UR-ENERGY INC

We are a “smaller reporting company” as defined by SEC regulations. As a result, we are not required to include a comprehensive Compensation Discussion and Analysis in this Circular. We are providing, voluntarily, certain of the information that would typically be contained in a Compensation Discussion and Analysis section in an effort to provide

our shareholders with additional information regarding our executive compensation policies, practices, and plans, and in order to provide context for your consideration of our advisory ‘say on pay’ proposal.

Compensation Program

We believe that the caliber and commitment of our executive officers are critical to our continued success and performance, and the overall commitment of all our employees. The Compensation Committee reviews and makes recommendations to the Board with respect to the overall approach to compensation for all our employees, and specifically with respect to our executive officers, including the Chief Executive Officer, and the remuneration of directors.

Our named executive officers for 2024 (“Named Executive Officers” or “NEOs”) were

We maintain a compensation program in which both performance and compensation are routinely evaluated. Further, we maintain a program in which (a) pay for performance is supported by a significant percentage of executive pay being at risk (~62% of CEO compensation; ~54% of other executive officers); (b) executive officers are motivated to create shareholder value through a number of components in our program including our stock option plan; (c) performance by all employees is evaluated, with executive officers’ short-term incentive bonus awards being more closely aligned to performance on corporate objectives (60%) based upon the greater opportunity, and responsibility, to shape corporate performance (hourly and non-managerial staff bonuses are more heavily weighted to their personal objectives) with generally 80% of an executive’s long-term incentive is based upon stock options; (d) certain defined thresholds must be reached as a minimum level of performance, typically 50% of the target (or, a score of 2 on our 1-4 scale), before eligibility for payout on any objective and, by contrast, short-term incentive bonuses are effectively capped, as the maximum level of performance for each objective is typically set at 150% of the target (or, a score of 4 on our 1-4 scale); (e) reasonable salaries and overall compensation packages are based upon regularly updated compensation surveys and ongoing review of peer comparators’ practices; (f) compliance with executive share ownership guidelines is routinely monitored; (g) we have no multi-year contracts with executive employees; our employment agreements with executive officers protect proprietary information, and contacts with personnel obtained while employed with the Company, and do not subject the Company to excessive severance obligations; (h) we do not permit repricing of stock options; (i) our employees, including executives, are not permitted to hedge their beneficially-held Company’s shares; (j) our executive officers are not permitted to pledge the Common Shares of the Company that they hold; and (k) we have adopted a clawback policy which applies to all executives, all as discussed further below.

Our compensation program is designed to effectively link compensation to performance as demonstrated by the completion by our executive officers of corporate and personal objectives that are designed to drive creation of shareholder value. The Compensation Committee believes that it is important to maintain a defined connection between achievements and compensation payout. The Committee has thoughtfully reviewed the metrics and priorities most appropriately used to establish and maintain that connection. In doing so, the following has been considered:

The objectives of our compensation program are to support the achievement of results; motivate executive officers to achieve pre-determined objectives without taking excessive risks; provide competitive compensation and benefit programs

to attract and retain highly qualified executives; and encourage an ownership mentality, which is further augmented through share ownership guidelines for all executive officers.

Our compensation program continues to follow the same progression throughout the year:

Compensation Structure

Our compensation program consists of base salary, short- and long-term incentives, and other perquisites. The components of total direct compensation relate to performance as follows:

Employment Agreements with Named Executive Officers

We have employment agreements with each of our named executive officers. The agreements contain standard employment provisions, as well as salary, entitlement to a short-term incentive, cash, bonus to be determined in the discretion of the Board, and statements of eligibility for Company benefits (*e.g.,*health and wellness benefits, paid time off, 401(k) plan), and our equity compensation plans (stock option and RSU&EI plans). The agreements also provide for post-termination obligations of the executives (one-year non-solicitation provisions applicable to all executive officers; and one-year non-competition provisions in the agreements of Messrs. Hatten and Cash).

Post-termination obligations of the Company with respect to the executive officers, including in an event of change of control, are discussed and summarized below under the heading*“Potential Payments Upon Termination or Change of Control.”* The Compensation Committee reviews the employment agreements of and compensation program for the executive officers on a periodic basis.

Objectives to be Met Through “Pay Mix”

The compensation program is designed to provide motivation and incentives to our executive officers and employees with a view toward enhancing shareholder value and successfully implementing our corporate objectives. The compensation program accomplishes this by rewarding performance that is designed to create shareholder value. The portion of variable, at-risk, performance-based compensation is commensurate to an executive officer’s or employee’s position and increases as their respective level of responsibility increases. Further, the mix and structure of compensation is designed to strike an appropriate balance to achieve pre-determined objectives without motivating excessive risk taking.

Our share price may be heavily influenced by changes in uranium and other commodity prices, which are outside of our control. Additionally, in recent years, geopolitical developments and public and governmental support for (or in opposition to) nuclear energy have affected our share price in ways we are unable control. As a result, the compensation program is designed to focus on areas where the executive officers and employees have the most influence. To achieve this, a combination of safety, operational, and various financial criteria are utilized when selecting continuing corporate objectives and establishing an appropriate combination of pay.

The compensation structure and “pay mix” in place for our CEO and other executive officers is as follows:

The characteristics of the compensation program’s mix of pay, as they relate to the executive officers, include:

The incentive compensation actually received by the executive officers varies based upon individual performance and the achievement of corporate and personal objectives and is ultimately subject to the discretion of the Compensation Committee and the Board.

Components of Compensation

Base Salary

Base salary is the fixed portion of cash compensation earned by and paid to our executive officers and employees. We seek to identify levels of base salary or wage which will aid in attracting and retaining quality employees. Base salaries for all employees are reviewed at least annually by management and more frequently recently, in times of labor market challenges, as we did in 2024. The Compensation Committee reviews the base salary for each executive officer routinely or upon a promotion or other change in job responsibility, based on the individual’s level of responsibility, the importance of the position and the individual’s contribution to our overall performance. The Compensation Committee also assesses the base salaries of the executive officers relative to a group of peer companies with similar scope and operations to ensure that base salaries are positioned competitively with executive officers in similar roles at peer companies. Our overall objective remains to provide a competitive base salary designed to recruit and retain qualified, high-performing executives, while responsibly administering our budget and achieving our corporate objectives.

Short-Term Incentive Plan

Total cash compensation includes base salary and any variable (at risk) short-term cash incentive compensation. Bonus awards under our short-term incentive plan (“STIP”) are typically calculated using a formula that is based upon performance in relation to corporate objectives, set by the Chief Executive Officer and executive management and approved by the Board, and in relation to personal objectives, also overseen by the CEO and Board. The STIP program is designed to recognize and reward both corporate and individual performance results. Weighting of corporate and personal objectives as related to the STIP program provides greater personal responsibility of each executive officer for not only the corporate objectives, but also his or her personal objectives which are tied to that year’s corporate and departmental objectives. This portion of our compensation program was also developed through consideration of peer group practices and other standards.

We continue to use objectives to broadly measure our total corporate performance in consideration of our STIPs, as well as for other purposes. A focus on health, safety, and environmental performance is embedded repeatedly throughout our program including asking employees to focus on personal safety and the safety of their team. We continue to evaluate, broadly, the performance of Total Company, Lost Creek, Shirley Basin, and Corporate Services.

Each performance objective is measured on three performance levels (Threshold, Target and Maximum). Threshold, Target and Maximum performance-level values are based on quantifiable measures, when possible, where typically the Threshold value is 80% of Target and the Maximum value is 120% of Target. When quantifiable measures are not possible, or more than one measure is used, we use a four-point scale to measure results. The target level of performance is set at an aggressive level that represents a ‘reasonable stretch.’ For example, when using our four-point scale to measure results, a score of 3 (Fully Successful) is used as the Target. Achieving the Target would result in a 100% payout of the objective. The Threshold level of performance is the minimum performance that must be met before being eligible for any payout. The Threshold performance level is typically set at 80% of Target, or a score of 2 (Partially, but not Fully, Successful Performance) on the four-point scale. There is no payout if the Threshold is not met. Achieving the Threshold would result in a 50% payout. Maximum level of performance is typically set at 120% of Target, or a score of 4 (Superior Performance). Achieving or exceeding the Maximum would result in a 150% payout.

Following the 2022 review by an independent compensation consultant, the Compensation Committee and Board adjusted the STIP target levels of the executives as recommended on a phased-in approach to better align our program with that of our established peer comparator companies. Subsequently, the second step of the phased-in adjustment was made for the

2023 STIP levels. Those target levels and weightings which were used to establish STIP awards for 2024 for our executive officers, including our CEO, are as set forth here:

Actual STIP awards are based on performance for the year and are typically paid in the following year after our year-end results are evaluated. We calculate the STIP awards as follows:

Long-Term Equity Incentives

The long-term incentive plan (“LTIP”) includes our Option Plan and the RSU&EI Plan (and, with the Option Plan, the “Plans”). The Plans together form a long-term incentive for eligible employees including executive officers and, in the case of the Option Plan, our consultants. Eligibility for participation and awards under the Plans are determined by the Compensation Committee, considering the recommendations of the Chief Executive Officer (and, for the Chief Executive Officer, the recommendations of the Compensation Committee to the Board). The purposes of the Plans are to provide eligible participants with the opportunity to own Common Shares of the Company, enhance Ur-Energy’s ability to attract, retain and motivate key personnel, and align each participant’s interests with those of the Company’s shareholders. Awards made under the Plans are based upon a pre-established formula tied to base salary and our compensation structure. The LTIP target for our CEO is 80% of his base salary; the LTIP target for our other executive officers is 60% of his or her base salary. A more detailed discussion of the Plans can be found below under*“Stock Option Plan and Amended and Restated Restricted Share Unit and Equity Incentive Plan.”*

Perquisites Including Benefits

We provide employees, including our executive officers, with perquisites including personal benefits that we believe are reasonable and consistent with the overall compensation program to better enable us to attract and retain quality employees. We periodically review the types and levels of perquisites provided to the employees and executive officers to ensure competitiveness and value. Executive officers participate on the same terms as other eligible employees in our healthcare and other benefit programs including a 401(k) Plan (with Company match), medical, prescription drug, dental, vision, short- and long-term disability, life and supplemental life insurances; employee assistance program; and health and dependent care flexible spending accounts.

Compensation Risk Assessment

The charter for our Compensation Committee requires the Committee to review and consider the implications of the risks associated with our compensation policies and practices to avoid encouraging inappropriate risk taking by executive officers. The Compensation Committee has undertaken reviews of this type in conjunction with periodic reviews of the compensation program, including most recently in December 2024. The Committee has implemented and maintained multiple practices to ensure that there are not incentives to take inappropriate or excessive risks, including: combining

fixed and variable compensation, granting appropriate levels of equity compensation, and mandating equity ownership requirements for executive officers and directors which are routinely reviewed. As discussed elsewhere, we have also implemented insider trading, anti-hedging, anti-pledging and clawback policies. Based upon the Compensation Committee’s review, we do not believe that the Company’s executive or non-executive compensation structure is reasonably likely to have a material adverse effect on the Company.

Compensation Program and Peer Group

The Compensation Committee from time to time undertakes thorough reviews of our compensation program which may include a review of some or all of (a) competitive market data, (b) pay grades, (c) share ownership guidelines, (d) short-term cash incentive bonuses, and (e) long-term incentives in the form of equity compensation, as well as the overarching review of the proper components of the program and best utilization of each component.

In 2022, the Compensation Committee retained the services of Roger Gurr & Associates (“RG&A”) to review aspects of our compensation program. RG&A has provided compensation consulting to companies in the mining, oil and gas, biotech, technology and service industries for more than 20 years, primarily serving western-based companies in Canada and the U.S. The Compensation Committee requested a review of our executive compensation program and executive compensation, including recommendations to update our peer comparators group.

Our peer group, as updated, has provided a foundation from which we can compare our compensation program and practices to peer companies. Selecting an initial group of 18 comparators resulted in a sufficient number of executive position matches in the peer group, to which comparisons can be drawn to our executives with statistical reliability. To best reflect the current professional talent market, while retaining sufficient continuity to prior peer groups, 72% continuity to prior peer groups was maintained.

Peer companies which are similar in size, complexity and risk profile, with market capitalization within a specified range were selected. Additionally, the compensation programs of prospective peers were considered in the selection, to ensure similarity in compensation components and policies, and to note differences to be considered. The criteria considered to select our peer group included corporate head offices in North America to best reflect the primary source of executive and board talent; common share listings on North American stock exchanges; operating companies in production in the extraction industries (uranium; energy-related production; and precious metals mining), which also have ongoing exploration and development activities; and companies with operations and projects in low-risk jurisdictions.

Based on the earlier analyses conducted by RG&A and updating by management the peer group approved by the Board for 2023 and utilized in 2024, as adjusted following corporate changes among the peers, includes five uranium producers and explorers; six other mining companies (e.g., gold, silver) and four other energy-related and specialty metals companies, each with similar revenues, total assets and market capitalization. Generally, our ranking is in the mid-range of the peer group as related to those criteria. As approved by our Board of Directors, the Company’s peer group is as follows:

The compensation review conducted by RG&A compared our executive compensation practices to those of the peer companies. As needed, RG&A extended its review to other available data if the peer comparators had insufficient depth of data for a particular executive’s position and compensation. As noted, and previously disclosed, RG&A recommended a phased-in approach to adjust the short- and long-term incentive programs. After consideration, the Compensation Committee approved and recommended to the Board an adjustment of the short-term incentive plan targets for our executives, increasing the “at-risk” portion of each executive’s compensation under the program in two steps over two years (2022 and 2023). The target short-term bonus for the Chief Executive Officer is now 80% of his base salary; the target short-term bonus for the Chief Financial Officer, Chief Operating Officer and Corporate Secretary is now 60% of each executive’s base salary (as discussed in “Short-Term Incentive Plan,” above).

No additional modifications were made to our named executives’ compensation in 2024, except for cost-of-living (COLA) adjustments in mid-2024, when all staff wages and salaries were adjusted under our policies and practices. When the Company implemented additional increases to all non-executive staff wages and salaries in late 2024, the executive team was not included in the salary adjustment.

No update was provided in 2024 by an independent compensation consultant.

2024 Performance Highlights

In its review of corporate performance for 2024, our Board made the assessment that while the Company’s overall performance was satisfactory, in several respects the objective criteria by which Lost Creek ramp-up production operations must be judged were not entirely met. Throughout the year, our management and staff continued to overcome operational, equipment, personnel and contractor challenges, but our production results were not as we planned, with 249,209 pounds U 3 O 8 drummed during the year. As an operating uranium recovery company, our production is, of course, a key metric of our Company’s performance. Notably, in other respects, Company performance met or exceeded objectives. However, because Lost Creek operations are routinely more heavily weighted than others of our performance categories (Total Company, Shirley Basin, and Corporate Services), the challenges in production operations negatively affected the overall performance of the Company.

We are pleased to share highlights of our 2024 corporate performance and comment on how our accomplishments continue to facilitate the return to full-production operations at Lost Creek while laying a strong foundation for operations at Shirley Basin beginning in early 2026.

Overview

Lost Creek operations in 2024 continued to allow us to produce U 3 O 8 to be sold for use in clean, reliable nuclear energy. We delivered 270,000 pounds of Lost Creek produced inventory to our customers during the year and fulfilled our commitments to deliver an additional 300,000 pounds U 3 O 8 through non-produced inventory. The costs associated with purchasing and borrowing the inventory to deliver into certain of our commitments resulted in a loss on those sales made into a contract which was executed in 2022 when the long-term uranium price was between $43 and $52 per pounds U 3 O 8.

In 2024, we sold 570,000 pounds U 3 O 8 at an average sales price of $58.15/lb, for related revenues of $33.1 million, which compares with sales of 280,000 pounds U 3 O 8 at an average price of $61.89/lb. for revenues of $17.3 million in 2023.

By purchasing and borrowing inventory in 2024 Q4, we took appropriate proactive measures to meet our 2024 delivery requirements and to establish a sufficient base inventory position for 2025. Then, in early 2025, we reached an agreement to defer delivery of 300,000 pounds U 3 O 8 scheduled for sale in 2025; that delivery will now be made in 2026 H1. As a result of this agreement, we plan to deliver 440,000 pounds U 3 O 8 in 2025 for approximately $27.1 million in sales proceeds. Production in excess of our contractual obligations will be placed into inventory, but we may also have the option of selling excess inventory into the market if conditions warrant.

As we continue to advance Lost Creek to steady-state operations, we believe these steps to increase our inventory position and manage our delivery commitments will best position us to timely meet our 2025 sales commitments, satisfy our physical uranium loan obligations, and position us to substantially increase our production capacity in 2026 and beyond with the addition of Shirley Basin, which we anticipate to come online by early 2026.

Lost Creek Commercial Production Operations – Ramp Up Continues

Lost Creek operations captured approximately 265,746 pounds U 3 O 8 in 2024 and drummed 249,209 pounds U 3 O 8 during the year. Pounds captured increased from 103,487 pounds in 2023 to 265,746 pounds in 2024.

As we have seen among most operators recently restarting uranium production facilities, commissioning new production areas and recommissioning plant operations, not unexpectedly, come with unique start-up issues. The recovery of U 3 O 8 in MU2 and the restart of plant operations at Lost Creek have been no exception. As we have disclosed, we encountered

equipment issues that temporarily stalled plant throughput during the recommissioning of the plant. The equipment issues mostly have been addressed.

Wellfield delineation and development continued in MU2, in what is referred to as Phase 2 within MU1 and, most recently, in MU5. We brought six header houses online in 2024. All remaining planned production areas of MU2 are expected to come online during 2025 including HHs 2-12 and 2-13 coming online in 2025 Q1 and HHs 2-14 and 2-15 expected to begin operation in 2025 Q2. During the latter half of 2025, we anticipate bringing several header houses online in MU1 Phase 2 as we advance toward full plant capacity production. The first of those header houses (1-14 and 1-15) are awaiting delivery to Lost Creek, and 1-16 is being assembled in our Casper construction facility.

Throughout 2024, we continued to recruit and train construction and operations staff and management for Lost Creek, as well as engineering, geology and chemistry laboratory professionals. We have approximately 80 full-time regular employees onsite at Lost Creek and a growing number of core staff with greater tenure and training. We continue to hire for Lost Creek to accommodate requested transfers to Shirley Basin as we begin to build our core staff there. We believe that sharing trained staff with Shirley Basin will best facilitate our development efforts there during 2025.

Part of our corporate-wide strategic planning objective was to overcome initial challenges in securing drilling contractors. We achieved this objective by adding eight rigs to the 13 rigs onsite at the beginning of 2024. We currently have sufficient drill rigs onsite at Lost Creek to advance our development requirements, planned 2025 exploration program, and to facilitate initial deployment of rigs to Shirley Basin.

Construction and Development of Shirley Basin – Advancing to Production Operations in 2026

In March 2024, based upon our growing contract book, our Board made the decision to proceed with construction and development of our second ISR uranium facility, Shirley Basin. We had begun ordering long-lead time equipment and contracting for detailed design engineering prior to the “go” decision. In early spring 2024, we began development and construction at Shirley Basin in earnest. Roads were constructed; a septic system was installed; communications systems were installed; the power supply to the satellite plant area was completed and the line energized; and an existing electrical substation is being refurbished to be available for commencement of operations.

Wellfield construction and development began with the installation of the 125 monitor wells for the first mine unit at Shirley Basin, hydrologic testing which yielded excellent results, and a subsequent production and injection test program. Results received to date from the production and injection test indicate that flow rates are consistent with the high historic flow rates at Shirley Basin. Construction of wellfield infrastructure (e.g., pipelines, powerlines and field access roads) begins in 2025 Q2. Fabrication of header houses in our Casper construction shop will commence mid-year.

With adept management of change, initial plans to construct new offices and shops were revised in favor of installing modular offices and utilizing existing buildings for shops, resulting in significant cost savings as compared with new construction. Renovations of existing site buildings which will be used for construction, maintenance and drill casing facilities are substantially complete. The modular main office building for the site is being constructed and is expected to be completed in 2025 Q3. Additional modular office and facility buildings have been purchased and are on site at Shirley Basin. We were able, in 2024, to advance with onsite development even further than initially planned, resulting in successful completion of that portion of our 2024 Shirley Basin development objectives.

Hiring for Shirley Basin began in early 2025 with several key management positions already filled and training of several construction staff new hires in progress. We expect to benefit through lateral moves of staff from Lost Creek as well as continuing to train Shirley Basin staff with their counterparts at Lost Creek. Our phased hiring program is anticipated to allow for more thorough safety and task training of staff prior to commencement of operations.

Earthwork at the plant site is in progress with compaction expected to begin in April to allow concrete work to begin in May. In 2025 Q2, we are returning to wellfield development work and additional roadwork. We have two drill rigs starting development work at Shirley Basin in April and will be adding four more in the coming two months. We have also received all the heavy field equipment necessary to support drilling and construction operations for 2025 and beyond. Well development and construction materials required for the 2025 drill program are in various stages of order and delivery

allowing for well installation, pipeline and powerline construction, and necessary well development and sampling to occur on schedule.

We look forward to the commencement of operations at Shirley Basin, as it will diversify our production sources and further support our efforts to remain a leading U.S. uranium producer.

Securing Additional Terms Sales Agreements and Anticipating and Meeting Financial Needs

As a part of our strategic planning, we continued throughout 2024 to pursue additional sales agreements with global nuclear fuel buyers, adding four sales agreements to bring our contract book to a total of seven agreements which call for base-quantity deliveries of 440,000 – 1,300,000 pounds U 3 O 8 in 2025 -2030. Several of our sales contracts include market-related pricing that is subject to an escalated floor and ceiling blended with base-escalated pricing features, while other of our agreements have more traditional base-escalated sales prices. Our contractual obligations for sales now total 5.9 million pounds U 3 O 8 between 2025 – 2030, while leaving a significant portion of our production capacity in coming years uncommitted. Considering the decline of spot price during 2024 and early 2025, we view our successes on this part of our strategic planning objective to be fully successful in providing for future revenues.

In addition to our 2024 sales revenues, we raised significant funding in anticipation of our development and build out at Shirley Basin which began in 2024 and is anticipated will be completed in 2025. In addition to successful use of our At Market facility in H1 2024, we successfully closed an underwritten public offering in late July 2024 from which gross proceeds to the Company were approximately $69.0 million. After fees and expenses of $3.8 million, net proceeds to the Company were approximately $65.2 million. With the softening of the uranium spot market depressing the uranium equities in the months since, we are pleased we chose to fund our treasury at that time to provide the Company with necessary working capital for both Lost Creek and the Shirley Basin buildout.

Regulatory and Safety Matters

Our report on regulatory matters is highlighted by the addition of Ryan Schierman to our executive management team. Mr. Schierman is highly respected as a former regulator and well known in our industry as a true professional with great expertise in regulatory compliance and environmental health and safety (EHS) matters. As the Wyoming Uranium Recovery Program Manager (2015-2020), Mr. Schierman was critical in assisting Wyoming to become the 38th US Nuclear Regulatory Commission Agreement State. He has also gained experience in regulatory relations and compliance, licensing, and EHS earlier in his career in the uranium recovery industry. Mr. Schierman now leads our well-established EHS department as we move ahead with Shirley Basin, and we look forward to additional growth throughout the Company.

Following receipt several years ago of all major regulatory authorizations for the construction and operation of Shirley Basin, and the license amendment for the expansion of Lost Creek with the addition of LC East and the KM horizon, our regulatory focus has remained on the final approvals for the Lost Creek expansion with the Wyoming permit to mine and related aquifer exemption. We expect to obtain all required approvals on a timely basis for our current production plans.

During the past year, inspections by our primary regulators overseeing our permits and licenses at Lost Creek and Shirley Basin found no violations or inspection findings. Maintaining regulatory compliance is perennially one of our core objectives and, with timely reporting and the absence of violations, we again were fully successful.

Our radiologic safety record in 2024 was excellent, with employee doses in line with industry norms which are well below regulatory limits. We are disappointed in our overall occupational safety record in 2024; however, we are optimistic about the renewed and growing safety culture that our EHS staff have built onsite at Lost Creek and across our Company. We had 11 lost-time accidents (LTA(s)) at Lost Creek, most of which resulted from relatively minor injuries, although two separate LTAs included a broken ankle and broken fingers. There were no lost-time accidents elsewhere in the Company including at Shirley Basin during our 2024 drill program and early construction activities and at the Casper construction shop. Overall safety performance began to improve significantly at the conclusion of 2024, with that improvement continuing in 2025.

Emphasizing our safety culture, our EHS staff grew our safety programs with additional features, training, incentives and reporting. Our EHS staff and management recognize the importance of adequate training, including refresher training, to maintain safe operations. Thorough initial site and radiation safety training is complemented by additional ongoing site training and specialized training by third-party contractors. The array of training, including specialized task training, is expected to result in safe personal work habits and greater awareness of operational safety needs across our teams.

With significant numbers of new employees and drilling and other contractors who are new to Lost Creek and, increasingly, similar circumstances at Shirley Basin, we seek to emphasize a robust safety culture at our mine sites and throughout the Company. We strive to operate in an environmentally sound fashion utilizing ISR methods and will continue to remain stewards of the environment with our oversight of production at Lost Creek and construction and operations at Shirley Basin.

Casper Operations Headquarters – Centralized Construction and Laboratory

Commissioned in 2023, our Casper, Wyoming construction warehouse and chemistry laboratory are now demonstrating the benefits of our plan for centralized facilities. We continue to believe that the shared services facilities will provide numerous safety, environmental and financial advantages to our Lost Creek operation, including a reduction of commuting vehicles and related emissions. Our construction shop allows us to build and automate header houses in Casper before delivery and final installation and related construction at our mine sites. The facility now allows us to conduct these functions for Shirley Basin as we initiate wellfield development activities and require the Casper laboratory’s services in coming months. Fewer miles traveled by this part of our construction and lab staff and fewer vehicles on the road equates to a significantly lower risk of accident or injury, a smaller carbon footprint, and considerably lower vehicle and labor costs.

Conclusions About 2024 Results to Performance

As discussed above, many of our objectives were successfully met or with results which exceeded individual targets. We recognize, however, that our production operations at Lost Creek were below projections. Lost Creek operational challenges have been and continue to be overcome, and we believe we now are headed toward steady state production in 2025. We secured additional sales agreements, including some with market-based sales pricing, which continue to insulate the Company from the volatility of the uranium market well into the future, with delivery commitments into the next decade.

In 2024 we made strong advances on the ground at Shirley Basin in development and construction, drilling and procurement activities, setting the stage for the 2025 buildout of our Shirley Basin satellite plant and mine unit one wellfield operations. We were able to bolster our already strong treasury in anticipation of the 2025 buildout of Shirley Basin and to supplement working capital for continued ramp-up of Lost Creek.

After considering these conclusions and the accomplishments detailed above, the Board assessed corporate performance at a comprehensive score of 2.4 on our 4-point scale.

Looking to the Future

As we continue toward full production levels and steady state operations at Lost Creek and the buildout of Shirley Basin, we are optimistic about the state of our Company and operations. Following years of market decline and depression, we have made significant strides in rebuilding our core staff and advancing their training for operational efficiencies and safety. We have made strong hires in professional and management staff and continue to recruit to reinvigorate our professional ranks to support both mine sites and our plans for future organic growth of Ur-Energy. We look forward to a year of safe and compliant operations as we continue to be a leader in U.S. uranium production.

2025 Compensation Program

We anticipate that the overall structure of the Company’s program will remain largely the same in 2025 for employees and executive officers as we continue to reach steady-state production operations at Lost Creek and complete our construction and buildout leading to operations at Shirley Basin.

Additional Compensation Practices

Share Ownership Guidelines

All our executive officers and directors are encouraged to have a significant long-term financial interest in our Company. To encourage alignment of the interests of the executive officers and directors with those of our shareholders, our Board mandated that each executive officer of Ur-Energy is required to invest on a pre-determined schedule an amount equal to the executive officer’s annual base salary in shares or securities redeemable into shares. The Board approved additional guidelines (the “Guidelines”) related to the mandate, such that the requirement of share ownership be met on or before the later of (i) December 31 of the fifth year after an executive officer becomes subject to the Guidelines, or (ii) December 31 of the third year from the effective date of the change in the executive officer’s annual base salary. The investment amount is calculated using the amount of the annual base salary of the executive officer at the later of (i) the date the executive officer became subject to the Guidelines, or (ii) the date of the most recent increase to annual base salary. Compliance is evaluated annually, at December 31. At December 31, 2024, all executive officers meet the Guidelines or are on-track to meet the Guidelines within the prescribed timeframes. See also discussion under “Share Ownership Guidelines for Directors,” below.

Insider Trading Policy

The Company has adopted an insider trading policy, which is available on the Company’s website and filed as Exhibit 19.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The Company’s insider trading policies specifically prohibit all directors and employees from engaging in short sales, publicly traded options, puts and calls, forward sale contracts, and other swap, hedging and derivative transactions relating to securities of the Company. The policies also specifically prohibit the Company’s executive officers and directors from holding securities of the Company in margin accounts or pledging securities of the Company as collateral for loans as further described below.

Anti-Hedging Policy; Anti-Pledging Policy

The Company has imposed certain restrictions on trading, including the prohibition of hedging or pledging the Company’s securities, to avoid creating the appearance of impropriety, even if such trades were to occur while the individual is not in possession of material non-public information.

We have a formal anti-hedging policy, as amended in 2022, which prohibits our executive officers, directors and employees from engaging in hedging or similar monetization transactions with respect to the Company’s securities, including, but not limited to, through the use of financial instruments such as exchange funds, prepaid variable forwards, equity swaps, puts, calls, collars, forwards and other derivative instruments, or through the establishment of a short position in the Company’s securities.

Our Board has also formally adopted an anti-pledging policy, prohibiting our executive officers and directors from holding Company Common Shares in a margin account or pledging Company securities as collateral for a loan. There are no insiders who have pledged Common Shares of the Company.

Clawback Policy

The Company has maintained a ‘clawback’ policy since 2014. In 2022, to implement requirements of the Dodd Frank Act, the SEC issued its final clawback rule as Rule 10D-1 and, in 2023, NYSE American adopted its related listing rules, pursuant to Rule 10D-1, which were made final in 2023 Q4.

Following the adoption of Rule 10D-1 and promulgation of the related listing rules, the Company adopted a new clawback policy, effective October 26, 2023, to ensure compliance. The policy provides the Compensation Committee of the Board with the ability to recover “Incentive Compensation” (as defined in the policy) in the event of a restatement of the financial statements of the Company due to a material non-compliance with any financial reporting requirement under the securities laws (a “Triggering Event”). Upon the occurrence of a Triggering Event, the Company may seek recovery of Incentive Compensation received by any covered employee during the three completed fiscal years immediately preceding the date on which the Company is required to prepare an accounting restatement, that would not otherwise have been paid to a covered employee if the correct performance data had been used to determine the amount payable.

We filed our Clawback Policy as Exhibit 97 to our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (filed March 6, 2024).

Policies and Practices Related to the Timing of Certain Equity Award Grants

We have established processes to ensure that the timing of any stock option grants to executives is not influenced by material nonpublic information (MNPI) and that grant decisions are generally made based on a predetermined schedule as a part of our compensation program, described above. This seeks to avoid any upcoming announcements or events that could impact our stock price and, as we have done historically, we may defer a routine or special grant if we are in possession of MNPI (see also note in “Equity Incentive Plans” relating to our 2022 grant of equity awards). Except for the foregoing, the Company does not have a formal policy on the timing of awards of stock options, or similar instruments with option-like features. The Compensation Committee carefully reviews with management any potential MNPI before granting options and generally does not time the grant of stock options in relation to the Company’s public disclosure of MNPI. The Company has not timed the release of MNPI for the purpose of affecting the value of executive compensation.

Tax and Accounting Considerations

The Compensation Committee considers tax and accounting rules and regulations when structuring our executive compensation program. Our plans and programs are designed to comply with or be exempt from the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the “IRS Code”), which regulates deferred compensation and provides for potentially early taxation and a 20% additional tax on non-compliant arrangements. Equity awards are accounted for under FASB ASC Topic 718, which requires the recognition of expense for the fair value of such awards, and the Compensation Committee considers the accounting expense of such awards when authorizing grants under both equity compensation plans.

Compensation Consultant Fees

The Compensation Committee did not utilize third-party consulting services in 2024.