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ENERGY FUELS INC

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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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 Feb 26, 2026

UUUU$6.74-7.8%Stored close · as of Nov 10, 2026

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

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Contents

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Documents Filed as Part of This Report.

(1) Financial Statements

Report of Independent Registered Public Accounting Firm

Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2025, 2024 and 2023

Consolidated Balance Sheets as of December 31, 2025 and 2024

Consolidated Statements of Changes in Equity for the years ended December 31, 2025, 2024 and 2023

Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023

Notes to the Consolidated Financial Statements

(2) Financial Statement Schedules

Schedules are omitted and are not applicable or not required, or the required information is shown in the financial statements or notes thereto.

(3) Exhibits

Where an exhibit is filed by incorporation by reference to a previously filed registration statement or report, such registration statement or report is identified in parentheses.

Exhibit No.Document Description
3.1Articles of Continuance dated September 2, 2005 (1)
3.2Articles of Amendment dated May 26, 2006 (2)
3.3By-laws (3)
4.1Shareholder Rights Plan Agreement between Energy Fuels Inc. and Equiniti Trust Company, LLC dated April 10, 2024, as amended on May 28, 2024 (4)
4.2Description of the Company’s Securities Registered Under Section 12 of the Securities Exchange Act of 1934
4.3Indenture dated October 3, 2025 between Energy Fuels Inc. and U.S. Bank Trust Company, National Association, as Trustee, including Form of 0.75% Convertible Senior Note due 2031 (5)
4.4Form of 0.75% Convertible Senior Note due 2031 (6)
10.12025 Omnibus Equity Incentive Compensation Plan, as amended and restated on April 10, 2024, and as further amended on May 24, 2024 and April 21, 2025 (7)
10.2Form of Indemnity Agreement between Energy Fuels Inc. and its officers and directors (8)
10.3Amended and Restated Employment Agreement by and between Energy Fuels Resources (USA) Inc. and Mark S. Chalmers dated April 10, 2024 (9)
10.4Amended and Restated Employment Agreement by and between Energy Fuels Resources (USA) Inc. and David C. Frydenlund dated April 10, 2024 (10)
10.5Amended and Restated Employment Agreement by and between Energy Fuels Resources (USA) Inc. and Nathan R. Bennett dated July 10, 2025 (11)
10.6Employment Agreement by and between Energy Fuels Inc. and Ross R. Bhappu dated July 30, 2025 (12)
10.7Sales Agreement by and among Energy Fuels Inc., BMO Capital Markets Corp., Canaccord Genuity LLC, Cantor Fitzgerald & Co., B. Riley Securities Inc. LLC, and H.C. Wainwright & Co. LLC, dated June 13, 2025 (13)
10.8Employment Agreement by and between Energy Fuels Inc. and Nathan Longenecker dated August 9, 2024 (14)
10.9Donald Mineral Sands and Rare Earths Project - Mining Joint Venture Agreement by and between Dickson & Johnson Pty Ltd, Donald Mineral Sands Pty Limited, EFR Donald Ltd, Donald Project Pty Ltd and Astron Minerals Sands Pty Ltd, dated June 4, 2024 (15)
10.10Purchase Agreement dated September 30, 2025 between Energy Fuels Inc. and Goldman Sachs & Co. LLC (16)
Exhibit No.Document Description
10.11Form of Capped Call Transaction Confirmation (17)
10.12Scheme Implementation Deed, dated as of January 21, 2026 (AWST), by and among Energy Fuels Inc. and Australian Strategic Materials Limited (18)
10.13Separation and Release Deed between Tim Carstens, Base Resources Limited and Energy Fuels Inc. dated August 28, 2025 (19)
14.1Energy Fuels Inc. Code of Business Conduct and Ethics
19.1Energy Fuels Inc. Insider Trading Policy
21.1An organizational chart showing Energy Fuels Inc.’s direct and indirect subsidiaries
23.1Consent of KPMG LLP
23.2Consent of Grant A. Malensek
23.3Consent of Jeremy Scott Collyard
23.4Consent of Phillip E. Brown
23.5Consent of David M. Robson
23.6Consent of Mark B. Mathisen
23.7Consent of Douglas L. Beahm
23.8Consent of Daniel D. Kapostasy
23.9Consent of Terence P. McNulty
23.10Consent of Jeffrey L. Woods
23.11Consent of Yenlai Chee
23.12Consent of Lee (Pat) Gochnour
23.13Consent of Ian Reudavey
23.14[No exhibit - placeholder]
23.15Consent of Ian Bernardo
23.16Consent of Gregory Jones
Exhibit No.Document Description
23.17Consent of Christopher Sykes
23.18Consent of Mitchell Ryan
23.19Consent of Etienne Raffaillac
23.20Consent of Warwick Donaldson
23.21Consent of Alwyn Jacobus Scholtz
23.22Consent of Francois van Reenen
23.23Consent of Stuart Collins
23.24Consent of Tedros Tesfay
23.25Consent of Murray Dunn
23.26Consent of Peter Theron
23.27Consent of Christine Standing
23.28Consent of Pier Federici
23.29Consent of Allan Earl
23.30Consent of Gené Main
23.31Consent of Peter Allen
31.1Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act
31.2Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act
32.1Certification of Chief Executive Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2Certification of Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
95.1Mine Safety Disclosure
96.1“Preliminary Feasibility Study for the Sheep Mountain Project, Fremont County, Wyoming, USA” dated January 30, 2023 with an effective date of December 31, 2021 (20)
Exhibit No.Document Description
96.2“Technical Report on the Updated Pre-Feasibility Study Pinyon Plain Mine, Coconino County, Arizona, USA,” dated February 19, 2026 with an effective date of December 31, 2025 (21)
96.3“Technical Report on the Roca Honda Project, McKinley County, New Mexico, USA” dated February 22, 2022 with an effective date of December 31, 2021 (22)
96.4“Technical Report on the Bullfrog Project, Garfield County, Utah, USA” dated May 9, 2025 with an effective date of December 31, 2024 (23)
96.5“Technical Report on the Nichols Ranch Project, Campbell and Johnson Counties, Wyoming USA” dated February 22, 2022 with an effective date of December 31, 2021, as amended February 8, 2023 (24)
96.6“Technical Report on the La Sal Project, San Juan County, Utah, USA” dated February 22, 2022 with an effective date of December 31, 2021 (25)
96.7“Vara Mada Project (Formerly known as the Toliara Project) Feasibility Study” dated December 5, 2025 with an effective date of June 30, 2025 (26)
96.8“Technical Report for the Donald Rare Earths and Mineral Sands Project, Victoria, Australia,” dated February 19, 2026 with an effective date of December 31, 2025 (27)
97.1Energy Fuels Inc. Incentive-Based Compensation Clawback Policy

101.INS XBRL Instance Document.

101.SCH XBRL Taxonomy Extension Schema Document.

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Certain schedules and exhibits have been omitted in compliance with Regulation S-K Item 601(a)(5). The Company agrees to furnish a copy of any omitted schedule or exhibit to the SEC upon its request.

(1)Incorporated by reference to Exhibit 3.1 of Energy Fuels’ Form F-4 filed with the SEC on May 8, 2015.

(2)Incorporated by reference to Exhibit 3.2 of Energy Fuels’ Form F-4 filed with the SEC on May 8, 2015.

(3)Incorporated by reference to Exhibit 3.3 of Energy Fuels’ Form F-4 filed with the SEC on May 8, 2015.

(4)Incorporated by reference to Exhibit 4.1 of Energy Fuels’ Form 8-K filed with the SEC on June 13, 2024.

(5)Incorporated by reference to Exhibit 4.1 to Energy Fuels’ Form 8-K/A filed with the SEC on February 10, 2026.

(6)Incorporated by reference to Exhibit 4.2 to Energy Fuels’ Form 8-K filed with the SEC on October 6, 2025.

(7)Incorporated by reference to Exhibit 4.1 A to Energy Fuels’ Form 8-K filed with the SEC on April 23, 2025.

(8)Incorporated by reference to Exhibit 10.4 to Energy Fuels’ Form 10-K filed with the SEC on March 15, 2016.

(9)Incorporated by reference to Exhibit 10.1 to Energy Fuels’ Form 8-K filed with the SEC on April 19, 2024.

(10)Incorporated by reference to Exhibit 10.2 to Energy Fuels’ Form 8-K filed with the SEC on April 19, 2024.

(11)Incorporated by reference to Exhibit 10.1 to Energy Fuels’ Form 8-K filed with the SEC on July 22, 2025.

(12)Incorporated by reference to Exhibit 10.1 to Energy Fuels’ Form 8-K filed with the SEC on August 4, 2025.

(13)Incorporated by reference to Exhibit 1.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on June 13, 2025.

(14)Incorporated by reference to Exhibit 10.5 of Energy Fuels Inc.’s Form 10-Q filed with the SEC on October 31, 2024.

(15)Incorporated by reference to Exhibit 10.14 of Energy Fuels Inc.’s Form 10-K/A filed with the SEC on June 28, 2024.

(16)Incorporated by reference to Exhibit 10.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on October 6, 2025.

(17)Incorporated by reference to Exhibit 10.2 of Energy Fuels Inc.’s Form 8-K filed with the SEC on October 6, 2025.

(18)Incorporated by reference to Exhibit 10.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on January 26, 2026.

(19)Incorporated by reference to Exhibit 10.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on August 29, 2025.

(20)Incorporated by reference to Exhibit 99.2 of Energy Fuels Inc.’s Form 8-K filed with the SEC on March 1, 2023.

(21)Incorporated by reference to Exhibit 99.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on February 26, 2026.

(22)Incorporated by reference to Exhibit 99.6 of Energy Fuels Inc.’s Form 8-K filed with the SEC on March 11, 2022.

(23)Incorporated by reference to Exhibit 99.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on June 3, 2025.

(24)Incorporated by reference to Exhibit 99.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on March 1, 2023.

(25)Incorporated by reference to Exhibit 99.3 of Energy Fuels Inc.’s Form 8-K filed with the SEC on March 11, 2022.

(26)Incorporated by reference to Exhibit 99.1 of Energy Fuels Inc.’s Form 8-K filed with the SEC on January 13, 2026.

(27)Incorporated by reference to Exhibit 99.2 of Energy Fuels Inc.’s Form 8-K filed with the SEC on February 26, 2026.

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