Rare Element Resources hires COO Josef Bilant

Q: What executive change did REEMF announce in this Form 8-K?

Rare Element Resources Ltd. appointed Josef Bilant as Chief Operating Officer, effective October 5, 2026. He joins with over 18 years of experience in chemical, mineral, and mining operations, including senior roles at Lithium Americas Corp. and Coeur Mining.

Q: What sign-on bonus will REEMF’s new COO receive?

Josef Bilant will receive a one-time sign-on bonus of US$99,000, payable after the end of calendar year 2026. The bonus is subject to specified repayment obligations if his employment ends in certain circumstances on or before October 5, 2028.

Q: What restrictive covenants apply to the new COO of REEMF?

Josef Bilant agreed to confidentiality, non-compete, and non-solicitation obligations. The non-compete runs during employment and for one year after termination and covers rare earth activities similar to the company’s operations and certain gold-related activities near the Bear Lodge Project, with an exception if terminated without cause.

Rare Element Resources appoints a new Chief Operating Officer with a detailed compensation, severance, and non-compete package.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Rare Element Resources Ltd. (REEMF) appointed Josef Bilant as Chief Operating Officer effective October 5, 2026. Bilant brings more than 18 years of experience in chemical, mineral, and mining operations, including senior roles at Lithium Americas Corp., Coeur Mining, Comstock Mining, and other mining companies.

Under an employment agreement with a wholly owned subsidiary, Bilant will receive a US$330,000 initial annual base salary, a one-time US$99,000 sign-on bonus, and a target annual performance bonus of 30% of base salary starting in 2027. If terminated without cause or he resigns for defined good reason after at least one year or in connection with a change in control, he is entitled to severance equal to one year of base salary, a pro-rated bonus, and up to 12 months of reimbursed COBRA premiums, subject to a release of claims. The agreement also provides indemnification, access to D&O insurance coverage, confidentiality obligations, and post-employment non-compete and non-solicitation restrictions.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Initial annual base salary: US$330,000 Sign-on bonus: US$99,000 Target annual bonus: 30% of base salary +4 more

7 metrics

Initial annual base salary US$330,000 Base salary for Josef Bilant as Chief Operating Officer

Sign-on bonus US$99,000 One-time sign-on bonus payable after the end of calendar year 2026

Target annual bonus 30% of base salary Target performance bonus starting in calendar year 2027

Severance base salary multiple 1 year of base salary Lump-sum payment on the 60th day after qualifying termination

COBRA premium reimbursement period 12 months Maximum duration of COBRA premium reimbursement after qualifying termination

Effective date as COO October 5, 2026 Date Josef Bilant assumes the Chief Operating Officer role

Sign-on bonus repayment window end October 5, 2028 End date for certain repayment obligations tied to the sign-on bonus

Key Terms

good reason, change in control, Consolidated Omnibus Budget Reconciliation Act (COBRA), D&O Policy, +2 more

6 terms

good reason regulatory

"by Mr. Bilant for “good reason” (as defined in the Employment Agreement)"

change in control financial

"only if such termination occurs after his completion of at least one year"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Consolidated Omnibus Budget Reconciliation Act (COBRA) regulatory

"reimbursement of Consolidated Omnibus Budget Reconciliation Act (COBRA) premiums"

D&O Policy financial

"directors and officers liability insurance or indemnification policy (the “D&O Policy”)"

non-compete regulatory

"he is subject to non-compete provisions under the Employment Agreement"

A non-compete is a contract clause that prevents an employee, executive, or seller from working for or starting a rival business for a set time and area after leaving a company. It matters to investors because it protects the value of intellectual property, customer relationships and key personnel—like putting a temporary fence around a company’s customers and know‑how—while also creating legal and operational constraints that can affect talent mobility and deal attractiveness.

competitive business financial

"from engaging in any “competitive business” (as defined in the Employment Agreement)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What executive change did REEMF announce in this Form 8-K?

Rare Element Resources Ltd. appointed Josef Bilant as Chief Operating Officer, effective October 5, 2026. He joins with over 18 years of experience in chemical, mineral, and mining operations, including senior roles at Lithium Americas Corp. and Coeur Mining.

What is the new COO’s base salary at REEMF?

The employment agreement sets Josef Bilant’s initial annual base salary at US$330,000. This base salary forms the reference for his target annual performance bonus, which is set at 30% of base salary beginning in calendar year 2027.

What sign-on bonus will REEMF’s new COO receive?

Josef Bilant will receive a one-time sign-on bonus of US$99,000, payable after the end of calendar year 2026. The bonus is subject to specified repayment obligations if his employment ends in certain circumstances on or before October 5, 2028.

How is the annual bonus for REEMF’s COO structured?

Starting in calendar year 2027, Josef Bilant is eligible for an annual performance bonus with a target of 30% of his base salary. The actual bonus will depend on performance measured against agreed-upon performance objectives set under the employment agreement.

What severance benefits can REEMF’s COO receive upon termination?

If Josef Bilant is terminated without cause or resigns for good reason after at least one year or in connection with a change in control, he is entitled to one year of base salary, a pro-rated annual bonus, and up to 12 months of reimbursed COBRA premiums, subject to a release of claims.

What restrictive covenants apply to the new COO of REEMF?

Josef Bilant agreed to confidentiality, non-compete, and non-solicitation obligations. The non-compete runs during employment and for one year after termination and covers rare earth activities similar to the company’s operations and certain gold-related activities near the Bear Lodge Project, with an exception if terminated without cause.

Does REEMF provide indemnification and D&O insurance coverage to its new COO?

Yes. The employment agreement provides that Josef Bilant will be indemnified for covered claims where he acted in good faith without gross negligence or willful misconduct and will be entitled to coverage under the Company’s D&O Policy during employment and for up to six years after, while the policy remains in effect.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 04:12 PM Accepted by SEC EDGAR 09/14/2026 - 04:11 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): September 8, 2026

RARE ELEMENT RESOURCES LTD.

(Exact name of registrant as specified in its charter)


British Columbia, Canada	001-34852	Not Applicable
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)


P.O. Box 80 Firestone, Colorado	80520
(Address of principal executive offices)	(Zip Code)


Registrant’s telephone number, including area code:	(720) 278-2460

Not Applicable

(Former name or former address, if changed since last report)

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:


☐	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: None

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 provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 8, 2026, the board of directors (the “Board”) of Rare Element Resources Ltd. (the “Registrant”), appointed Josef Bilant as the Chief Operating Officer of the Registrant, effective as of October 5, 2026.

Mr. Bilant, 41, has more than 18 years of experience in chemical, mineral, and mining operations. Most recently, he served as Site Manager for Lithium Americas Corp.’s (“LAC”) Thacker Pass Project (October 2025–October 2026). Prior to that role, Mr. Bilant held progressively senior positions at LAC, including Project Manager (April 2021–January 2024) and Manager, Process and Mining (January 2024–October 2025). Prior to LAC, Mr. Bilant served in several roles at Coeur Mining, Inc.’s Rochester Mine in Nevada, including Process Manager (September 2020–February 2021), Operations Support Manager (November 2019–September 2020), Process Superintendent (August 2014–November 2019), and Chief Metallurgist (March 2013–August 2014). Earlier in his career, Mr. Bilant served as Chief Metallurgist at Comstock Mining Inc. (August 2012–March 2013), Senior Metallurgist & Refinery Area Manager at Queenstake Resources Inc. (August 2010–August 2012), and Junior Metallurgist at Golden Predator Mines Inc. (now known as Scandium International Mining Corp.) (July 2008–August 2010). Mr. Bilant holds a Master of Business Administration from Temple University’s Fox School of Business and a Bachelor of Applied Science in Metallurgical Engineering from Montana Technological University. There are no family relationships between Mr. Bilant and any director or executive officer of the Registrant.

On September 8, 2026, Rare Element Resources, Inc., a wholly owned subsidiary of the Registrant (the “Company”), and Mr. Bilant entered into an employment agreement (the “Employment Agreement”), which provides that (i) his initial annual base salary is US$330,000; (ii) he will receive a one-time sign-on bonus in the amount of US$99,000, payable after the end of calendar year 2026, and subject to certain specified repayment obligations if his employment is terminated in certain circumstances on or before October 5, 2028; (iii) commencing in calendar year 2027, he will be eligible to earn an annual performance bonus whose target is 30% of the base salary, subject to agreed upon performance objectives; (iv) he will be eligible to receive such long-term incentive awards as may be determined by the Board; and (v) he will be eligible to participate in the employee benefit programs of the Company.

Pursuant to the terms of the Employment Agreement, Mr. Bilant is entitled to separation benefits in the event that his employment is terminated by the Company without “cause” (as defined in the Employment Agreement) or by Mr. Bilant for “good reason” (as defined in the Employment Agreement), in either case only if such termination occurs after his completion of at least one year of continuous employment or is in connection with a change in control. “Good reason” generally includes a material or adverse change in reporting level, authority, job duties, resources, budget, or responsibilities, a material reduction in base salary unless a proportionate reduction is made to the base salary of all members of the Company Group’s (as defined in the Employment Agreement) senior management team in certain circumstances, or a material breach of the Employment Agreement by the Company, in each case which the Company has failed to cure. The separation benefits to be received by Mr. Bilant upon termination under the circumstances described above consist of (i) a

payment equal to one year of his base salary in effect on the date of termination, paid in a lump sum on the sixtieth (60th) day after the date of such termination, (ii) a pro-rated annual bonus for the year of termination based on performance measured against the relevant performance objectives, and (iii) reimbursement of Consolidated Omnibus Budget Reconciliation Act (COBRA) premiums for up to twelve (12) months following termination. Payment of the separation benefits is conditioned on Mr. Bilant’s execution of a release of claims.

Pursuant to the terms of the Employment Agreement, Mr. Bilant will be indemnified by the Company for all losses, settlements and other amounts arising from all claims or proceedings in which he may be involved relating to the business or affairs of the Company if in each case he acted in good faith and in a manner that he believed to be in the best interest of the Company, and his conduct did not constitute gross negligence or willful or wanton misconduct. In addition, during the term of Mr. Bilant’s employment and for six years after his employment terminates, or so long as the Company’s directors and officers liability insurance or indemnification policy (the “D&O Policy”) remains in effect, whichever period is shorter, Mr. Bilant will be entitled to coverage under the D&O Policy.

Under the Employment Agreement, Mr. Bilant agreed to certain confidentiality obligations with respect to proprietary information of the Company Group gained as a result of his employment. In addition, he is subject to non-compete provisions under the Employment Agreement that prohibit him, during the term and for one year following termination, from engaging in any “competitive business” (as defined in the Employment Agreement), which includes rare earth activities similar to the Company’s actual or planned operations, without geographic limitation, and certain gold-related activities within a five-mile radius of the Bear Lodge Project, unless Mr. Bilant is terminated by the Company without cause. Mr. Bilant is also prohibited during the term of the Employment Agreement and for one year following termination from soliciting the services of any employee of or consultant to the Company Group or the business of any customer of the Company Group.

SIGNATURE

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.

Date: September 14, 2026


	RARE ELEMENT RESOURCES LTD.


	By:	/s/ Wayne E. Rich
	Name:	Wayne E. Rich
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

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Rare Element Resources hires COO Josef Bilant

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