Westwater Res SEC Filings

Westwater Resources (WWR) reported a contract termination. The company said FCA US LLC terminated its Binding Offtake Agreement for CSPG natural graphite anode products with its subsidiary Alabama Graphite Products, effective immediately on November 3, 2025. Westwater stated it disputes FCA’s right to terminate and is reserving its rights.

The company also furnished a strategic update press release as Exhibit 99.1. This 8-K focuses on the notice of termination and Westwater’s position; it does not provide financial terms or impacts related to the agreement in the excerpt.

Westwater Resources filed a prospectus supplement to its Form S-3, registering the offer and sale of up to $75,000,000 of common stock under its existing at-the-market program with H.C. Wainwright.

The filing notes this amount is pursuant to the ATM Agreement and does not include the approximately $55 million of common stock previously sold under the same program. The company also filed related legal exhibits to incorporate into the shelf registration.

WWR amended its at-the-market equity program, increasing the amount of common stock it may offer and sell through H.C. Wainwright & Co. to $75,000,000 under its existing ATM Agreement, after effectiveness of this prospectus supplement.

Sales, if any, may be made as “at-the-market” offerings on NYSE American or other U.S. trading markets, to or through market makers, directly to the sales agent acting as principal, in negotiated transactions at prevailing market prices or prices related to them, and by other methods permitted by law. The sales agent will use commercially reasonable efforts and is not obligated to sell any specific amount, and there is no escrow arrangement.

This amount excludes approximately $55 million of shares previously sold under the ATM as of the supplement date. WWR’s common stock trades on NYSE American under “WWR,” and the last reported sale price was $2.10 on October 16, 2025.

Westwater Resources (WWR) reported an insider transaction by a director. On 10/09/2025, the director exercised non-qualified stock options and acquired 224,519 shares at $0.4888 and 16,390 shares at $0.477 (Transaction Code M). Following these transactions, the director beneficially owns 640,909 shares, held directly.

Two option grants remain outstanding after the exercises: 244,198 options at $0.4888 expiring 05/30/2034 and 227,808 options at $0.477 expiring 05/27/2035.

Westwater Resources, Inc. is a development-stage battery-grade graphite company advancing its Kellyton Graphite Plant and the Coosa Graphite Deposit. The company reported a $6.5 million net loss for the six months ended June 30, 2025, and ended the period with $6.7 million in cash, $150.5 million of total assets and which exceed current assets of $7.3 million, prompting management to disclose that substantial doubt exists about the company’s ability to continue as a going concern.

Westwater expects Phase I of Kellyton to cost $245 million, has incurred approximately $124.4 million to date, and projects Phase I capacity of 12,500 metric tons per year of CSPG. The company closed a $5.0 million Series A-1 convertible note and subsequently agreed to a $5.0 million Series B-1 offering, retains available equity facilities of approximately $47.3 million (ATM) and $26.3 million (Lincoln Park), and continues construction and customer qualification activities while seeking additional financing to complete Phase I.

Westwater Resources, Inc. (WWR) is reported to have 8,488,000 shares of common stock issuable upon conversion of a convertible note held by Alto Opportunity Master Fund and affiliated parties. Those issuable shares represent 9.99% of the company's common stock based on 76,408,761 shares outstanding as referenced in the filing. The reporting persons — Ayrton Capital LLC, the Fund, and Waqas Khatri — state they have sole voting and dispositive power over the 8,488,000 shares and that the holdings are subject to a 9.99% beneficial ownership blocker.

The filing states the position arises from a convertible note and that the securities are held in the ordinary course of business. No shared voting power, group affiliation, or additional transactions are disclosed in this statement.

Westwater Resources (NYSE-American: WWR) is raising $5.0 million through Series B-1 senior unsecured convertible notes due August 7 2027. The notes carry no cash coupon but accrue 18% interest only if an event of default occurs. They amortize monthly from closing and mature at a 15% premium to face value. Holders may convert at any time at a fixed $0.83 price, 10% above the last reported share price of $0.75 (6 Aug 2025). Conversion is capped at 9.99% ownership and 19.99% of outstanding shares unless shareholder approval is obtained.

The issue ranks pari passu with WWR’s June 2025 Series A-1 notes and senior to other unsecured debt. Default, change-of-control and project-finance triggers allow investors to force cash redemptions or discounted conversions. Net proceeds are estimated at $4.8 million and will fund working capital, Phase I construction of the Kellyton Graphite Plant and other corporate purposes.

Risk factors highlight a going-concern warning: as of 31 Mar 2025 WWR held $3.3 million cash, negative working capital of $6.9 million and an accumulated deficit of $376.4 million. The company notes stock-price volatility (52-week $0.45–$1.07) and potential dilution from future equity or note conversions. The notes will not be listed; no public market is expected.