Westwater Resources Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>Westwater Resources will hold its 2024 Annual Meeting virtually on May 30, 2024, with key votes on director elections, incentive plan amendments, and executive compensation.</b>

AI Summary

WESTWATER RESOURCES, INC. (WWR) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. The 2024 Annual Meeting of Stockholders for Westwater Resources, Inc. will be held virtually on May 30, 2024. Stockholders will vote on electing five director nominees. A proposal to amend the 2013 Omnibus Incentive Plan to increase share availability by 3,000,000 shares and the annual grant limit to 800,000 shares will be considered. An advisory vote to approve executive compensation is on the agenda. The appointment of Moss Adams LLP as the independent registered public accountant for 2024 will be ratified.

Why It Matters

For investors and stakeholders tracking WESTWATER RESOURCES, INC., this filing contains several important signals. The meeting's virtual format and registration deadline (May 29, 2024) require prompt action from stockholders. Key proposals include increasing the share pool for the incentive plan and authorizing more common stock, which could impact future equity dilution and capital raising.

Risk Assessment

Risk Level: low — WESTWATER RESOURCES, INC. shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting and does not contain significant new financial or operational information that would alter the company's risk profile.

Analyst Insight

Stockholders should review the proposals regarding the incentive plan and authorized shares, as these could affect future equity dilution.

Key Numbers

• May 30, 2024 — Annual Meeting Date (2024 Annual Meeting of Stockholders)
• May 29, 2024 — Registration Deadline (To participate in the Annual Meeting)
• 5 — Director Nominees (To be elected at the Annual Meeting)
• 3,000,000 — Incentive Plan Share Increase (Proposed amendment to 2013 Omnibus Incentive Plan)
• 800,000 — Annual Grant Limit Increase (Proposed amendment to 2013 Omnibus Incentive Plan)
• 200,000,000 — Authorized Shares Increase (Proposed increase from 100,000,000 shares)
• April 4, 2024 — Record Date (For determining stockholders entitled to vote)

Key Players & Entities

• WESTWATER RESOURCES, INC. (company) — Registrant
• May 30, 2024 (date) — Date of Annual Meeting
• May 29, 2024 (date) — Registration Deadline
• 3,000,000 (dollar_amount) — Increase in shares for incentive plan
• 800,000 (dollar_amount) — Limit on shares granted annually
• Moss Adams LLP (company) — Independent registered public accountant
• April 4, 2024 (date) — Record date for stockholders
• 2013 Omnibus Incentive Plan (other) — Plan to be amended

FAQ

Risk Factors

• Filing Fee [low — regulatory]: No fee required for this filing, indicating it's a standard proxy statement.

Key Dates

• 2024-05-30: 2024 Annual Meeting of Stockholders — Key date for voting on corporate matters.
• 2024-05-29: Registration Deadline for Virtual Meeting — Last day for stockholders to register to participate.
• 2024-04-04: Record Date — Determines which stockholders are eligible to vote.

Filing Documents

• tm242529-2_def14a.htm (DEF 14A) — 948KB
• lg_westwater-4c.jpg (GRAPHIC) — 22KB
• px_24proxy1pg01-4c.jpg (GRAPHIC) — 397KB
• px_24proxy1pg02-4c.jpg (GRAPHIC) — 205KB
• 0001104659-24-044279.txt (&nbsp;) — 1758KB

From the Filing

DEF 14A 1 tm242529-2_def14a.htm DEF 14A tm242529-2_def14a - block - 7.1562552s TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 WESTWATER RESOURCES, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all the boxes that apply): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. TABLE OF CONTENTS Westwater Resources, Inc. 6950 S. Potomac Street, Suite 300 Centennial, Colorado 80112 NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS To the stockholders of Westwater Resources, Inc.: We will hold our 2024 Annual Meeting of Stockholders (the "Annual Meeting") in virtual format only on Thursday, May 30, 2024, at 8:00 a.m., mountain daylight time at www.cesonlineservices.com/wwr24_vm. To participate in the Annual Meeting, you must pre-register at www.cesonlineservices.com/wwr24_vm by no later than 8:00 a.m., mountain daylight time, on Wednesday, May 29, 2024. At the virtual meeting, the stockholders will consider and vote upon the following matters: 1. Elect as directors the five nominees named in the accompanying proxy statement. 2. Approve an amendment to our 2013 Omnibus Incentive Plan, as amended, (a) to increase the authorized number of shares of common stock available and reserved for issuance under such plan by 3,000,000 shares, and (b) to increase the limit on shares of stock that may be granted in a calendar year to any eligible person to 800,000 shares. 3. Hold an advisory vote to approve of our executive compensation. 4. Ratify the appointment of Moss Adams LLP as our independent registered public accountant for 2024. 5. Approve an increase in the number of authorized shares of common stock from 100,000,000 shares to 200,000,000 shares. 6. Transact such other business that may properly come before the Annual Meeting or any adjournment or postponement of the Annual Meeting. The Board has fixed the close of business on Thursday, April 4, 2024, as the record date for determining the stockholders entitled to notice of and to vote at the Annual Meeting or at any adjournment or postponement thereof. We have adopted a virtual-only meeting format for our Annual Meeting to make participation accessible for stockholders from any geographic location. There is no in-person meeting for you to attend. If you wish to attend virtually, and for more information about the virtual-only meeting format, please see "How do I attend a Virtual Annual Meeting" and "Conducting a Virtual Annual Meeting" on pages 1 and 2 of the attached proxy statement for the Annual Meeting. You may vote electronically at the Annual Meeting if you attend virtually or by proxy. If you elect to vote by proxy, please follow the instructions on the enclosed proxy card—voting by proxy can occur by mail, via the telephone, or over the Internet. Whether or not you plan to participate in the virtual meeting, you are requested to sign and return the enclosed proxy in the enclosed envelope, or to vote your shares over the telephone or over the Internet, so that your shares may be voted in accordance with your wishes and in order that the presence of a quorum may be assured. The giving of such proxy will not affect your right to vote should you later decide to virtually attend the Annual Meeting. Please date and sign the enclosed proxy and return it promptly in the enclosed envelope or vote over the telephone or Internet. Your vote is important. By Order of the Board of Directors, /s/ JOHN W. LAWRENCE John W. Lawrence, Corporate Secretary Centennial, Colorado April 5, 2024 Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be Held on May 30, 2024: The Notice of Annual Meeting, Proxy Statement and 2023 Annual Report to Stockholders are available at www.westwaterresources.net . TABLE OF CONTENTS 2024 PROXY STATEMENT SUMMARY This summary highlights selected information contained in this proxy statement, but it does not contain all the information you should consider. We urge you to read the whole proxy statement and our 2023 Annual Report before you vote. This proxy statement is being made available to stockholders on or about Monday, April 15, 2023. 2024 ANNUAL MEETING OF STOCKHOLDERS Date and Time: Thursday, May 30, 2024, at 8:00 a.m., mountain daylight tim