USAR at a glance
USA Rare Earth, Inc. (USAR, SEC CIK 1970622) filed its latest 10-K annual report on March 30, 2026, a 10-Q quarterly report on August 10, 2026, an 8-K current report on October 1, 2026 and Form 4 insider filings as recently as October 5, 2026. SignalX summarizes each filing with AI and tracks the company's insider trades and institutional holders.
- For the fiscal year ended December 31, 2025 (FY2025), USA Rare Earth, Inc. (USAR) reported revenue of $1.6 million and a net loss of $297.6 million. Diluted EPS was -$3.31.
- As of June 30, 2026, 35 institutional investment managers tracked by SignalX reported holding USA Rare Earth, Inc. (USAR) shares worth $1.6 billion in 13F-HR filings.
- The most recent insider open-market sale reported on Form 4 was by Humpton Barbara on October 2, 2026 of 88,391 shares at $13.75 per share.
- In the last 90 days, USAR insiders reported 0 open-market purchases ($0) and 1 open-market sale ($1.2M) on Form 4, a net sale of $1.2M.
Source: SEC EDGAR (XBRL financial data, 13F-HR and Form 4 filings).
- Revenue · FY2025
- $1.6M
- 10-K XBRL
- Insiders · 90 days
- 0 buys · 1 sell
- Net −$1.2M
- 13F holders
- 35 funds
- $1.6B · +2 vs prior quarter
- Latest 8-K
- Oct 1, 2026
- Item 7.01
AI 10-Q Quarterly Report Analysis
Latest 10-Q, quarter ended Jun 30, 2026
Management Discussion & Analysis
- Q2 revenue $5.8M, entirely from Less Common Metals; prior-year comparison not meaningful
- Gross margin negative 27.2%, versus no comparable 2025 operations; raw-material inflation and inventory adjustments drove gross loss $1.6M
- Europe largest market at $4.0M revenue; Asia weakest at $0.1M
- Commerce agreements included $277.0M direct funding and $1.30B loan guarantee; no disbursements received by June 30
- Near-term outlook: existing cash expected to fund at least twelve months; significant additional capital required for 2027 initiatives
Risk Factors
- No material risk-factor changes from 2025 Form 10-K, except disclosures incorporated from three 2026 Form 8-K filings
- Regulatory risk: mine-safety disclosure rules inapplicable because USA Rare Earth conducts no U.S. mining activities
- Financing risk: Department of Commerce direct funding, loan guarantee, securities issuance, and warrant agreements disclosed June 3, 2026
- Transaction risk: Merger Agreement Amendment No. 1 filed July 16, 2026
AI summary of the USAR 10-Q filed . Generated from the filing text; verify against the original.View on SEC EDGAR10-K vs 10-Q vs 8-K
AI 8-K Current Report Analysis
The most recent material events, by 8-K item
Item 7.01: Regulation FD Disclosure
- Item 7.01 references SEC-filed or incorporated materials
- No substantive Regulation FD disclosure or market-moving information included
Item EX-99.1: Item EX-99.1
- CEO transition completed October 1, 2026, with former President Thras Moraitis replacing Barbara Humpton
- Moraitis prioritizing integration, operational execution, customer delivery and capital discipline
Item 8.01: Other Events
- Supplemental risk factors added to the company’s existing Form 10-K and Form 10-Q disclosures
- Investors should review Exhibit 99.1 for newly identified risks affecting USA Rare Earth’s business and securities
Item EX-99.1: Item EX-99.1
- Stillwater and Blacksburg facilities remain under development; USAR has not begun neo-magnet sales or generated magnet revenue
- Round Top remains exploration-stage, with no mine construction or commercial mineral extraction; permitting, funding, feasibility, and processing risks remain material
Item 8.01: Other Events
- One-third of merger consideration shares locked up for 90 days after closing
- One-third locked up for 180 days, while one-third immediately transferable
Item 2.03: Creation of a Direct Financial Obligation
- Merger Sub assumed DFC financing totaling up to $565 million, including a $465 million Initial Loan
- Initial Loan bears Term SOFR plus 4.0%, with a 15-year maximum term and up to 49 quarterly repayments
Item 1.01: Entry into a Material Definitive Agreement
- Leadership transition formalized: Moraitis becomes USAR CEO on October 1, 2026 after serving as President
- CEO initial base salary set at CHF 905,000 annually under September 3 side letter
Item 2.01: Completion of Acquisition or Disposition of Assets
- Filing references aggregate stock merger consideration, indicating acquisition-related equity consideration
- No transaction value, target identity, closing date, or financial impact disclosed in the provided excerpt
Item 7.01: Regulation FD Disclosure
- Item 7.01 text is incomplete and contains only a disclosure-incorporation disclaimer
- No substantive Regulation FD information or investor-actionable event identified
Item 5.02: Departure/Appointment of Directors or Principal Officers
- Thrasyvoulos Moraitis and Sir Michael Lawrence Davis appointed to USAR’s board upon merger closing
- Davis designated as initial board appointee under the Board Appointment Agreement
Item EX-99.1: Item EX-99.1
- Serra Verde merger closed September 3, 2026, adding Brazil’s Pela Ema heavy-rare-earth operation to USA Rare Earth
- Pela Ema targets approximately 4,000 tpa TREO by end-2026 and 6,400 tpa after Stage 2 commissioning
AI summaries of USAR 8-K current reports filed with the SEC. What 8-K item codes mean
SignalX for USAR
Don't miss the next USAR filing
- Alerts as it files. A push when USAR files an 8-K or an insider trades.
- Fund moves. Which tracked funds opened, added or cut USAR, by share count.
- Ask anything. An AI agent that reads every USAR filing and answers with sources.
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Recent Insider Transactions (Form 4)
Latest reported trades by officers, directors and 10% owners
| Insider | Type | Date | Shares | Price |
|---|---|---|---|---|
| Humpton Barbara | Sell | Oct 2, 2026 | 88,391 | $13.75 |
| Humpton Barbara | M | Oct 1, 2026 | 83,554 | - |
| Humpton Barbara | M | Oct 1, 2026 | 104,443 | $13.80 |
| Humpton Barbara | M | Oct 1, 2026 | 83,554 | $13.80 |
| Jacob Valerie | A | Oct 1, 2026 | 14,493 | - |
| Humpton Barbara | M | Oct 1, 2026 | 31,333 | $13.80 |
| Moraitis Thrasyvoulos | A | Oct 1, 2026 | 108,696 | - |
| Moraitis Thrasyvoulos | A | Oct 1, 2026 | 362,319 | - |
Financial SummaryXBRL
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Profitability | |||
| Revenue | - | $0 | $1.6M |
| Gross Profit | - | $0 | $195K |
| Operating Income | -$985K | -$4.1M | -$59.5M |
| Net Income | $6.7M | $7.9M | -$297.6M |
| Gross Margin | - | - | 11.9% |
| Op. Margin | - | - | -3621.6% |
| Net Margin | - | - | -18110.7% |
| Balance Sheet | |||
| Total Assets | $259.5M | $24.1M | $695.0M |
| Equity | $42.5M | $34.0M | $494.3M |
| ROE | 15.9% | 23.2% | -60.2% |
| Per Share | |||
| EPS | - | $-0.40 | $-3.31 |
| Cash Flow | |||
| Operating CF | - | -$1.4M | -$49.0M |
Source: XBRL data in USA Rare Earth, Inc. (USAR)'s 10-K filings on SEC EDGAR, in USD. Compare across companies →
13F Fund Holdings: Quarterly Trend
Latest: Q2 2026Aggregate USAR share value held by 13F filers tracked by SignalX, by quarter.
Quarterly totals table
| Quarter | Funds | Total value |
|---|---|---|
| Q2 2026 | 35 | $1.55B |
| Q1 2026 | 33 | $801.1M |
| Q4 2025 | 25 | $352.5M |
| Q3 2025 | 19 | $184.4M |
| Q2 2025 | 10 | $28.4M |
| Q1 2025 | 4 | $315,000 |
- T. Rowe Price Group+5.71M (+178%)
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- Renaissance Technologies LLC+3.00M (+314%)
- JPMorgan Chase & Co+1.74M (+730%)
- BlackRock+1.47M (+10%)
- Citigroup−333.7K (-21%)
- Invesco Ltd−185.8K (-28%)
- Goldman Sachs Group−177.5K (-18%)
- Vanguard Capital Management LLC−121.4K (-1%)
- Millennium Management−48.4K (-10%)
- Franklin Resources+50.5K
- Truist Financial+14.6K
Source: 13F-HR filings on SEC EDGAR (aggregated from 126 fund-quarter rows). Reflects only 13F filers tracked by SignalX, not the full institutional ownership universe. How 13F filings work
USAR filing archive
AI analysis pages for each 10-K, 10-Q and 8-K
10-K annual reports
10-Q quarterly reports
Latest 2026 SEC Filings: 10-K, 10-Q, 8-K & Form 4
| Form | Filing date | Period | Analysis | SEC |
|---|---|---|---|---|
| 4 | Oct 5, 2026 | - | - | - |
| 4 | Oct 5, 2026 | - | - | - |
| 4 | Oct 5, 2026 | - | - | - |
| 4 | Oct 5, 2026 | - | - | - |
| 8-K | Oct 1, 2026 | - | Analysis | - |
| 8-K | Sep 15, 2026 | - | Analysis | - |
| SC 13G | Sep 11, 2026 | - | - | |
| SC 13G | Sep 11, 2026 | - | - | |
| SC 13D | Sep 11, 2026 | - | - | |
| 4 | Sep 8, 2026 | - | - | - |
| 4 | Sep 8, 2026 | - | - | - |
| 8-K | Sep 4, 2026 | - | Analysis | - |
| 8-K | Aug 31, 2026 | - | Analysis | - |
| 8-K | Aug 24, 2026 | - | Analysis | - |
| 4 | Aug 21, 2026 | - | - | - |
| 8-K | Aug 10, 2026 | - | Analysis | - |
| 10-Q | Aug 10, 2026 | Jun 30, 2026 | Analysis | |
| 8-K | Aug 7, 2026 | - | Analysis | - |
| 8-K | Jul 23, 2026 | - | Analysis | - |
| 8-K | Jul 20, 2026 | - | Analysis | - |
| 4 | Jul 20, 2026 | - | - | - |
| 8-K | Jul 16, 2026 | - | Analysis | - |
| 4 | Jul 7, 2026 | - | - | - |
| 8-K | Jun 18, 2026 | - | Analysis | - |
| 8-K | Jun 15, 2026 | - | Analysis | - |
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USAR SEC filings: frequently asked questions
Are USAR insiders buying or selling?
In the last 90 days, USA Rare Earth, Inc. (USAR) officers, directors and 10% owners reported no open-market purchases and 1 open-market sale worth $1.2 million by 1 insider on Form 4. Many insider sales are pre-planned or for taxes, so purchases usually carry more information.
Which institutions hold USAR stock?
As of June 30, 2026, the largest USA Rare Earth, Inc. (USAR) holders among the 13F filers tracked by SignalX were BlackRock ($335.8 million), State Street Corp ($291.8 million), T. Rowe Price Group ($192.4 million), Vanguard Capital Management LLC ($177.8 million), Vanguard Portfolio Management LLC ($118.6 million). 13F-HR reports are filed up to 45 days after each quarter ends.
What was USAR's revenue in fiscal year 2025?
For the fiscal year ended December 31, 2025 (FY2025), USA Rare Earth, Inc. (USAR) reported revenue of $1.6 million and a net loss of $297.6 million. Diluted EPS was -$3.31. The figures come from the XBRL data in the 10-K.
What did USAR report in its latest 8-K?
USA Rare Earth, Inc. (USAR) filed an 8-K on October 1, 2026 reporting Item 7.01 (Regulation FD Disclosure). Item 7.01 references SEC-filed or incorporated materials.
What are the latest USAR SEC filings?
USA Rare Earth, Inc. (USAR) filed its latest 10-K annual report on March 30, 2026, a 10-Q quarterly report on August 10, 2026, an 8-K current report on October 1, 2026 and a Form 4 insider filing on October 5, 2026.
What is USAR's SEC CIK number?
USA Rare Earth, Inc. (USAR)'s SEC Central Index Key (CIK) is 1970622. EDGAR lists every USAR filing under that number.
Ask anything about USAR
The research agent reads USAR's filings, financials, insider trades and 13F holders, then answers with sources.