{"filing":{"accession_number":"0001213900-26-089281","cik":"0001445942","ticker":"TMRC","company_name":"DyTb, LLC","form":"8-K","filing_date":"2026-08-13","report_date":"2026-08-07","primary_document":"ea0302066-8k_dytbllc.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1445942/000121390026089281/ea0302066-8k_dytbllc.htm"},"events":[{"id":27639,"run_id":25203,"accession_number":"0001213900-26-089281","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"TMRC completed a merger in which its shareholders received USAR Common Stock at a fixed exchange ratio of 0.043279843 shares per TMRC share, resulting in a change of control and the conversion of TMRC into a subsidiary of USAR. The merger also involved termination of TMRC's material mineral exploration and option agreement with Santa Fe Gold Corporation and extinguishment of TMRC shareholders' rights, with shareholders retaining only the right to receive merger consideration.","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13","form":"8-K","submitted_at":null,"items":[{"id":29231,"accession_number":"0001213900-26-089281","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The filing discloses termination of a material mineral exploration and option agreement with Santa Fe Gold Corporation in connection with \"the Mergers\" (referenced but not detailed in this excerpt). The agreement represented a significant strategic opportunity for TMRC to pursue joint venture exploration and development of silver properties in New Mexico. Termination in connection with a merger transaction constitutes a material change of control event affecting the registrant's strategic assets and obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""},{"id":29232,"accession_number":"0001213900-26-089281","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 2.01 discloses the completion of a merger in which TMRC shareholders received USAR Common Stock at a fixed exchange ratio (0.043279843 shares per TMRC share). The filing describes the \"effective time of the First Merger,\" the conversion of TMRC shares into USAR shares, and references a Merger Agreement previously filed on March 5, 2026. This is a material acquisition/change of control event that fundamentally alters TMRC's equity structure and ownership.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""},{"id":29233,"accession_number":"0001213900-26-089281","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.03 discloses that TMRC common stockholders' rights have been extinguished as of the \"Effective Time\" of a merger, with shareholders retaining only the right to receive merger consideration per the Merger Agreement. The filing cross-references Item 2.01 (Completion of Acquisition or Disposition of Assets) and Item 5.03 (Amendments to Articles of Incorporation or Bylaws), indicating this is the completion of a material acquisition or merger transaction. The termination of shareholder rights and substitution with merger consideration is the hallmark of a completed change-of-control transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""},{"id":29234,"accession_number":"0001213900-26-089281","item_number":"5.01","item_title":"Changes in Control of Registrant.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Item 5.01 discloses a change in control of the registrant, which is a material acquisition or change-of-control event. The filing incorporates by reference Item 2.01 (Completion of Acquisition or Disposition of Assets) and Item 5.02 (Changes in Directors or Executive Officers), indicating a transaction involving both a change of control and executive changes. This is a core M\u0026A activity requiring disclosure under Item 5.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""},{"id":29235,"accession_number":"0001213900-26-089281","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The Item 5.02 disclosure is dominated by a merger transaction (\"Merger Agreement,\" \"Second Merger,\" \"Effective Time\") in which TMRC's entire board and executive team ceased serving and were replaced. While the section nominally addresses executive departures and appointments, the core event is the change of control via merger. The reference to Item 2.01 (which covers M\u0026A activity) and the wholesale replacement of leadership as a consequence of the merger structure indicate this is primarily a merger/acquisition event rather than a routine executive transition.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":27640,"run_id":25203,"accession_number":"0001213900-26-089281","anchor_item_number":"8.01","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.92,"summary":"TMRC's common stock was withdrawn from OTCQB trading, and the company announced its intention to file Form 15 for deregistration under Section 12(g) and suspension of SEC reporting obligations.","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13","form":"8-K","submitted_at":null,"items":[{"id":29237,"accession_number":"0001213900-26-089281","item_number":"8.01","item_title":"Other Events.","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.92,"reasoning":"The disclosure describes withdrawal of TMRC's common stock from OTCQB and an announced intention to file Form 15 for deregistration under Section 12(g) and suspension of SEC reporting obligations. This constitutes a delisting event and material change in the registrant's public trading and reporting status that would significantly affect investor access to and information about the company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":27641,"run_id":25203,"accession_number":"0001213900-26-089281","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"summary":"TMRC's articles of incorporation and bylaws were amended and restated as a consequence of the merger, with TMRC's organizational documents ceasing to be in effect and DyTb, LLC becoming the successor entity.","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13","form":"8-K","submitted_at":null,"items":[{"id":29236,"accession_number":"0001213900-26-089281","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"This Item 5.03 discloses amendments to articles of incorporation and bylaws, which are routine governance filings. However, the disclosure also references a \"Second Merger\" that resulted in TMRC's organizational documents ceasing to be in effect and DyTb, LLC becoming the successor entity. While the merger itself appears to be the material event (properly classified under Item 2.01, which is incorporated by reference), the Item 5.03 section focuses narrowly on the mechanical updating of organizational documents following the merger. The amendment and restatement of certificates and bylaws are administrative consequences of the merger rather than independent material events.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":29231,"accession_number":"0001213900-26-089281","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The filing discloses termination of a material mineral exploration and option agreement with Santa Fe Gold Corporation in connection with \"the Mergers\" (referenced but not detailed in this excerpt). The agreement represented a significant strategic opportunity for TMRC to pursue joint venture exploration and development of silver properties in New Mexico. Termination in connection with a merger transaction constitutes a material change of control event affecting the registrant's strategic assets and obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"},{"id":29232,"accession_number":"0001213900-26-089281","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 2.01 discloses the completion of a merger in which TMRC shareholders received USAR Common Stock at a fixed exchange ratio (0.043279843 shares per TMRC share). The filing describes the \"effective time of the First Merger,\" the conversion of TMRC shares into USAR shares, and references a Merger Agreement previously filed on March 5, 2026. This is a material acquisition/change of control event that fundamentally alters TMRC's equity structure and ownership.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"},{"id":29233,"accession_number":"0001213900-26-089281","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.03 discloses that TMRC common stockholders' rights have been extinguished as of the \"Effective Time\" of a merger, with shareholders retaining only the right to receive merger consideration per the Merger Agreement. The filing cross-references Item 2.01 (Completion of Acquisition or Disposition of Assets) and Item 5.03 (Amendments to Articles of Incorporation or Bylaws), indicating this is the completion of a material acquisition or merger transaction. The termination of shareholder rights and substitution with merger consideration is the hallmark of a completed change-of-control transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"},{"id":29234,"accession_number":"0001213900-26-089281","item_number":"5.01","item_title":"Changes in Control of Registrant.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Item 5.01 discloses a change in control of the registrant, which is a material acquisition or change-of-control event. The filing incorporates by reference Item 2.01 (Completion of Acquisition or Disposition of Assets) and Item 5.02 (Changes in Directors or Executive Officers), indicating a transaction involving both a change of control and executive changes. This is a core M\u0026A activity requiring disclosure under Item 5.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"},{"id":29235,"accession_number":"0001213900-26-089281","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The Item 5.02 disclosure is dominated by a merger transaction (\"Merger Agreement,\" \"Second Merger,\" \"Effective Time\") in which TMRC's entire board and executive team ceased serving and were replaced. While the section nominally addresses executive departures and appointments, the core event is the change of control via merger. The reference to Item 2.01 (which covers M\u0026A activity) and the wholesale replacement of leadership as a consequence of the merger structure indicate this is primarily a merger/acquisition event rather than a routine executive transition.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"},{"id":29236,"accession_number":"0001213900-26-089281","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"This Item 5.03 discloses amendments to articles of incorporation and bylaws, which are routine governance filings. However, the disclosure also references a \"Second Merger\" that resulted in TMRC's organizational documents ceasing to be in effect and DyTb, LLC becoming the successor entity. While the merger itself appears to be the material event (properly classified under Item 2.01, which is incorporated by reference), the Item 5.03 section focuses narrowly on the mechanical updating of organizational documents following the merger. The amendment and restatement of certificates and bylaws are administrative consequences of the merger rather than independent material events.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"},{"id":29237,"accession_number":"0001213900-26-089281","item_number":"8.01","item_title":"Other Events.","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.92,"reasoning":"The disclosure describes withdrawal of TMRC's common stock from OTCQB and an announced intention to file Form 15 for deregistration under Section 12(g) and suspension of SEC reporting obligations. This constitutes a delisting event and material change in the registrant's public trading and reporting status that would significantly affect investor access to and information about the company.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T10:01:56.891488+00:00","company_name":"DyTb, LLC","ticker":"TMRC","filing_date":"2026-08-13"}]}