is the filing to check before treating a proposed sale as a real one.

Form 144 Proposed Insider Sale 2026-10-02

USAR Form 144 filed for proposed insider sale by Humpton Barbara (88,391 shares) ~$1.22M

Humpton Barbara filed a Form 144 with the SEC indicating intent to sell USAR (USA Rare Earth, Inc.) shares. Form 144 reflects a proposed sale, not a completed transaction. The actual execution, if any, would typically appear later in a Form 4.

Filing: Form 144 (Proposed Sale Notice) Insider: Humpton Barbara Shares: 88,391 Est. Value: $1.22M

View on SEC EDGAR → Open Filing Document →

Material Events 10 · Form 8-K

An 8-K reports a material event in the window between scheduled reports. There are 10 in this period for USA Rare Earth, Inc. Each 8-K names the item number it is filed under, and that number is the fastest way to tell a routine disclosure from a consequential one.

Item 2.02 is an earnings release, Item 5.02 is a change of directors or officers, and Item 1.01 or 2.01 covers a material agreement or a completed acquisition. Item 7.01 and Item 8.01 are the general-purpose disclosure items and carry no fixed meaning on their own.

Form 8-K Material Company Update 2026-10-01