Skip to main content

UR-ENERGY INC

For the period ended Dec 31, 2025. Filed Mar 10, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 10, 2026

URG$0.81+8.7%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Table of Contents

​​ ​ ​​​ ​ ​Page
​​PART I​​
​​​​​
Items 1 and 2.​Business and Properties​10
Item 1A.​Risk Factors​34
Item 1B.​Unresolved Staff Comments​45
Item 1C.​Cybersecurity​45
Item 3.​Legal Proceedings​46
Item 4.​Mine Safety Disclosure​46
​​​​​
​​PART II​​
​​​​​
Item 5.​Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities​47
Item 6.​Reserved​47
Item 7.​Management’s Discussion and Analysis of Financial Condition and Results of Operations​48
Item 7A.​Quantitative and Qualitative Disclosures about Market Risk​70
Item 8.​Financial Statements and Supplementary Data​73
Item 9.​Changes in and Disagreements with Accountants on Accounting and Financial Disclosure​73
Item 9A.​Controls and Procedures​73
Item 9B.​Other Information​74
Item 9C​Disclosure Regarding Foreign Jurisdictions that Prevent Inspections​74
​​​​​
​​PART III​​
​​​​​
Item 10.​Directors, Executive Officers and Corporate Governance​74
Item 11.​Executive Compensation​74
Item 12.​Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters​74
Item 13.​Certain Relationships and Related Transactions, and Director Independence​74
Item 14.​Principal Accounting Fees and Services​74
​​​​​
​​PART IV​​
​​​​​
Item 15.​Exhibits and Financial Statement Schedules​75
​​Signatures​78

When we use the terms “Ur-Energy,” “we,” “us,” “our,” or the “Company,” we are referring to Ur-Energy Inc. and its subsidiaries, unless the context otherwise requires. We have included technical terms important to an understanding of our business under “Glossary of Common Terms” at the end of this section. Throughout this document we make statements that are classified as “forward-looking.” Please refer to the “Cautionary Statement Regarding Forward-Looking Statements” section of this document for an explanation of these types of assertions.

Cautionary Statement Regarding Forward-Looking Statements

This annual report on Form 10-K contains “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws, and these forward-looking statements can be identified by the use of words such as “expect,” “anticipate,” “estimate,” “believe,” “may,” “potential,” “intend,” “plan” and other similar expressions or statements that an action, event or result “may,” “could” or “should” be taken, occur or be achieved, or the negative thereof or other similar statements. These statements are only predictions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. Such statements include, but are not limited to: (i) our ability to maintain operations at Lost Creek or commence operations at Shirley Basin in a safe and compliant fashion; (ii) the timing to complete our return to full-production operations at Lost Creek or commence operations at Shirley Basin; (iii) our ability to deliver into our sales commitments; (iv) our ability to satisfy our inventory loan or convertible notes obligations; (v) whether the sales prices in our contracts will be profitable on an all-in production cost basis; (vi) the continuing technical and economic viability of Lost Creek, including as set forth in our Initial Assessment of the property (the Lost Creek Report); (vii) the timing and outcome of processing and completing future permits and authorizations for ongoing or new operations; (viii) the ability and timing to complete additional favorable uranium sales agreements, including spot sales as may be warranted; (ix) the production rates and life of the Lost Creek Project and subsequent development of and production from Adjoining Projects within the Lost Creek Property, including plans at LC East; (x) the potential of exploration targets throughout the Lost Creek Property (including the ability to expand resources); (xi) our ability to advance exploration programs, and the potential of our other exploration projects, including our Lost Soldier, North Hadsell, and other projects in the Great Divide Basin and Lucky Mc; (xii) the technical and economic viability of Shirley Basin, as otherwise set forth in our Initial Assessment of the project (the Shirley Basin Report); (xiii) our ability to complete the construction and build out of Shirley Basin on current budget and schedule and the ability to complete construction of the wastewater treatment facility at Lost Creek as currently planned; (xiv) conditions in the uranium market including the major influences of climate change and environmental objectives, geopolitics, trade actions, and demands of artificial intelligence and data centers, and how they will affect our operations and business; and (xv) the impacts of global conflicts and geopolitical tensions, including current trade controls and impositions of tariffs, on the global economy and more specifically on the nuclear fuel industry including U.S. uranium producers. The factors which may affect our actual results, performance or achievements, or industry results include, among others: the accuracy of future estimates of production, development and production operations, capital expenditures, operating costs, mineral resources, recovery rates, grades and market prices; the effectiveness of our business strategies and measures to implement such strategies; our competitive strengths; our estimates of goals for expansion and growth of our business and operations; our plans and references to our future successes; our history of operating losses and uncertainty of future profitability; our status as an exploration stage company; our lack of mineral reserves; risks associated with obtaining permits and other authorizations in the U.S.; risks associated with current variable economic conditions; the impacts of our convertible notes financing; the possible impact of future financings; the hazards associated with mining production; compliance with environmental laws and regulations; uncertainty regarding the pricing and collection of accounts; the possibility for adverse results in potential litigation; uncertainties associated with changes in government policy and regulation; uncertainties associated with a Canada Revenue Agency or U.S. Internal Revenue Service audit of any of our cross border transactions; adverse changes in general business conditions in any of the countries in which we do business; changes in our size and structure; the effectiveness of our management and strategic relationships; our ability to attract, retain, train, and develop skilled personnel; our ability to innovate and implement new technologies; uncertainties regarding our need for and ability to raise additional capital; uncertainty regarding the fluctuations of our quarterly results; foreign currency exchange risks; the inability to enforce civil liabilities against the Company or its directors and officers; our ability to maintain our listing on the NYSE American LLC (“NYSE American”) and Toronto Stock Exchange (“TSX”); risks associated with our expected classification as a “passive foreign investment company” under the U.S. Internal Revenue Code of 1986, as amended; risks arising from various geopolitical tensions and events including the war in Ukraine and tensions between the U.S. and China; risks associated with various trade actions and tariffs and related impacts on our industry and the economy; risks associated with our investments; and other risks and uncertainties described under the heading “Risk Factors” of this annual report.

Any forward-looking statements and information are based on estimates and assumptions only as of the date of this annual report, and the Company undertakes no obligation to update or revise any forward-looking statement or information to reflect information, events, results, or circumstances or the occurrence of unanticipated events, except as required by applicable laws. New factors emerge from time to time, and it is not possible for management to predict all such factors and to assess in advance the impact of each such factors on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements or information.

Cautionary Note to Investors Concerning Disclosure of Mineral Resources

Unless otherwise indicated, all mineral resource estimates that are material to our business or financial condition included in this annual report on Form 10-K and in the documents incorporated by reference herein have been prepared in accordance with U.S. securities laws pursuant to Regulation S-K, Subpart 1300 (“S-K 1300”) and are supported by initial assessments prepared in accordance with the requirements of S-K 1300.

Our estimates of mineral resources are also prepared in accord with Canadian National Instrument 43-101Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards for Mineral Resources and Mineral Reserves (“CIM Definition Standards”). NI 43-101 is a rule developed by the Canadian Securities Administrators which establishes standards for public disclosure an issuer makes of scientific and technical information concerning mineral projects. Our technical report summaries, discussed in this annual report are the Technical Report on the Lost Creek ISR Uranium Property, Sweetwater County, Wyoming, USA (filed as an exhibit hereto) and the Initial Assessment Technical Report Summary on the Shirley Basin ISR Uranium Project Carbon County, Wyoming USA, as amended, filed with our annual report on Form 10-K/A in March 2024.

Investors should note that the term “mineral resource” does not equate to the term “mineral reserve.” Mineralization may not be classified as a “mineral reserve” unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. Investors should also understand that “inferred mineral resources” have a great amount of uncertainty as to their existence and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an “inferred mineral resource” will ever be upgraded to a higher category. Under S-K 1300, estimated “inferred mineral resources” may not form the basis of feasibility or pre-feasibility studies.

Additionally, as required under S-K 1300, our report on the Lost Creek Property includes two economic analyses to account for the chance that the inferred resources are not upgraded as production recovery progresses and the Company collects additional drilling data; the second economic analysis was prepared with the inferred resources excluded. The estimated recovery excluding the inferred resources also establishes the potential viability at the property, as detailed in the S-K 1300 report. Investors are cautioned not to assume that all or any part of an “inferred mineral resource” exists or is economically or legally mineable.

Glossary of Common Terms and Abbreviations
​
Mineral Resource Definitions​ ​ ​​
Mineral Resource​is a concentration or occurrence of material of economic interest in or on the Earth’s crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction. When determining the existence of a Mineral Resource, a Qualified Person, as defined by this section, must be able to estimate or interpret the location, quantity, grade or quality continuity, and other geological characteristics of the Mineral Resource from specific geological evidence and knowledge, including sampling; and conclude that there are reasonable prospects for economic extraction of the Mineral Resource based on an initial assessment, as defined in this section, that he or she conducts by qualitatively applying relevant technical and economic factors likely to influence the prospect of economic extraction.
​​​
Inferred Mineral Resource​is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling; where the term limited geological evidence means evidence that is only sufficient to establish that geological and grade or quality continuity is more likely than not. The level of geological uncertainty associated with an Inferred Mineral Resource is too high to apply relevant technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability. A qualified person must have a reasonable expectation that the majority of inferred mineral resources could be upgraded to indicated or measured mineral resources with continued exploration; and should be able to defend the basis of this expectation before his or her peers.
​​​
Indicated Mineral Resource​is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of adequate geological evidence and sampling. As used in this subpart, the term adequate geological evidence means evidence that is sufficient to establish geological and grade or quality continuity with reasonable certainty. The level of geological certainty associated with an Indicated Mineral Resource is sufficient to allow a Qualified Person to apply Modifying Factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. An Indicated Mineral Resource has a lower level of confidence than the level of confidence of a Measured Mineral Resource and may only be converted to a Probable Mineral Reserve.
​​​
Measured Mineral Resource​is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of conclusive geological evidence and sampling and, further, the term conclusive geological evidence means evidence that is sufficient to test and confirm geological and grade or quality continuity. The level of geological certainty associated with a measured mineral resource is sufficient to allow a qualified person to apply modifying factors, as defined in this section, in sufficient detail to support detailed mine planning and final evaluation of the economic viability of the deposit. A Measured Mineral Resource has a higher level of confidence than the level of confidence of either an Indicated Mineral Resource or an Inferred Mineral Resource.
Additional Defined Terms​​
11e.(2) by-product material​is waste resultant from the extraction or concentration of uranium that is specifically defined by federal and state regulation and can only be disposed of at a licensed facility. This byproduct material includes but is not limited to filters, filtered fines from the wellfield and wastewater, personal protective equipment, spent resin, piping, etc.
​​​
Cut-off or cut-off grade​when determining economically viable mineral resources, is the lowest grade of mineralized material that can be mined.
​​​
Formation​is a distinct layer of sedimentary or volcanic rock of similar composition.
​​​
Grade​is the quantity or percentage of metal per unit weight of host rock.
​​​
Header houses (HH)​are used to distribute lixiviant injection fluid to injection wells and collect pregnant solution from production wells. Each header house is connected to two trunk lines, one for receiving barren lixiviant from the plant and one for conveying pregnant solutions to the plant. The HHs include manifolds, valves, flow meters, pressure gauges, instrumentation, and oxygen for incorporation into the injection lixiviant, as required. Each header house may service up to 90 wells (injection and recovery) depending on pattern geometry. The HHs are also used during the groundwater restoration process to distribute groundwater cleanup injection fluids and receive groundwater to be cleaned in the plant. The HHs will utilize the existing or alternate trunklines for this purpose.
​​​
Host Rock​is the rock containing a mineral or an ore body.
​​​
Lithology​is a description of a rock; generally, its physical nature. The description would address such things as grain size, texture, rounding, and even chemical composition. An example of a lithologic description would be “coarse grained well-rounded quartz sandstone with 10% pink feldspar and 1% muscovite.”
​​​
Mineral​is a naturally formed chemical element or compound having a definite chemical composition and, usually, a characteristic crystal form.
​​​
Mineralization​is a natural occurrence, in rocks or soil, of one or more metal yielding minerals.
​​​
Modifying Factors​are the factors that a qualified person must apply to Indicated and Measured Mineral Resources and then evaluate in order to establish economic viability of Mineral Reserves. A qualified person must apply and evaluate modifying factors to convert Measured and Indicated Mineral Resources to Proven and Probable Mineral Reserves. These factors include but are not restricted to mining; processing; metallurgical; infrastructure; economic; marketing; legal; environmental compliance; plans, negotiations or agreements with local individuals or groups; and governmental factors. The number, type and specific characteristics of the modifying factors applied will necessarily be a function of and depend upon the mineral, mine property or project.
​​​
Outcrop​is that part of a geologic formation or structure that appears at the surface of the Earth.
​​​
Preliminary EconomicAssessment (or PEA)​is a Preliminary Economic Assessment performed under NI 43-101. A Preliminary Economic Assessment is a study, other than a prefeasibility study or feasibility study, which includes an economic analysis of the potential viability of mineral resources.
​​​
Qualified Person (or QP)​is an individual who is a mineral industry professional with at least five years of relevant experience in the type of mineralization and type of deposit under consideration and in the specific type of activity that person is undertaking on behalf of the registrant; and is an eligible member or licensee in good standing of a recognized professional organization at the time the technical report summary is prepared. Additionally, a third-party firm comprising mining experts, such as professional geologists or mining engineers, may date and sign the technical report summary instead of, and without naming, its employee, member or other affiliated person who prepared the technical report summary. Also referred to as a “QP.”
​​​
Reclamation​is the process by which lands disturbed as a result of mineral exploration and extraction activities are modified to support beneficial land use. Reclamation activity may include the removal of buildings, equipment, machinery, and other physical remnants of mining activities, closure of tailings storage facilities, leach pads, and other features, and contouring, covering and re-vegetation of waste rock, and other disturbed areas.
​​​
Restoration​is the process by which aquifers affected by mineral extraction activities are treated in an effort to return the concentration of pre-determined chemicals in the aquifer to pre-mining levels or, if approved by applicable government agencies, to a concentration that supports a pre-mining class of use such as industrial or livestock.
​​​
Uranium​is a heavy, naturally radioactive, metallic element of atomic number 92. Uranium in its pure form is a heavy metal. Its two principal isotopes are U-238 and U-235, of which U-235 is the necessary component for the nuclear fuel cycle. However, “uranium” used in this annual report refers to triuranium octoxide, also called “U3O8” and is produced from uranium deposits. It is the most actively traded uranium-related commodity. Our operations produce and ship “yellowcake” which typically contains 70% to 90% U3O8 by weight.
​​​
Uranium concentrate​is a yellowish to yellow-brownish powder obtained from the chemical processing of uranium-bearing material. Uranium concentrate typically contains 70% to 90% U3O8 by weight. Uranium concentrate is also referred to as “yellowcake.”
​​​
U3O8​is a standard chemical formula commonly used to express the natural form of uranium mineralization. U represents uranium and O represents oxygen. U3O8 is contained in “yellowcake” or “uranium concentrate” accounting for 70% to 90% by weight.

Abbreviations

AQD​ ​ ​Air Quality Division of the Wyoming Department of Environmental Quality
BLM​U.S. Bureau of Land Management
CERCLA​U.S. Comprehensive Environmental Response, Compensation and Liability Act
CIM​Canadian Institute of Mining, Metallurgy and Petroleum
CWA​U.S. Clean Water Act
DOE​U.S. Department of Energy
eU3O8​Equivalent U3O8 as measured by a calibrated gamma instrument
EMT​East Mineral Trend, located within our LC East Project (Great Divide Basin, Wyoming)
EPA​U.S. Environmental Protection Agency
ESA​U.S. Endangered Species Act
GDB​Great Divide Basin, Wyoming
gpm​Gallons per minute
GT​Grade x Thickness product (% ft.) of a mineral intercept (expressed without units)
HALEU​High Assay Low Enriched Uranium
HH​Header house
IX​Ion Exchange
ISR​In Situ Recovery (literally, ‘in place’ recovery) (also known as in situ leach or ISL)
LEU​Low Enriched Uranium
LQD​Land Quality Division of the Wyoming Department of Environmental Quality
LT​Long-term (as relates to long-term pricing in the uranium market)
mg/L​Milligram per litre
MMT​Main Mineral Trend, located within our Lost Creek Project (Great Divide Basin, Wyoming)
MU​Mine Unit (also referred to as wellfield)
NEPA​U.S. National Environmental Policy Act
NI 43-101​Canadian National Instrument 43-101 (“Standards of Disclosure for Mineral Properties”)
NRC​U.S. Nuclear Regulatory Commission
NRV​Net realizable value
PEA​Preliminary Economic Assessment, per NI 43-101
PFIC​Passive Foreign Investment Company
QP​Qualified Person, as defined in S-K 1300
RCRA​U.S. Resource Conservation and Recovery Act
RO​Reverse Osmosis
ROD​Record of Decision (BLM)
SEC​U.S. Securities Exchange Commission
S-K 1300​Regulation S-K, Subpart 1300 “Modernization of Property Disclosure for Mining Registrants”
TRS​Technical Report Summary, as defined in S-K 1300
TSX​Toronto Stock Exchange
U3O8​A standard chemical formula commonly used to express the natural form of uranium mineralization. U represents uranium and O represents oxygen.
UIC​Underground Injection Control under the U.S. Safe Drinking Water Act
URP​Wyoming Uranium Recovery Program - WDEQ program name for Agreement State Program approved and effective September 30, 2018
USFWS​U.S. Fish and Wildlife Service
WDEQ​Wyoming Department of Environmental Quality (and its various divisions, LQD/Land Quality Division, URP/Uranium Recovery Program; WQD/Water Quality Division; and AQD/Air Quality Division)
WGFD​Wyoming Game and Fish Department
WQD​Water Quality Division of the Wyoming Department of Environmental Quality

Metric/Imperial Conversion Table

The imperial equivalents of the metric units of measurement used in this annual report are as follows:

Imperial Measure​ ​ ​Metric Unit​ ​ ​Metric Unit​ ​ ​Imperial Measure
2.4711 acres​1 hectare​0.4047 hectares​1 acre
2.2046 pounds​1 kilogram​0.4536 kilograms​1 pound
0.6214 miles​1 kilometer​1.6093 kilometers​1 mile
3.2808 feet​1 meter​0.3048 meters​1 foot
1.1023 short tons​1 tonne​0.9072 tonnes​1 short ton
0.2642 gallons​1 litre​3.785 litres​1 gallon

Reporting Currency

All amounts in this annual report are expressed in United States (U.S.) dollars, unless otherwise indicated. The Financial Statements are presented in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).

Land Descriptions

References in this annual report to land descriptions by township, range, and/or section are based on the U.S. Public Land Survey System and refer to the Sixth Principal Meridan.

In this annual report, unless otherwise noted, we round approximate acreages to the nearest 10.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.