Texas Mineral Resources Corp. 8-K

What Happened
Texas Mineral Resources Corp. filed an 8-K (Items 3.02 and 8.01) reporting that holders of warrants issued in connection with the company’s February 2025 transaction exercised 8,880,000 warrants on a cashless, net-issuance basis between February 17 and February 23, 2026. The exercises resulted in the issuance of 6,187,472 shares of Common Stock. As of the filing date (February 23, 2026), no warrants issued in connection with the February 2025 transaction remain outstanding.

Key Details

• Warrants originally issued in Feb 2025 were exercisable for an aggregate of 10,980,000 shares to fifteen accredited investors (as reported in Feb 2025 filings).
• Between Feb 17–23, 2026, holders exercised 8,880,000 of those warrants on a cashless, net-issuance basis.
• 6,187,472 shares of Common Stock were issued upon those exercises.
• The company stated that issuances of the underlying shares were and will be made in reliance on the Section 4(a)(2) exemption (unregistered sales to accredited investors, no general solicitation).

Why It Matters
For investors, this is a dilution event disclosure: existing warrant holders converted a significant number of warrants into shares (cashless), increasing the number of outstanding common shares by the issued amount. The filing also confirms the transaction’s reliance on an exemption from registration (Section 4(a)(2)) and that the specific batch of Feb 2025 warrants has been fully retired, which may affect share count and future potential dilution from those particular warrants.