DyTb, LLC director clears TMRC stake in merger

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.

Rhea-AI Filing Summary

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.

Insider Trade Summary

Disposition: 176,585 shares

Disposition 1 txn

Insider Hulse Donald Edward

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2	176,585	--	--

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (2)

1. F1. The shares were disposed of pursuant to the Agreement and Plan of Merger, dated March 4, 2025 (the "Merger Agreement"), by and among Texas Mineral Resources Corp. (the "Issuer"), USA Rare Earth, Inc. ("Parent"), Hamer Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("First Merger Sub") and Hamer Merger Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent ("Second Merger Sub"). Pursuant to the Merger Agreement, on August 7, 2026, First Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly owned subsidiary of Parent (the "First Merger") and promptly thereafter, the Issuer merged with and into Second Merger Sub, with Second Merger Sub surviving the second merger as a wholly owned subsidiary of Parent named DyTb, LLC.
2. F2. Pursuant to the terms of the Merger Agreement, each share of the Issuer's common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the First Merger converted into the right to receive 0.043279843 shares of common stock of Parent and cash payable in lieu of fractional shares.

Key Figures

Shares disposed: 176,585 shares Post-transaction TMRC holdings: 0 shares Share conversion ratio: 0.043279843 shares +2 more

5 metrics

Shares disposed 176,585 shares Common stock returned to issuer on August 7, 2026 as part of merger

Post-transaction TMRC holdings 0 shares Common stock reported following the merger-related disposition

Share conversion ratio 0.043279843 shares USA Rare Earth, Inc. common stock per TMRC common share under Merger Agreement

Merger agreement date March 4, 2025 Date of Agreement and Plan of Merger governing the transaction

Merger completion date August 7, 2026 Effective date of First Merger in which TMRC became a wholly owned subsidiary

Key Terms

Agreement and Plan of Merger, First Merger, Second Merger Sub, cash payable in lieu of fractional shares, +1 more

5 terms

Agreement and Plan of Merger regulatory

"disposed of pursuant to the Agreement and Plan of Merger, dated March 4, 2025"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

First Merger regulatory

"First Merger Sub merged with and into the Issuer, with the Issuer surviving the merger"

Second Merger Sub regulatory

"the Issuer merged with and into Second Merger Sub, with Second Merger Sub surviving"

cash payable in lieu of fractional shares financial

"right to receive 0.043279843 shares of common stock of Parent and cash payable"

wholly owned subsidiary financial

"the Issuer surviving the merger as a wholly owned subsidiary of Parent"

A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.

FAQ

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

What transaction did TMRC director Donald Edward Hulse report on this Form 4?

Donald Edward Hulse reported a disposition of 176,585 shares of Texas Mineral Resources Corp. common stock on August 7, 2026. The shares were returned to the issuer as part of a merger with USA Rare Earth, Inc.

Why were Donald Edward Hulse’s TMRC shares disposed of according to this Form 4 for TMRC?

The shares were disposed of pursuant to an Agreement and Plan of Merger among Texas Mineral Resources Corp., USA Rare Earth, Inc., and merger subsidiaries. TMRC merged and became a wholly owned subsidiary of USA Rare Earth-related entities.

What did each TMRC share convert into under the merger terms described in the TMRC Form 4?

Each TMRC common share (other than certain excluded shares) converted into the right to receive 0.043279843 shares of USA Rare Earth, Inc. common stock, plus cash in lieu of fractional shares at the effective time of the first merger.

What are Donald Edward Hulse’s TMRC holdings after the reported transaction for TMRC?

After the reported disposition, Donald Edward Hulse’s reported holdings of TMRC common stock are 0 shares. This reflects the treatment of his shares in connection with the merger with USA Rare Earth, Inc.

How was DyTb, LLC formed in relation to the TMRC merger noted in the Form 4?

Following the first merger, TMRC merged with and into Second Merger Sub, LLC. Second Merger Sub survived and was renamed DyTb, LLC, becoming a wholly owned subsidiary of USA Rare Earth, Inc.

Was the TMRC Form 4 transaction by Donald Edward Hulse under a Rule 10b5-1 plan?

No. The filing indicates the Rule 10b5-1 checkbox is not affirmed (aff_10b5_one is false), and the footnotes attribute the disposition to the merger mechanics, not to a trading plan.

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Available on EDGAR 08/14/2026 - 03:37 PM EDT Accepted by SEC EDGAR 08/14/2026 - 03:36 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

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hours per response:			0.5

X

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^*

Hulse Donald Edward

(Last) (First) (Middle)

7257 S UKRAINE ST

(Street)

AURORA COLORADO 80016

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DyTb, LLC [ TMRC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026

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

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

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

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 Stock	08/07/2026		D(1)		176,585	D	(1)(2)	0	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. The shares were disposed of pursuant to the Agreement and Plan of Merger, dated March 4, 2025 (the "Merger Agreement"), by and among Texas Mineral Resources Corp. (the "Issuer"), USA Rare Earth, Inc. ("Parent"), Hamer Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("First Merger Sub") and Hamer Merger Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent ("Second Merger Sub"). Pursuant to the Merger Agreement, on August 7, 2026, First Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly owned subsidiary of Parent (the "First Merger") and promptly thereafter, the Issuer merged with and into Second Merger Sub, with Second Merger Sub surviving the second merger as a wholly owned subsidiary of Parent named DyTb, LLC.

2. Pursuant to the terms of the Merger Agreement, each share of the Issuer's common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the First Merger converted into the right to receive 0.043279843 shares of common stock of Parent and cash payable in lieu of fractional shares.

	/s/ Donald E. Hulse	08/13/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)