{"filing":{"accession_number":"0001213900-26-063832","cik":"0001970622","ticker":"USAR","company_name":"USA Rare Earth, Inc.","form":"8-K","filing_date":"2026-06-02","report_date":null,"primary_document":"ea0293127-8k_usarare.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390026063832/ea0293127-8k_usarare.htm"},"events":[{"id":7512,"run_id":6601,"accession_number":"0001213900-26-063832","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"USA Rare Earth entered into a material definitive agreement on June 1, 2026, for a 20-year lease of an 800,000 square foot specialty rare earth magnet manufacturing facility in South Carolina, with an expected investment of approximately $800 million and creation of 325 new jobs. This represents a material commitment to a major capital project and operational expansion that significantly affects the registrant's financial position and strategic direction.","company_name":"USA Rare Earth, Inc.","ticker":"USAR","filing_date":"2026-06-02","form":"8-K","submitted_at":null,"items":[{"id":3638,"accession_number":"0001213900-26-063832","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"USA Rare Earth entered into a material definitive agreement on June 1, 2026, for a 20-year lease of an 800,000 square foot specialty rare earth magnet manufacturing facility in South Carolina, with an expected investment of approximately $800 million and creation of 325 new jobs. While technically a lease rather than a traditional M\u0026A transaction, this represents a material commitment to a major capital project and operational expansion that would significantly affect the registrant's financial position and strategic direction, warranting classification as material activity under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:37:19.465113+00:00","company_name":"","ticker":null,"filing_date":""},{"id":3639,"accession_number":"0001213900-26-063832","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation related to a lease, with incorporation by reference to Item 1.01. Without the full Item 1.01 text describing the lease terms, materiality, and nature of the obligation, the specific event type cannot be definitively determined. The disclosure could relate to a material lease obligation (potentially part of an M\u0026A or operational arrangement) or a routine financing arrangement. The reference structure suggests a material transaction, but the excerpt alone is insufficient to classify with high confidence into a more specific category.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:37:19.465113+00:00","company_name":"","ticker":null,"filing_date":""},{"id":3640,"accession_number":"0001213900-26-063832","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"USA Rare Earth announced a rare earth magnet manufacturing facility project in Cherokee County, South Carolina via press release on June 2, 2026. While this represents a significant capital project and strategic development for the company, it does not fit neatly into the standard 8-K event taxonomy. The disclosure is material to investors as it concerns a major facility expansion and capital investment, but it is neither a completed M\u0026A transaction (ma_activity), an earnings release, nor an executive change. The forward-looking nature and project-stage status (conditions to lease, financing, construction timeline) distinguish it from a finalized material event.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:37:19.465113+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":3638,"accession_number":"0001213900-26-063832","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"USA Rare Earth entered into a material definitive agreement on June 1, 2026, for a 20-year lease of an 800,000 square foot specialty rare earth magnet manufacturing facility in South Carolina, with an expected investment of approximately $800 million and creation of 325 new jobs. While technically a lease rather than a traditional M\u0026A transaction, this represents a material commitment to a major capital project and operational expansion that would significantly affect the registrant's financial position and strategic direction, warranting classification as material activity under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:37:19.465113+00:00","company_name":"USA Rare Earth, Inc.","ticker":"USAR","filing_date":"2026-06-02"},{"id":3639,"accession_number":"0001213900-26-063832","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation related to a lease, with incorporation by reference to Item 1.01. Without the full Item 1.01 text describing the lease terms, materiality, and nature of the obligation, the specific event type cannot be definitively determined. The disclosure could relate to a material lease obligation (potentially part of an M\u0026A or operational arrangement) or a routine financing arrangement. The reference structure suggests a material transaction, but the excerpt alone is insufficient to classify with high confidence into a more specific category.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:37:19.465113+00:00","company_name":"USA Rare Earth, Inc.","ticker":"USAR","filing_date":"2026-06-02"},{"id":3640,"accession_number":"0001213900-26-063832","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"USA Rare Earth announced a rare earth magnet manufacturing facility project in Cherokee County, South Carolina via press release on June 2, 2026. While this represents a significant capital project and strategic development for the company, it does not fit neatly into the standard 8-K event taxonomy. The disclosure is material to investors as it concerns a major facility expansion and capital investment, but it is neither a completed M\u0026A transaction (ma_activity), an earnings release, nor an executive change. The forward-looking nature and project-stage status (conditions to lease, financing, construction timeline) distinguish it from a finalized material event.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-03T02:37:19.465113+00:00","company_name":"USA Rare Earth, Inc.","ticker":"USAR","filing_date":"2026-06-02"}]}