Liberty Star Uranium & Metals Corp. (OTCQB: LBSR) enters $73,700 note deal

Rhea-AI Filing Summary

Liberty Star Uranium & Metals Corp. entered into a Securities Purchase Agreement with 1800 Diagonal Lending LLC and issued a $73,700 convertible promissory note.

The note carries 8% interest, includes a 10% original issue discount, and matures on October 15, 2026. The outstanding principal and accrued interest may be converted into shares of Liberty Star’s common stock under the terms set out in the note.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 12, 2026

Liberty Star Uranium & Metals Corp.

(Exact Name of Registrant as Specified in its Charter)

Nevada

(State or Other Jurisdiction of Incorporation)

000-50071		90-0175540
(Commission		(IRS Employer
File Number)		Identification No.)

2 East Congress St. Ste 900, Tucson, AZ		85701
(Address of Principal Executive Offices)		(Zip Code)

(Registrant’s telephone number, including area code): (520) 425-1433

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.)

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common		LBSR		OTCQB

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement.

On January 12, 2026, Liberty Star Uranium & Metals Corp. (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with 1800 Diagonal Lending LLC. (“1800 Diagonal”). Pursuant to the terms of the Securities Purchase Agreement, the Company agreed to issue a convertible promissory note (the “Note”) to 1800 Diagonal in the aggregate principal amount of $73,700. Effective January 8, 2025, the Company issued the Note to 1800 Diagonal consistent with the terms of the Securities Purchase Agreement. The Note bears interest at 8%, with a 10% Original Issue Discount and matures on October 15, 2026. Pursuant to the terms of the Note, the outstanding principal and accrued interest on the Note shall be convertible into shares of the Company’s common stock as set forth therein.

The foregoing descriptions of the Note and the Securities Purchase Agreement and of all of the parties’ rights and obligations under the Note and the Securities Purchase Agreement are qualified in its entirety by reference to the Note and the Securities Purchase Agreement, copies of which are filed as Exhibits 3.75 and 3.76 respectively to this Current Report on Form 8-K, and of which are incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

The exhibits listed in the following Exhibit Index are furnished as part of this Current Report on Form 8-K.

Exhibit No.		Description
3.75		Convertible Promissory Note issued to 1800 Diagonal Lending LLC dated January 8, 2026.
3.76		Securities Purchase Agreement dated January 8, 2026, between the registrant and 1800 Diagonal Lending LLC.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	LIBERTY STAR URANIUM & METALS CORP.
Dated: January 16, 2026	/s/ Patricia Madaris
	Patricia Madaris, VP Finance & CFO

FAQ

What agreement did Liberty Star Uranium & Metals Corp. (LBSR) enter into?

Liberty Star Uranium & Metals Corp. entered into a Securities Purchase Agreement with 1800 Diagonal Lending LLC on January 12, 2026.

What are the key terms of Liberty Star’s new convertible promissory note?

The company issued a $73,700 convertible promissory note bearing 8% interest, with a 10% original issue discount, maturing on October 15, 2026.

Who is the lender for Liberty Star Uranium & Metals Corp.’s new note?

The lender is 1800 Diagonal Lending LLC, which received the convertible promissory note under the Securities Purchase Agreement.

Can Liberty Star’s new note be converted into common stock?

Yes. Under the note, the outstanding principal and accrued interest are convertible into shares of common stock of Liberty Star as set forth in the note.

When does Liberty Star’s convertible promissory note mature?

The convertible promissory note issued to 1800 Diagonal Lending LLC matures on October 15, 2026.

Why did Liberty Star report this transaction in a current report?

Liberty Star reported the transaction as an entry into a material definitive agreement and as the creation of a direct financial obligation for the company.