Energy Fuels Inc. Files 8-K with Key Agreements and Shareholder Votes

Ticker: UUUU · Form: 8-K · Filed: Jun 14, 2024 · CIK: 1385849

Sentiment: neutral

Topics: material-agreement, shareholder-vote, corporate-action

Related Tickers: UUUU

TL;DR

Energy Fuels (UUUU) filed an 8-K detailing new material agreements and shareholder votes. Keep an eye on this.

AI Summary

Energy Fuels Inc. filed an 8-K on June 14, 2024, reporting events that occurred on June 11 and June 13, 2024. The filing indicates the entry into a material definitive agreement, modifications to security holder rights, and submission of matters to a vote of security holders. It also includes financial statements and exhibits.

Why It Matters

This 8-K filing signals significant corporate actions by Energy Fuels Inc., including new agreements and potential changes affecting its shareholders, requiring investor attention.

Risk Assessment

Risk Level: medium — Material definitive agreements and changes to security holder rights can introduce new risks or opportunities that may impact the company's financial standing and stock price.

Key Numbers

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Energy Fuels Inc. on or around June 11-13, 2024?

The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the excerpt.

What specific matters were submitted to a vote of security holders?

The filing states that matters were submitted to a vote of security holders, but the exact proposals are not detailed in this excerpt.

When was the earliest event reported in this 8-K filing?

The earliest event reported is dated June 11, 2024.

What is the principal executive office address for Energy Fuels Inc.?

The principal executive offices are located at 225 Union Blvd., Suite 600, Lakewood, Colorado, 80228.

What is the SEC file number for Energy Fuels Inc.?

The SEC file number for Energy Fuels Inc. is 001-36204.

Filing Stats: 2,844 words · 11 min read · ~9 pages · Grade level 13.2 · Accepted 2024-06-13 18:56:39

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. The information contained in Item 3.03 below regarding the SRP Agreement (as defined below) is incorporated by reference into this Item 1.01.

03. Material Modifications to Rights of Security Holders

Item 3.03. Material Modifications to Rights of Security Holders. On June 11, 2024, the shareholders of Energy Fuels Inc. (the " Company ") voted to approve a shareholder rights plan dated April 10, 2024, as amended on May 28, 2024, between the Company and Equiniti Trust Company, LLC (formerly, American Stock Transfer & Trust Company, LLC) as rights agent (the " SRP Agreement " or the " Rights Plan "). The SRP Agreement replaces the previous shareholder rights plan agreement dated March 18, 2021 between the Company and the American Stock Transfer & Trust Company, LLC, as rights agent. Terms not defined herein have the meaning set forth in the SRP Agreement. Summary of the Rights Plan The following is a summary of the principal terms of the SRP Agreement, which is qualified in its entirety by reference to the text of the SRP Agreement, which is included as Exhibit 4.1 hereto and is incorporated by reference herein. Term The Rights Plan will terminate as of 5:00 p.m. (Eastern Time) on the date of the Company's annual and special meeting of shareholders held in 2027, at which time the Rights will expire, unless prior to that date, the Rights (as defined below) are terminated, redeemed, or exchanged by the Company's Board of Directors (the " Board "). Issue of Rights To implement the Rights Plan, the Board authorized the issuance of share purchase rights (" Rights ") to the shareholders of the Company at the rate of one Right for each Common Share outstanding as at 5:00 p.m. (Eastern Daylight Time) on February 3, 2009 (the " Record Time "). In addition, one Right has been and will be issued with each Common Share issued after the Record Time and prior to the earlier of the Separation Time (as defined below) and the redemption or expiration of the Rights. Rights Exercise Privilege The Rights will trigger (i.e. separate from the Common Shares) (the " Separation Time ") and will become exercisable 10 Business Days after a person (an " Acquiring Person ") becom

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held its Annual and Special Meeting of Shareholders (the " Meeting ") virtually on June 11, 2024. At the Meeting, four (4) proposals were submitted to the shareholders of the Company for approval as set forth in the Company's definitive proxy statement and the supplement thereto, filed with the United States Securities and Exchange Commission on April 24, 2024 and May 28, 2024 respectively. In total, 84,152,110 Common Shares were present virtually or represented by proxy at the Meeting. 4 Proposal No. 1 - Election of Directors . The ten (10) nominees proposed by management for election as directors were elected by the shareholders of the Company as follows: Nominee Votes For Votes Withheld Abstentions Broker Non-Votes J. Birks Bovaird 45,321,752 2,215 4,356,041 34,472,102 Mark S. Chalmers 47,226,027 2,177 2,451,804 34,472,102 Benjamin Eshleman III 47,674,386 2,222 2,003,400 34,472,102 Ivy V. Estabrooke 47,119,198 3,731 2,557,079 34,472,102 Barbara A. Filas 46,967,300 3,760 2,708,948 34,472,102 Bruce D. Hansen 47,922,396 2,214 1,755,398 34,472,102 Jaqueline Herrera 46,948,646 3,833 2,727,529 34,472,102 Dennis L. Higgs 48,312,025 2,270 1,365,713 34,472,102 Robert W. Kirkwood 47,763,461 2,179 1,914,368 34,472,102 Alexander G. Morrison 48,511,981 2,174 1,165,853 34,472,102 Proposal No. 2 - Appointment of KPMG LLP as Independent Auditors of the Company . The shareholders of the Company approved the appointment of KPMG LLP of Denver, Colorado, an independent registered public accounting firm, as auditors of the Company until the next annual meeting of shareholders, and authorized the Directors to fix the remuneration of the auditors as follows: Votes For Votes Withheld Abstentions 83,583,881 2,982 565,247 Proposal No. 3 - Amendment and Extension of the Omnibus Equity Incentive Compensation Plan for a Further Three-Year Te

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. 4.1 Shareholder Rights Plan Agreement between Energy Fuels Inc. and Equiniti Trust Company, LLC dated April 10, 2024, as amended on May 28, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 6

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ENERGY FUELS INC. (Registrant) Dated: June 13, 2024 By: /s/ David C. Frydenlund David C. Frydenlund Executive Vice President, Chief Legal Officer and Corporate Secretary 7

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