USA Rare Earth grants stock units to president
USA Rare Earth’s president received two sizable RSU awards tied to time-based and age‑plus‑service vesting, increasing his reported equity stake.
Rhea-AI Filing Summary
USA Rare Earth, Inc. (symbol: USAR) is the issuer of record for a Form 4 filing submitted to the SEC. Moraitis Thrasyvoulos reported acquisition or exercise transactions in this Form 4 filing.
USA Rare Earth, Inc. (USAR) reported that President and director Moraitis Thrasyvoulos received two awards of restricted stock units on September 3, 2026. One award covers 216,541 RSUs that vest in tranches through December 31, 2027, and a second award covers 226,373 RSUs that vest based on reaching age 65 and separation from service. Each RSU represents the right to receive one share of common stock at settlement, and after these awards he holds 2,080,059 shares of common stock directly.
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Insider Trade Summary
Grant/Award: 442,914 shares
Grant/Award
3 txns
Insider
Moraitis Thrasyvoulos
Role
President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units F1, F2 | 216,541 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units F3, F2 | 226,373 | $0.00 | $0.00 |
| holding | Common Stock, par value $0.0001 per share | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 442,914 contracts (Direct);
Common Stock, par value $0.0001 per share — 2,080,059 shares (Direct)
Footnotes (3)
- F1. The restricted stock unit ("RSU") will vest in two tranches. The first tranche of 97,443 RSUs will vest on December 31, 2026 and the second tranche of 119,098 RSUs will vest on December 31, 2027.
- F2. Each restricted stock unit represents the right to receive, at settlement, one (1) share of the Issuer's common stock.
- F3. The RSU vests upon obtaining age 65; however the underlying shares will be released to the reporting person in two equal tranches upon "separation from service" on or after age 65 or as a "good leaver" (subject to six-month delay under Section 409A of the Internal Revenue Code), and on the first anniversary of such separation.
Key Figures
RSUs granted (time-based award): 216,541 units
RSUs granted (age 65 award): 226,373 units
First tranche vesting: 97,443 units
+3 more
6 metrics
RSUs granted (time-based award)
216,541 units
Restricted Stock Units granted to the president on September 3, 2026 with vesting through December 31, 2027
RSUs granted (age 65 award)
226,373 units
Restricted Stock Units granted to the president on September 3, 2026 that vest upon obtaining age 65 and separation from service conditions
First tranche vesting
97,443 units
Portion of the 216,541 RSUs vesting on December 31, 2026
Second tranche vesting
119,098 units
Portion of the 216,541 RSUs vesting on December 31, 2027
Common shares held after transactions
2,080,059 shares
Direct ownership of USA Rare Earth common stock reported as of September 3, 2026
Age condition for RSU vesting
65 years
Second RSU award vests upon obtaining age 65 with additional separation-from-service conditions
Key Terms
Restricted Stock Units, separation from service, good leaver, Section 409A of the Internal Revenue Code
4 terms
Restricted Stock Units financial
"The restricted stock unit ("RSU") will vest in two tranches."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
separation from service regulatory
"released to the reporting person in two equal tranches upon "separation from service""
good leaver financial
"on or after age 65 or as a "good leaver" (subject to six-month delay)"
Section 409A of the Internal Revenue Code regulatory
"subject to six-month delay under Section 409A of the Internal Revenue Code"
FAQ
What equity awards did USA Rare Earth (USAR) grant to President Moraitis Thrasyvoulos?
On September 3, 2026, he received two grants of Restricted Stock Units: one for 216,541 RSUs with time-based vesting and another for 226,373 RSUs that vest upon reaching age 65 and meeting specified separation-from-service conditions.
How do the 216,541 RSUs granted by USAR to its president vest?
The 216,541 RSUs vest in two tranches: 97,443 RSUs on December 31, 2026 and 119,098 RSUs on December 31, 2027. Each vested RSU will settle into one share of USA Rare Earth common stock.
What are the vesting terms for the 226,373 RSUs reported by USA Rare Earth (USAR)?
The 226,373 RSUs vest upon the president obtaining age 65. The underlying shares are released in two equal tranches after “separation from service” on or after age 65 or as a “good leaver,” subject to a six‑month delay under Section 409A, and on the first anniversary of that separation.
Does USA Rare Earth’s Form 4 indicate a Rule 10b5-1 trading plan for these RSU grants?
No. The Form 4 indicates that the Rule 10b5‑1 checkbox is not affirmed, and there is no footnote stating that these RSU awards were made pursuant to a Rule 10b5‑1 trading plan.
What does each RSU reported by USA Rare Earth (USAR) represent?
Each Restricted Stock Unit represents the right to receive, at settlement, one share of USA Rare Earth common stock. Settlement occurs upon satisfaction of the applicable vesting and timing conditions described in the footnotes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
