Grandey amends Rare Element (REEMF) insider report on rights offering shares

Rhea-AI Filing Summary

Rare Element Resources Ltd. director Gerald W. Grandey filed an amended insider report to correct a prior disclosure related to the company’s rights offering. An earlier report had preliminarily stated that he purchased 1,250,000 common shares in the offering, but the rights process ultimately determined that these shares were not purchased. This amendment clarifies that no common shares were acquired in that rights offering and that, as of March 4, 2026, Grandey owned 4,780,943 common shares of Rare Element Resources Ltd.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Grandey Gerald W

(Last) (First) (Middle)

P.O. BOX 80

(Street)

FIRESTONE CO 80520

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RARE ELEMENT RESOURCES LTD [ REEMF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares								4,780,943(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On March 6, 2026, the reporting person filed a Form 4 reporting the purchase of 1,250,000 common shares of Rare Element Resources Ltd. ("Rare Element") in connection with Rare Element's rights offering, noting that the number of shares reported therein was preliminary and subject to final determination. At the time of filing the original Form 4, the reporting person believed that such shares had been purchased. Following finalization of the rights offering process, it was determined that such shares were not purchased. This amendment reflects that no common shares of Rare Element were purchased by the reporting person in the rights offering. As of March 4, 2026, the reporting person owned 4,780,943 common shares of Rare Element.

	/s/ Wayne Rich as Attorney-in-Fact for Gerald W. Grandey	03/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What does the amended Form 4 for RARE ELEMENT RESOURCES LTD (REEMF) correct?

The amended Form 4 corrects a prior report that had preliminarily stated director Gerald W. Grandey purchased 1,250,000 common shares in a rights offering. After the offering was finalized, it was determined those shares were not purchased, and this amendment updates the record accordingly.

Did Gerald W. Grandey buy 1,250,000 REEMF shares in the rights offering?

No, the amendment states that the 1,250,000 Rare Element Resources common shares previously reported as purchased in the rights offering were ultimately not acquired. The earlier figure was preliminary and subject to final determination during the rights offering process.

How many REEMF common shares does Gerald W. Grandey own after this correction?

As of March 4, 2026, Gerald W. Grandey owned 4,780,943 common shares of Rare Element Resources Ltd. This reflects his actual holdings after confirming that no additional shares were purchased in the company’s rights offering.

Why was the original REEMF Form 4 described as preliminary?

The original Form 4 was described as preliminary because it reported a purchase of 1,250,000 common shares tied to the rights offering before that process was finalized. The amendment explains that finalization showed no such shares were purchased, requiring a correction.

What is the main takeaway from Gerald W. Grandey’s amended REEMF insider filing?

The main takeaway is that there was no new share purchase by Gerald W. Grandey in Rare Element Resources’ rights offering. Instead, his ownership remains at 4,780,943 common shares as of March 4, 2026, correcting the earlier preliminary report.