LIGHTBRIDGE Corp
For the period ended Jun 30, 2025. Filed Aug 13, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 13, 2025
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Item 5. Other Information
Amendment to Bylaws
On August 11, 2025, the Board of Directors of the Company amended and restated the Company’s Amended and Restated Bylaws (as amended and restated, the Second Amended and Restated Bylaws), effective immediately, to implement and update the procedure and information requirements for the nominations of persons for election to the Board or any proposal for other business, and make certain other administrative, clarifying and conforming and/or immaterial changes throughout.
The foregoing description of the Second Amended and Restated Bylaws is not complete and is qualified in its entirety by reference to the Second Amended and Restated Bylaws, which are filed as Exhibit 3.2 hereto in unmarked form, and as Exhibit 3.3 hereto in redline form marking the amendments described above against a composite of the Company’s Amended and Restated Bylaws, which are incorporated herein by reference.
Amendment to Strategic Project Partnership
On August 1, 2025, the Company executed Modification No. 2 (“Modification No. 2”) to the SPPA with BEA. Modification No. 2 expands the scope of work to include additional phases of research and development. Modification No. 2 does not incur additional expenses, which will be provided through an individual PTS. Each PTS will be separately negotiated and approved.
Trading Arrangements
The adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our Section 16 officers and directors for the quarter ended June 30, 2025, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a Rule 10b5-1 Plan) and wasadopted during an open trading window, with no sales commencing under the plan until completion of the required cooling off period under Rule 10b5-1, were as follows:
| Name | Title | Action | Date Adopted | Expiration Date | Aggregate # ofSecurities to bePurchased/Sold |
|---|---|---|---|---|---|
| Jesse Funches(1) | Director | Adoption | 5/14/2025 | 2/17/2026 | 2,898 |
| Sweta Chakraborty(2) | Director | Adoption | 5/21/2025 | 1/31/2026 | 14,178 |
| (1) | Jesse Funches, Director, entered into a pre-arranged stock trading plan pursuant to Rule 10b5-1 on May 14, 2025. Mr. Funches’s plan provides for the sale, subject to certain price limits, of up to 2,898 shares of the Company’s common stock in the aggregate. The plan terminates on February 17, 2026, unless terminated sooner in accordance with its terms. |
| (2) | Sweta Chakraborty, Director, entered into a pre-arranged stock trading plan pursuant to Rule 10b5-1 on May 21, 2025. Ms. Chakraborty’s plan provides for the sale at market price, of up to 14,178 shares of the Company’s common stock in the aggregate. The plan terminates on January 31, 2026, unless terminated sooner in accordance with its terms. |
For the three months ended June 30, 2025, no other director or officer of the Company adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
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