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Texas Mineral Resources Corp. (symbol: TMRC) is the issuer of record for a Form 4 filing submitted to the SEC.
Donald Edward Hulse, a director of Texas Mineral Resources Corp. (TMRC), reported a disposition of 176,585 shares of common stock on August 7, 2026. The shares were returned to the issuer in connection with a merger in which TMRC became a wholly owned subsidiary of USA Rare Earth, Inc.
Under the Agreement and Plan of Merger, each TMRC common share (other than certain excluded shares) converted into the right to receive 0.043279843 shares of USA Rare Earth common stock plus cash in lieu of fractional shares. Following this transaction, Hulse reported holding 0 TMRC shares.
Texas Mineral Resources Corp. CFO William C. Mathers reported a disposition of 448,454 shares of common stock on August 7, 2026 in a transaction coded as a disposition to the issuer, leaving him with 0 shares of this security. According to the merger agreement among Texas Mineral Resources Corp., USA Rare Earth, Inc. and merger subsidiaries, the issuer was merged and ultimately survived as DyTb, LLC. Each share of Texas Mineral Resources Corp. common stock outstanding immediately before the first merger converted into the right to receive 0.043279843 shares of USA Rare Earth, Inc. common stock plus cash in lieu of fractional shares.
DyTb, LLC (formerly Texas Mineral Resources Corp.) director Cecil C. Wall reported the disposition of all reported common shares in connection with a merger. On August 7, 2026, two transactions were recorded: 47,112 directly held shares and 1,696,668 indirectly held shares were disposed of to the issuer, leaving 0 shares reported following each transaction.
These dispositions occurred under an Agreement and Plan of Merger among Texas Mineral Resources Corp., USA Rare Earth, Inc., and two merger subsidiaries. At the effective time of the first merger, each share of Texas Mineral Resources common stock (other than certain excluded shares) converted into the right to receive 0.043279843 shares of USA Rare Earth common stock plus cash payable in lieu of fractional shares. Reported indirect holdings were in various trusts or entities controlled by Wall.
DyTb, LLC director Deepak Malhotra reported a disposition of 244,796 shares of Common Stock on August 7, 2026 in a transaction coded as a disposition to the issuer. This occurred in connection with a merger in which Texas Mineral Resources Corp. became a wholly owned subsidiary of USA Rare Earth, Inc. and was then merged into DyTb, LLC. Following the transaction, Malhotra reported 0 shares of the issuer’s Common Stock held directly. Under the Merger Agreement, each Texas Mineral Resources Corp. common share converted into the right to receive 0.043279843 shares of USA Rare Earth, Inc. common stock plus cash in lieu of fractional shares.
DyTb, LLC director Jonathan Scott Beigle disposed of 60,767 shares of Texas Mineral Resources Corp. common stock on August 7, 2026 in a disposition to the issuer tied to a merger with USA Rare Earth, Inc. Each TMRC share converted into the right to receive 0.043279843 Parent shares plus cash in lieu of fractional shares, leaving Beigle with 0 TMRC shares after the transaction.
Anthony G. Marchese, a director of DyTb, LLC (formerly Texas Mineral Resources Corp.), reported issuer dispositions of common stock in connection with the closing of a merger with USA Rare Earth, Inc. On August 7, 2026 he disposed of 5,171,492 shares held directly and 2,024,040 shares held indirectly through Insiders Trend Fund, LP. Under the merger terms, each former Texas Mineral Resources common share converted into the right to receive 0.043279843 shares of USA Rare Earth common stock plus cash in lieu of fractional shares.
DyTb, LLC, as successor to Texas Mineral Resources Corp., filed Post-Effective Amendment No. 3 to its Second Registration Statement on Form S-1. The original Second Registration Statement, declared effective on August 8, 2011, registered the resale of up to 6,240,000 shares of common stock and up to 7,432,000 shares issuable upon exercise of warrants by selling stockholders on a continuous basis.
Following the consummation of a series of mergers on August 7, 2026, in which Texas Mineral Resources Corp. became a wholly owned subsidiary of USA Rare Earth, Inc. and was then merged into DyTb, LLC, the company terminated all offerings under the Second Registration Statement. In accordance with its prior undertaking, this amendment deregisters all securities that remained unsold or unissued under that registration and terminates the effectiveness of the Second Registration Statement.