Ur-Energy (NYSE: URG) investors approve board, pay policy and stock option plan

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Ur-Energy Inc. reported the results of its Annual General and Special Meeting of Shareholders held on June 4, 2026. Shareholder turnout was strong, with 281,472,014 common shares represented, or 70.84% of the 397,331,853 shares outstanding as of the record date.

All nominated directors were elected, with most receiving about 98% of votes cast, while one director received approximately 81% support. Shareholders also reappointed BDO USA, P.C. as independent auditors, with 275,381,072 votes for and 6,090,942 withheld.

In advisory votes, shareholders approved executive compensation with 204,012,682 votes for and 4,952,139 against. They expressed a preference for an annual “say on pay” vote, and the Board will hold these votes every year until 2032. Shareholders further ratified renewal of the company’s stock option plan, with 115,495,382 votes for and 93,469,439 against.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Shares outstanding: 397,331,853 shares Shares represented at meeting: 281,472,014 shares Auditor reappointment support: 275,381,072 votes for +4 more

7 metrics

Shares outstanding 397,331,853 shares Common shares outstanding and entitled to vote as of April 8, 2026

Shares represented at meeting 281,472,014 shares Shares present or represented by proxy (70.84% turnout)

Auditor reappointment support 275,381,072 votes for Reappointment of BDO USA, P.C.; 6,090,942 votes withheld

Say-on-pay support 204,012,682 votes for Advisory vote on executive compensation; 4,952,139 against

Annual say-on-pay frequency 205,213,489 votes Votes favoring an annual advisory vote schedule

Option plan renewal support 115,495,382 votes for Renewal of Amended and Restated Stock Option Plan 2005; 93,469,439 against

Director support range 81.36%–98.14% Percentage of votes for individual director nominees

Key Terms

broker non-votes, Advisory (non-binding) vote, say when on pay, Amended and Restated Stock Option Plan 2005, +1 more

5 terms

broker non-votes financial

"For the election of directors, there were broker non-votes as set forth below."

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Advisory (non-binding) vote financial

"Proposal No. 3 – Advisory (non-binding) vote regarding the compensation of the Company’s named executive officers."

say when on pay financial

"vote regarding the frequency of shareholder advisory votes on the compensation of the Company’s named executive officers (“say when on pay”)."

Amended and Restated Stock Option Plan 2005 financial

"approval of the renewal of the Ur-Energy Inc. Amended and Restated Stock Option Plan 2005, as amended (the “Option Plan”)"

Annual General and Special Meeting of Shareholders financial

"held its Annual General and Special Meeting of Shareholders (the “Meeting”) on June 4, 2026."

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Understanding 8-K Material Events →

06/05/2026 - 01:21 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): June 4, 2026

UR-ENERGY INC.

(Exact name of registrant as specified in its charter)


Canada	001-33905	Not applicable
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

	1478 Willer Drive
	Casper, Wyoming	82604
	(Address of principal executive offices)	(Zip code)
Registrant’s telephone number, including area code: (720) 981-4588

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. below):

☐	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		Name of each exchange on which registered:
Common Stock		URG (NYSE American): URE (TSX)		NYSE American; TSX

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 5.07Submission of Matters to a Vote of Security Holders

Ur-Energy Inc. (“Ur-Energy” or the “Company”) held its Annual General and Special Meeting of Shareholders (the “Meeting”) on June 4, 2026. At the Meeting, five proposals were submitted to the shareholders for approval as set forth in the Company’s definitive proxy statement, filed April 24, 2026. As of April 8, 2026, the record date for the Meeting, a total of 397,331,853 shares of common stock, no par value (“Common Shares”), were outstanding and entitled to vote. In total, 281,472,014 Common Shares were present in person or represented by proxy at the Meeting, which represented 70.84% of the Common Shares outstanding and entitled to vote as of the record date.

Proposal No. 1 – Election of Directors. The shareholders elected all the directors presented to the shareholders. For the election of directors, there were broker non-votes as set forth below.

Nominee	Votes For	%	Votes Against	%	Non-Votes
John W. Cash	205,087,421	98.14	3,877,398	1.86	72,507,195
Rob Chang	205,052,487	98.13	3,912,332	1.87	72,507,195
Elmer W. Dyke	205,009,032	98.11	3,955,786	1.89	72,507,196
Matthew D. Gili	204,956,311	98.08	4,008,509	1.92	72,507,194
Gary C. Huber	170,009,028	81.36	38,955,790	18.64	72,507,196
Thomas H. Parker	205,085,692	98.14	3,879,129	1.86	72,507,193
John Paul Pressey	204,952,526	98.08	4,012,293	1.92	72,507,195
Kathy E. Walker	204,828,025	98.02	4,136,796	1.98	72,507,193

Proposal No. 2 – Reappointment of BDO USA, P.C., as the independent auditors of the Company and authorization for the directors to fix the remuneration of the auditors. There were zero broker non-votes on Proposal No. 2.

For	Withheld
275,381,072	6,090,942

Proposal No. 3 – Advisory (non-binding) vote regarding the compensation of the Company’s named executive officers. There were 72,507,193 broker non-votes on Proposal No. 3.

For	Against
204,012,682	4,952,139

Proposal No. 4 – Advisory (non-binding) vote regarding the frequency of shareholder advisory votes on the compensation of the Company’s named executive officers (“say when on pay”). There were 72,507,199 broker non-votes on Proposal No. 4.

The Board of Directors of the Company has adopted the preference expressed by the shareholders in this advisory vote and will conduct advisory votes on executive compensation every year until the Company’s next “say when on pay” vote in 2032.

One	Two	Three	Abstain
205,213,489	482,868	1,453,602	1,814,856

Proposal No. 5 – Ratification, confirmation, and approval of the renewal of the Ur-Energy Inc. Amended and Restated Stock Option Plan 2005, as amended (the “Option Plan”), and approval and authorization for a period of three years of all unallocated stock options issuable pursuant to the Option Plan. There were 72,507,193 broker non-votes on Proposal No. 5.

For	Against
115,495,382	93,469,439

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: June 5, 2026

	Ur-Energy Inc.

	By:	/s/ David A. Ritchie

		Name: David A. Ritchie
		Title: Corporate Secretary and General Counsel

Source: View Original Filing on SEC EDGAR

FAQ

What did Ur-Energy (URG) shareholders vote on at the June 2026 meeting?

Shareholders voted on five items: electing directors, reappointing BDO USA, P.C. as auditors, an advisory vote on executive compensation, the frequency of future say-on-pay votes, and renewal of the company’s Amended and Restated Stock Option Plan 2005.

How high was shareholder participation at Ur-Energy’s 2026 annual meeting?

Participation was strong. Of 397,331,853 common shares outstanding and entitled to vote as of April 8, 2026, a total of 281,472,014 shares were represented in person or by proxy, reflecting 70.84% of the eligible common shares at the meeting.

How did Ur-Energy (URG) shareholders vote on executive compensation in 2026?

Shareholders approved the advisory resolution on executive compensation. The vote totaled 204,012,682 shares in favor and 4,952,139 against, with 72,507,193 broker non-votes recorded. This non-binding vote indicates broad support for the compensation of the company’s named executive officers.

What frequency of say-on-pay votes did Ur-Energy shareholders prefer?

Shareholders favored annual say-on-pay votes. The annual option received 205,213,489 votes, compared with 482,868 for every two years and 1,453,602 for every three years. The Board adopted this preference and will hold yearly advisory votes on compensation until 2032.

Were Ur-Energy’s auditors reappointed at the 2026 shareholder meeting?

Yes. Shareholders reappointed BDO USA, P.C. as the company’s independent auditors. The resolution received 275,381,072 votes for and 6,090,942 votes withheld, with no broker non-votes reported on this item, confirming continued support for the existing audit firm.

Did Ur-Energy shareholders approve renewal of the company’s stock option plan?

Shareholders approved the renewal of the Amended and Restated Stock Option Plan 2005 and authorized all unallocated options for three years. The resolution received 115,495,382 votes for and 93,469,439 against, along with 72,507,193 broker non-votes recorded on this proposal.

Filing Exhibits & Attachments

4 documents