What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2026-03-19 compared with 2025-03-20 · 164 added, 91 removed, 284 unchanged (47% of the section changed)

23 unchanged sentences

Projections of any evaluation of controls effectiveness to future periods are subject to risks.

The Company has implemented several initiatives to begin remediation of the weaknesses in its internal controls, some of which include:

(i) hiring a chief financial officer experienced with public company financial reporting and designing and implementing effective internal control environments, (ii) adding Board members to its audit committee who have extensive background in publicly traded companies and governance, (iii) implementing software designed to enhance segregation of duties, workflow authorization, and payment processing, (iv) implementing a cloud-based folder system with controls for sharing, organizing, training, protecting, and storing its data, and (v) hiring an accounting manager to strengthen certain segregation of duties controls.

Also, the Company is reviewing additional plans to strengthen its internal controls, some of which include:

(i) automating manual processes with various software packages to increase data accuracy, (ii) hiring additional personnel to further strengthen controls in certain areas, (iii) designing controls to formalize and strengthen roles and responsibilities, (iv) designing certain entity-level controls to strengthen the control environment, (v) implementing cloud-based financial reporting applications that allow for increased collaboration, transparency, and review of financial reporting, and (vi) involving external experts as needed.

Management of the Company believes that these material weaknesses are more so due to the small size of the Company’s accounting staff.

To continue to address this matter, in 2025, the Company hired employees to lead Sarbanes-Oxley compliance, SEC reporting, accounts payable, finance and accounting in Mexico, and information technology.

In addition, the Company hired a third-party firm in 2025 to assist with the implementation of new accounting software and to assist with gaining compliance with Sarbanes-Oxley, all of which is expected to be completed in 2026.

Changes in Internal Control Over Financial Reporting

9 unchanged sentences

EVP, Chief Mining Engineer and Director

SVP, Chief Financial Officer (PFO)

SVP and Chief Financial Officer (PFO)

President of Antimony Division

VP & General Manager of BRZ

SVP, Corporate Development and Governmental Relations

VP & General Manager of Bear River Zeolite Company

President of Bear River Zeolite Company

Blaise Aguirre

General John M.

Business Experience of Executive Officers and Directors

3 unchanged sentences

Evans currently serves as our Chairman and CEO since December 2024.

He is a serial entrepreneur.

Throughout his career, he has taken three separate energy companies public on the NYSE.

At present, he has served since 2016 as Chairman of the Board and Chief Executive Officer, and is the largest shareholder of Evergreen Sustainable Enterprises, Inc.

(“Evergreen”).

Evans launched Evergreen as an evolution from his hemp company, Generation Hemp, Inc, while developing diversified green energy plants designed to use hemp biomass as biofuel to generate power to mine Bitcoin.

He is a serial entrepreneur and transformational leader.

The Company is headquartered in Dallas, Texas where Mr.

Evans resides.

Evans is also the Chairman and Chief Executive Officer of Evergreen Sustainable Enterprises, Inc.

a “green” publicly held bitcoin mining company that owns a hydroelectric dam located in Costa Rica that serves as the power source for bitcoin mining.

The Company is capitalizing on the intersection of sustainable energy and Bitcoin mining.

Evans began investing in certain Bitcoin companies in early 2021 and is now deeply involved in the sector.

Evans previously led Magnum Hunter Resources Corporation for seven years, a NYSE listed multibillion dollar public energy company specializing in unconventional resource plays predominately in the Appalachian Basin and the Eagle Ford.

These assets are now part of Southwestern Energy Co.

Evans was also founder and CEO of Eureka Hunter Holdings, LLC, a mid-stream gas gathering company transporting and managing over 1 BCF of daily natural gas volumes from wells producing in West Virginia and Ohio on approximately 200 miles of newly constructed pipeline during the similar seven-year period.

Additionally, Mr.

Evans previously founded and served as the Chairman and Chief Executive Officer of Magnum Hunter Resources Inc.

(MHRI), a NYSE listed company, for twenty years before selling MHRI to Cimarex Energy for approximately $2.2 billion in June 2005.

These assets are now part of Coterra Energy, Inc.

Later that year, Mr.

Evans formed Wind Hunter Energy, LLC, a renewable energy company which was subsequently acquired in December 2006 by GreenHunter Energy, Inc., an emerging water resource company focusing on oil field water management and clean water technologies active in the Marcellus and Utica resource plays in Appalachia.

As founder, Mr.

Evans has served as Chairman and Chief Executive Officer of GreenHunter Energy, Inc.

from December 2006 until May 2016, upon the sale of its assets to a private equity fund.

Throughout his career, Mr.

Evans has raised various forms of capital on Wall Street that have exceeded $7 billion.

Evans has previously served for 24 years as a Director of Novavax Inc.

“NVAX”), a clinical-stage vaccine biotechnology company involved in the development of COVID-19 vaccines, which achieved a market capitalization in excess of $18 billion during the pandemic, where he also previously served as Chairman, CEO and Lead Director.

He has extensive experience in the public and private financial business sectors as well as entrepreneurial expertise in start-up enterprises to multi-billion-dollar corporations.

Additionally, Gary C.

Evans has a history of successful dealings with investor relations and financial institutions.

Evans has raised various forms of capital on Wall Street that has exceeded $8 billion.

Evans has previously served for 24 years, last serving as an independent director of Novavax Inc., a NASDAQ-listed (“NVAX”) vaccine biotechnology company that successfully reached commercialization of a critical Covid-19 Vaccine Nuvaxovid™ (also known as NVX-CoV2373), along with its Matrix-M™ adjuvant, a deployed malaria vaccine developed in collaboration with The University of Oxford.

NVAX reached a market capitalization in excess of $20 billion during the pandemic.

Evans previously also served as Chairman, CEO, and Lead Director of Novavax.

Evans was recognized by Ernst and Young as the Southwest Area 2004 Entrepreneur of the Year for the Energy Sector and was subsequently inducted into the World Hall of Fame for Ernst & Young Entrepreneurs.

2 unchanged sentences

He additionally won the Deal Maker of the Year Award in 2013 by Finance Monthly.

Evans serves on the Board of the Maguire Energy Institute at Southern Methodist University and now speaks on the current affairs of the hemp industry at hemp industry conferences, on radio networks, and podcasts.

Evans serves on the Board of the Maguire Energy Institute at Southern Methodist University (“SMU”) and has historically lectured at SMU and currently speaks on the current affairs surrounding the antimony industry.

Evans also periodically speaks at various industry conferences, on radio networks, podcasts, and national television programs.

Lloyd Joseph Bardswich – EVP, Chief Mining Engineer & Director - Lloyd Joseph Bardswich joined the Board of Directors in February 2021.

7 unchanged sentences

Also, he serves as President and as a Director of Frisco Gold Corporation, an Arizona S corporation, since October 14, 2019 to the present.

Isaak – SVP, Chief Financial Officer – Richard R.

Isaak has served as the Company’s SVP, Chief Financial Officer since July 2023.

Isaak – SVP and Chief Financial Officer (PFO) – Richard R.

Isaak has served as the Company’s SVP and Chief Financial Officer (PFO) since July 2023.

Rick started his career at Ernst & Young as a CPA in the assurance and advisory business services area for 12 years with extensive experience with managing public company audits and SEC reporting primarily for large, multinational companies as well as with information technology audits related to companies in various industries and data centers.

After Ernst & Young, Rick served in several senior leadership roles including CFO, Chief Accounting Officer, Controller, Treasurer, and Head of Investor Relations at four different companies over 20 years.

In these senior level roles, Rick was very involved with strategic planning and execution and led large, company-wide transformational projects in many areas across companies including finance, operations, real estate, treasury, investor relations, and shared services.

In these senior level roles, Rick was very involved with strategic planning and execution and led large, company-wide transformational projects both domestically and internationally including projects in finance, operations, real estate, treasury, investor relations, and shared services.

Gustavsen – President of Antimony Division - John C.

3 unchanged sentences

He graduated from Rutgers University in 1970 with a BS in chemistry and started work for Harshaw Chemical (purchased by Amspec Chemical Corporation), a major producer of antimony trioxide, where he became president and treasurer in 1983 and was promoted to CEO in 1990.

Jeffrey Fink – VP & General Manager of Bear River Zeolite – Jeffrey Fink has served as VP & General Manager of Bear River Zeolite since January 2024.

Jeffrey Fink – VP & General Manager of Bear River Zeolite Company – Jeffrey Fink has served as VP & General Manager of Bear River Zeolite Company since January 2024.

He recently worked at Enviva Biomass as Regional Director of Operations, responsible for all aspects of manufacturing operations for three pellet manufacturing mills with about 300 employees.

3 unchanged sentences

He also holds several relevant industry licenses.

Melissa Pagen – SVP, Corporate Development and Governmental Relations – Melissa Pagen has served as SVP, Corporate Development and Governmental Relations since May 2024 and also served the Company with consulting services from April 2023 through December 2023.

Melissa Pagen – President & COO of Bear River Zeolite Company – Melissa Pagen was named President of Bear River Zeolite Company in January 2026.

Prior to that, she served as SVP, Corporate Development and Governmental Relations since May 2024 and also served the Company with consulting services from April 2023 through December 2023.

Pagen built over twenty years of professional and executive experience in managerial and officer positions in several industries and in both the private and public sectors with a demonstrated history in consumer goods, business development, investor relations, and industrial technologies within both the energy sector and water treatment sector.

33 unchanged sentences

He is also a recipient of the Ellis Island Medal of Honor.

General John M.

(“Jack”) Keane – Director – General Jack Keane is a foreign policy and national security authority who provides nationwide analysis and commentary in speeches, articles, congressional testimony and through several hundred television and radio interviews annually.

He serves as an advisor to presidents, cabinet officials, members of congress, international leaders, CEOs and business leaders.

He is the Chairman of the Institute for the Study of War, a member of the prestigious Secretary of Defense Policy Board, having advised four Defense Secretaries and a member of the 2018 and 2022 Congressional Commission on the National Defense Strategy.

General Keane, a four-star general, completed 37 years of public service in December 2003, culminating in his appointment as acting Chief of Staff and Vice Chief of Staff of the U.S.

As the chief operating officer of the Army for over 4 years, he directed 1.5 million soldiers and civilians in 120 countries, with an annual operating budget of $110 Billion.

General Keane was in the Pentagon on 9/11 and provided oversight and support for the wars in Afghanistan and Iraq.

General Keane is a career infantry paratrooper, a combat veteran of the Vietnam War decorated for valor, who spent much of his military life in operational commands, including command of the famed 101st Airborne Division (Air Assault) and the legendary 18th Airborne Corps, the Army’s largest warfighting organization.

General Keane holds a bachelor’s degree from Fordham University and a master’s degree from Western Kentucky University.

He is a graduate of the Army War College and the Army Command and General Staff College.

Among his awards, General Keane was the first military leader to be honored with the Ronald Reagan Peace Through Strength Award and the prestigious Bradley Prize.

In March of 2020, General Keane was presented with the Presidential Medal of Freedom at the White House.

General Keane’s numerous military service medals and citations include two Defense and two Army Distinguished Service Medals, five Legions of Merit, the Silver Star, Bronze Star, three Vietnam Service medals, Combat Infantryman Badge, Master Parachutist Badge and Ranger Tab.

Marinelli – Director – Jon R.

Marinelli is a seasoned financial executive and investment professional with more than 25 years of experience in capital markets, M&A, and strategic advisory roles, and has an early-career background in technology.

He is the Founder and currently Principal of 1042 Capital Partners, where he manages public and private investments.

Previously, he spent over 15 years at BMO Capital Markets where he served as Group Head and Managing Director of U.S.

Before that he held senior roles in Deutsche Bank’s Global Banking-Natural Resources Group, the successor to Bankers Trust.

Over his career, Mr.

Marinelli has advised on more than $285 billion in M&A, public and private equity, and debt transactions.

He holds an MBA from Rice University and a BS from Miami University.

Legal Proceedings

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Our Board directs the management of our business and affairs and conducts its business through meetings of the Board and standing committees.

We have a standing audit committee, compensation committee and nominating and corporate governance committee.

The Board has determined that three of our five directors, Blaise Aguirre, Joseph Carrabba, and Michael McManus, are “independent” within the meaning of applicable NYSE American and SEC standards for service on the Board of an NYSE American listed company.

During the year ended December 31, 2024, the Board of Directors held twelve meetings.

We have a standing audit committee, compensation committee, nominating and corporate governance committee, and finance committee.

The Board has determined that five of our seven directors, Blaise Aguirre, Joseph Carrabba, Michael McManus, General Jack Keane, and Jon Marinelli are “independent” within the meaning of applicable NYSE and SEC standards for service on the Board of an NYSE listed company.

During the year ended December 31, 2025, the Board of Directors held eight meetings.

In November 2025, the Board appointed Jon Marinelli, who has extensive experience in investment banking and capital markets, as an independent director.

The Board subsequently approved the formation of a Finance Committee, which will be established in 2026, with Mr.

Marinelli expected to serve as Chair.

Audit Committee

We have a standing Audit Committee and audit committee charter, which complies with Rule 10A-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the requirements of the NYSE American.

The Audit Committee consists of Michael McManus, Blaise Aguirre, and Joseph Carrabba, each of whom is independent (in accordance with Rule 10A-3 of the Exchange Act and the requirements of Section 803A of the NYSE American Company Guide) and financially sophisticated (pursuant to the requirements of Section 803B of the NYSE American Company Guide).

The Audit Committee consists of Michael McManus, Blaise Aguirre, and Joseph Carrabba, each of whom is independent (in accordance with Rule 10A-3 of the Exchange Act and the requirements of Section 303A of the NYSE Company Guide) and financially sophisticated (pursuant to the requirements of Section 303A.07 of the NYSE Company Guide).

McManus satisfies the requirement of an “audit committee financial expert” as defined under Item 407(d)(5) of Regulation S-K.

8 unchanged sentences

Compensation Committee

Our Compensation Committee is composed of the following directors, each of whom is independent (under Section 803A of the NYSE American Company Guide):

Joseph Carrabba, Blaise Aguirre, and Michael McManus.

We have a Compensation Committee charter that complies with the requirements of the NYSE American.

Our Compensation Committee is composed of the following directors, each of whom is independent (under Section 303A of the NYSE Company Guide):

Joseph Carrabba, Blaise Aguirre, Jon R.

Marinelli, and Michael McManus.

We have a Compensation Committee charter that complies with the requirements of the NYSE.

Our Compensation Committee is responsible for considering and authorizing terms of employment and compensation of executive officers and providing advice on compensation structures in the various jurisdictions in which we operate.

4 unchanged sentences

The Compensation Committee does not and cannot delegate its authority to determine director and executive officer compensation.

During the fiscal year ended December 31, 2024, the Compensation Committee met three times.

During the fiscal year ended December 31, 2025, the Compensation Committee met seven times.

A copy of the Compensation Committee charter is available on our website at www.usantimony.com.

Nominating and Corporate Governance Committee

Our Nominating and Corporate Governance Committee is composed of the following directors, each of whom is independent as determined under Section 803A of the NYSE American Company Guide:

Our Nominating and Corporate Governance Committee is composed of the following directors, each of whom is independent as determined under Section 303A of the NYSE Company Guide:

Joseph Carrabba, Michael McManus, and Blaise Aguirre.

4 unchanged sentences

In considering diversity of the Board as a criterion for selecting nominees, the Nominating and Corporate Governance Committee considers various factors and perspectives, including differences of viewpoint, professional experience, education, personal and professional skills and other individual qualities and attributes that contribute to Board heterogeneity, as well as race, gender and national origin.

The Nominating and Corporate Governance Committee seeks persons with leadership experience in many contexts.

The Nominating and Corporate Governance Committee seeks individuals with leadership experience in many contexts.

The Nominating and Corporate Governance Committee believes that this conceptualization of diversity is the most effective means to implement Board diversity.

4 unchanged sentences

No shareholder or shareholders holding 5% or more of our outstanding stock, either individually or in aggregate, has recommended a nominee for election to the Board.

During the fiscal year ended December 31, 2024, the Nominating and Corporate Governance Committee met two times.

During the fiscal year ended December 31, 2025, the Nominating and Corporate Governance Committee met once.

A copy of the Nominating and Corporate Governance Committee charter is available on our website at www.usantimony.com.

2 unchanged sentences

Officers, directors and stockholders holding more than 10% of our common stock are required by the regulation to furnish us with copies of all Section 16(a) forms they have filed.

Based solely on our review of copies of Forms 3, 4 and 5 filed with the SEC during or relating to 2024 and written representations provided to the Company, the Company has determined that Jeffrey Fink and Joseph A.

Carrabba filed their Forms 3 late in an earlier fiscal period.

Based solely on our review of copies of Forms 3, 4 and 5 filed with the SEC during or relating to 2025 and written representations provided to the Company, the Company has determined that General Jack Keane and Jon R.

Marinelli filed their Forms 3 late in an earlier fiscal period.

The Company also determined that Gary C.

Evans, Lloyd Joseph Bardswich, Jeffrey R.

Fink, and Melissa M.

Pagen, filed various Forms 4 late in an earlier fiscal period.

All such delinquent reports were subsequently filed.

Code of Ethics

11 unchanged sentences

Isaak, SVP, Chief Financial Officer (PFO).

Gustavsen, President of Antimony Division.

Summary Compensation Table

1 unchanged sentence

Name and Principal Position

Compensation ($)

Evans, Chairman and CEO (3)

1 unchanged sentence

Isaak, SVP, Chief Financial Officer (5)

Gustavsen, President of Antimony Division (3)

All other compensation represents fees paid for board service ($167,084) and health insurance costs paid by the Company ($6,656).

Salary earned as EVP, Chief Mining Engineer was for the month of December 2024.

All other compensation represents fees paid for board service.

All other compensation represents health insurance costs paid by the Company.

The value represents the aggregate grant date fair value of Restricted Stock Units as computed in accordance with FASB ASC Topic 718.

Such grant date fair value does not take into account any estimated forfeitures related to service-vesting conditions.

For information on the valuation assumptions used in calculating the grant-date fair value of the awards reported in this column, refer to Note 14, Stockholders’ Equity of the footnotes to the Company’s consolidated financial statements included in this 2025 Form 10-K.

The value represents the aggregate grant date fair value of stock options as computed in accordance with FASB ASC Topic 718.

Such grant date fair value does not take into account any estimated forfeitures related to service-vesting conditions.

For information on the valuation assumptions used in calculating the grant-date fair value of the options reported in this column, refer to Note 14, Stockholders’ Equity of the footnotes to the Company’s consolidated financial statements included in this 2025 Form 10-K.

All other compensation in 2025 represents the Company’s contribution to the employee 401(k) retirement plan.

All other compensation in 2024 represents fees paid for board service.

All other compensation in 2025 represents the Company’s contribution to the employee 401(k) retirement plan.

All other compensation in 2024 represents fees paid for board service.

All other compensation in 2025 represents the Company’s contribution to the employee 401(k) retirement plan.

Compensation for all executive officers, except for the CEO position, is recommended to the compensation committee of the Board by the CEO.

5 unchanged sentences

Name and Principal Position

Number of Securities Underlying

unexercisable

Option Exercise

Option Expiration

Number of Shares

or Units of Stock that

have not Vested (#)

Value of Shares or

Units of Stock

that have not

Evans, Chairman and CEO

1 unchanged sentence

Isaak, SVP, Chief Financial Officer

Gustavsen, President of Antimony Division

Equity Award Timing

The Board and compensation committee are responsible for approving stock grants for executive officers.

Stock awards are typically granted at the start of employment with the Company and around the end of the calendar year.

Stock awards are typically granted at the start of employment with the Company and after the end of the calendar year.

The purpose of these stock grants is to set performance expectations for the executive officer over the next several years for the financial and operational success of the Company, thereby advancing the Company’s interests and the interests of the Company’s shareholders.

1 unchanged sentence

The intention of the Board and compensation committee is to avoid having disclosure of material nonpublic information affect the value of the stock grant.

During the year ended December 31, 2024, stock options were not awarded to a named executive officer in close proximity to a filing with the Securities and Exchange Commission that disclosed material nonpublic information.

During the year ended December 31, 2025, stock grants were not awarded to a named executive officer in close proximity to a filing with the Securities and Exchange Commission that disclosed material nonpublic information.

Insider Trading Policy

5 unchanged sentences

Fees Earned or

Evans, Chairman and CEO

Lloyd Joseph Bardswich, EVP, Chief Mining Engineer & Director

Stock Awards (1)

Option Awards (1)

Blaise Aguirre, Director

1 unchanged sentence

McManus, Director

General John M.

Keane, Director

Marinelli, Director

The amounts reported in the ‘Stock Awards’ and ‘Option Awards’ columns reflect the aggregate grant date fair value of awards granted during 2025, computed in accordance with FASB ASC Topic 718.

As of December 31, 2025, the aggregate number of

unvested stock awards and the aggregate number of option awards (vested and unvested) held by each non-employee director were as follows:

Unvested Stock

Option Awards

Blaise Aguirre, Director

Carrabba, Director

McManus, Director

General John M.

Keane, Director

Marinelli, Director

The fees earned by our directors follow the results of a study prepared an independent firm using peer data, among other things, to determine market pay for our directors and can be calculated as follows:

$65,000 annual retainer for each Board member, $70,000 additional annual retainer for the chairman, $30,000 additional annual retainer for the lead director, which the Board does not have at this time, $20,000, $13,500, and $13,500 additional annual retainers for the chairs of the audit, compensation, and nominating and governance committees, respectively, $10,000, $7,500, and $5,000 additional annual retainer for each member of the audit, compensation, and nominating and governance committees, respectively, $2,500 for each Board member for attending each Board meeting, $2,000 for the audit committee chair for attending each audit committee meeting, $1,500 for each audit committee member for attending each audit committee meeting, and $1,500 for each compensation and nominating and governance committee chair and member for attending each compensation and nominating and governance committee meeting.

$65,000 annual retainer for each Board member, $70,000 additional annual retainer for the chairman, $30,000 additional annual retainer for the lead director, which the Board does not have at this time, $20,000, $15,500, $13,500, and $13,500 additional annual retainers for the chairs of the audit, finance, compensation, and nominating and governance committees, respectively, $10,000, $7,500, $7,500, and $5,000 additional annual retainer for each member of the audit, finance, compensation, and nominating and governance committees, respectively, $2,500 for each Board member for attending each Board meeting, $2,000 for the audit committee chair for attending each audit committee meeting, $1,500 for the finance committee chair for attending each finance committee meeting $1,500 for each audit committee member for attending each audit committee meeting, $1,500 for each finance committee member for attending each finance committee meeting, and $1,500 for each compensation and nominating and governance committee chair and member for attending each compensation and nominating and governance committee meeting.

Restricted stock and stock options are granted to our directors as a means of developing a sense of proprietorship and personal involvement in our development and financial success and encouraging them to devote their best efforts to our business, thereby advancing our interests and the interests of our shareholders.

4 unchanged sentences

and (iii) all of our executive officers and directors as a group.

Unless otherwise stated, each person's address is c/o United States Antimony Corporation, P.O.

Box 643, 47 Cox Gulch, Thompson Falls, Montana 59873.

Title of Class of Stock

Name and Address of Beneficial Owner (1)

Amount and Nature of Beneficial Ownership

Percent of Voting

Unless otherwise stated, each person’s address is c/o United States Antimony Corporation, 4438 W.

Lovers Lane, Unit 100, Dallas, Texas 75209.

Title of Class of

Name and Address of

Beneficial Owner (1)

More than 5% owners:

Kenneth M Reed, 4 Betsy Lane, Dover, MA 02030

Lydia Dugan & Patrick Dugan, 3009 Post Oak Boulevard Suite 1212, Houston, Texas

State Street Corporation, One Congress Street, Suite 1, Boston, MA 02114

The Vanguard Group, 100 Vanguard Blvd., Malvern, PA 19355

Creative Planning, LLC, 5454 W.

110th Street Overland Park, KS 66211

Russell Lawrence, 1500 Johnson Road, Deary, ID 83823

Series B Preferred

13 unchanged sentences

Lloyd Joseph Bardswich

General John M.

All Directors and Executive Officers as a Group

12 unchanged sentences

The following table summarizes equity compensation plans that were approved by our shareholders and equity compensation plans that were not approved by our shareholders as of December 31, 2025:

Number of securities

remaining available

for future issuance

Number of securities

to be issued upon

Weighted-average

compensation plans

exercise price of

(excluding securities

outstanding options,

reflected in column

Plan category

Number of securities to be issued upon exercise of outstanding options, warrants and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column

warrants and rights

Equity compensation plans approved by shareholders

1 unchanged sentence

Certain Relationships and Related Transactions, and Director Independence

During 2024, there were no transactions in which we were a party and in which any director, executive officer or beneficial owner of five percent (5%) or more of any class of our voting securities or relatives of our directors, executive officers or five percent (5%) beneficial owners had a direct or indirect material interest.

Except as described below, there were no transactions during 2025, and there are no currently proposed transactions, in which we were a party to and in which any director, executive officer or beneficial owner of five percent (5%) or more of any class of our voting securities or relatives of our directors, executive officers or five percent (5%) beneficial owners had a direct or indirect material interest.

Effective March 1, 2026, the Company hired Angel Beltran, the son-in-law of Gary C.

Evans, the Company’s Chairman and Chief Executive Officer, in a position within the Company’s antimony operations.

Beltran’s compensation is consistent with that of other employees with similar responsibilities and experience.

Principal Accountant Fees and Services

Principal Accounting Fees and Services

The aggregate fees billed by Assure CPA, LLC (“Assure CPA”) for professional services rendered to us for the years ended December 31, 2024 and 2023 were as follows:

For the Fiscal Years Ended

The aggregate fees billed by Assure CPA, LLC (“Assure CPA”) for professional services rendered to us were as follows:

Years ended December 31,

Audit Fees (1)

8 unchanged sentences

In its review of non-audit service fees and its appointment of Assure CPA as our independent accountants, the Board considered whether the provision of such services is compatible with maintaining Assure CPA independence.

All services provided by Assure CPA in 2024 were pre-approved by the Board and the audit committee.

All services provided by Assure CPA in 2025 and 2024 were pre-approved by the Board and the audit committee.

Exhibits and Financial Statement Schedules

1 unchanged sentence

(b) Exhibits:

Third Restated Articles of Incorporation (incorporated by reference as Exhibit 3.1 to the Company’s current Report on Form 8-K filed with the SEC on August 5, 2024).

First Restated Bylaws (incorporated by reference as Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on May 20, 2024).

Description of Securities (incorporated by reference as Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 12, 2024).

Exhibit Number

Certificate of Formation (incorporated by reference as Exhibit 3.1 to the Company’s current Report on Form 8-K filed with the SEC on August 28, 2025).

Bylaws (incorporated by reference as Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on August 28, 2025).

Description of Securities

Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on Form 8-K on February 2, 2021).

Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed with the SEC on Form 8-K on July 27, 2020).

Operating Agreement of US Americas Refining JV, LLC (Portions of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K)

Compensation Committee Charter

Code of Ethics

Code of Conduct

Insider Trading Policy (included in Exhibit 14.1)

Subsidiaries of the Company

Consent of Independent Registered Public Accounting Firm, Assure CPA, LLP

Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002.

3 unchanged sentences

Mine Safety Disclosure

United States Antimony Clawback Policy (incorporated by reference to Exhibit 97 to the Company’s Annual Report on Form 10-K filed with the SEC on April 12, 2024).

United States Antimony Clawback Policy

XBRL Instance Document

5 unchanged sentences

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

_____________________

Filed herewith.

5 unchanged sentences

March 19, 2026

SVP, Chief Financial Officer

SVP and Chief Financial Officer

(principal financial officer and principal accounting officer)

1 unchanged sentence

March 19, 2026

Chairman and CEO (principal executive officer)

Evans, Chairman and CEO (principal executive officer)

/s/ Lloyd Joseph Bardswich

March 19, 2026

Lloyd Joseph Bardswich,

Executive Vice President, Chief Mining Engineer and Director

Lloyd Joseph Bardswich, Executive Vice President, Chief Mining Engineer and Director

/s/ Richard R.

March 19, 2026

SVP, Chief Financial Officer

(principal financial officer and principal accounting officer)

March 20, 2025

President of Antimony Division

Isaak, SVP and Chief Financial Officer (principal financial officer and principal accounting officer)

/s/ Rachel Hubert

March 19, 2026

Rachel Hubert,

Rachel Hubert, Controller

Blaise Aguirre

March 19, 2026

Blaise Aguirre,

Blaise Aguirre, Director

/s/ Joseph A.

March 19, 2026

Carrabba, Director

/s/ General John M.

March 19, 2026

General John M.

Keane, Director

March 19, 2026

Marinelli, Director

/s/ Michael A.

March 19, 2026

McManus, Director

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures