4//SEC Filing
BLITZER MICHAEL 4
Accession 0001213900-25-054925
CIK 0001970622other
Filed
Jun 15, 8:00 PM ET
Accepted
Jun 16, 9:31 PM ET
Size
9.5 KB
Accession
0001213900-25-054925
Insider Transaction Report
Form 4
BLITZER MICHAEL
Director
Transactions
- Sale
Warrant to Purchase Common Stock
2025-06-13$5.50/sh−2,896,009$15,928,050→ 0 total(indirect: By Inflection Point Fund I, LP)Exercise: $7.00From: 2025-03-13Exp: 2030-03-13→ Common Stock, par value $0.0001 per share (2,896,009 underlying) - Sale
Warrant to Purchase Common Stock
2025-06-13$5.50/sh−305,673$1,681,202→ 0 totalExercise: $7.00From: 2025-03-13Exp: 2030-03-13→ Common Stock, par value $0.0001 per share (305,673 underlying)
Footnotes (3)
- [F1]The reported common stock purchase warrants were initially exercisable for 178,309 shares of common stock, par value $0.0001 per share, the "Common Stock"), subject to adjustment, at an initial exercise price of $12.00 per share, subject to adjustment. Pursuant to the terms of the reported warrants, on May 5, 2025, the exercise price was reset to $7.00 and the number of underlying shares of Common Stock was increased on a proportionate basis to 305,673.
- [F2]The reported common stock purchase warrants were initially exercisable for 1,689,338 shares of Common Stock, subject to adjustment, at an initial exercise price of $12.00 per share, subject to adjustment. Pursuant to the terms of the reported warrants, on May 5, 2025, the exercise price was reset to $7.00 and the number of underlying shares of Common Stock was increased on a proportionate basis to 2,896,009.
- [F3]Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP ("Inflection Point Fund"). Michael Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
Documents
Issuer
USA Rare Earth, Inc.
CIK 0001970622
Entity typeother
Related Parties
1- filerCIK 0001458423
Filing Metadata
- Form type
- 4
- Filed
- Jun 15, 8:00 PM ET
- Accepted
- Jun 16, 9:31 PM ET
- Size
- 9.5 KB