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Energy Fuels IncMaterials · Mining & Quarrying of Nonmetallic Minerals (No Fuels) · CIK 1385849 · FY ends Dec 31
$15.14
+1.24 (+8.92%)
USD · as of 2026-08-21 · marketstack

UUUU · 10-K · period ended 2025-12-31

← all UUUU documents
filed 2026-02-26 · EDGAR original ↗

Our rendering of the filing — original pagination and typography are not reproduced, and tables are reduced to their short label cells (the figures live on FA). Nothing is summarized: every line below is the filing's own text.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________________ to ___________________

Commission file number: 001-36204

ENERGY FUELS INC.

(Exact Name of Registrant as Specified in Its Charter)

(Address of principal executive offices) (Zip Code)

(303) 974-2140

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Shares, no par value UUUU NYSE American

EFR Toronto Stock Exchange

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Securities registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐No☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large Accelerated Filer☒ Accelerated Filer ☐

Non-Accelerated Filer ☐ Smaller Reporting Company ☐

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. Yes ☐ No ☒

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

Yes ☐ No ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $1.13 billion.

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

The number of common shares of the Registrant outstanding as of February 20, 2026 (in thousands) was 241,606.

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DOCUMENTS TO BE INCORPORATED BY REFERENCE

Certain information required in Items 10, 11, 12, 13 and 14 of Part III of this Annual Report on Form 10-K is incorporated by reference from our proxy statement for our 2025 Annual Meeting of Shareholders, which will be filed with the United States Securities and Exchange Commission within 120 days after the end of the fiscal year ended December 31, 2025.

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ENERGY FUELS INC.

FORM 10-K

FOR THE YEAR ENDED DECEMBER 31, 2025

TABLE OF CONTENTS

GLOSSARY OF TECHNICAL TERMS 11

GLOSSARY OF REGULATORY AGENCIES AND EXCHANGES 12

ITEM 1. DESCRIPTION OF BUSINESS 14

ITEM 1A. RISK FACTORS 45

ITEM 1B. UNRESOLVED STAFF COMMENTS 73

ITEM 1C. CYBERSECURITY 73

ITEM 2. DESCRIPTION OF PROPERTIES 75

Overview 76

Summary of Mineral Reserves and Resources 80

The Nichols Ranch Project 85

The White Mesa Mill 100

The Pinyon Plain Project 108

The Roca Honda Project 118

The Sheep Mountain Project 125

The Bullfrog Project 133

The La Sal Project 139

The Vara Mada Project (formerly the Toliara Project) 150

The Donald Project 160

The Bahia Project 170

Non-Material Mineral Properties 176

The Kwale Project 179

ITEM 3. LEGAL PROCEEDINGS 181

ITEM 4. MINE SAFETY DISCLOSURE 183

ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER 184

MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 184

ITEM 6. [RESERVED] 188

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 208

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 210

ITEM 9A. CONTROLS AND PROCEDURES 258

ITEM 9B. OTHER INFORMATION. 258

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 259

ITEM 11. EXECUTIVE COMPENSATION 259

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 259

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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 259

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTOR SUMMARY

This Annual Report on Form 10-K and the exhibits attached hereto (the “Annual Report”) contain “forward-looking statements” and “forward-looking information” within the meaning of applicable United States (“U.S.”) and Canadian securities laws (collectively, “forward-looking statements”), which may include, but are not limited to, statements with respect to Energy Fuels Inc.’s (the “Company’s” or “Energy Fuels’”): anticipated results and progress of our operations in future periods; planned exploration; development of our properties; plans related to our business, such as the ramp-up of our uranium projects and the expansion of our rare earth element (“REE”) and heavy mineral sands (“HMS”) initiatives, including work on our planned continued development of capabilities for the commercial separation of REEs at our White Mesa Mill (the “White Mesa Mill” or the “Mill”) in Utah, work on our South Bahia REE/HMS project in Brazil (the “Bahia Project”), and our plans related to our recently acquired HMS properties, including the Kwale HMS Project in Kenya (the “Kwale Project”) and the Vara Mada REE and HMS Project in Toliara, Madagascar (the “Vara Mada Project” formerly known as the “Toliara Project”), which were acquired through the Company’s acquisition of Base Resources Limited (“Base Resources” or “Base”) on October 2, 2024, and the potential earn-in of up to a 49% joint venture interest in the Donald REE and HMS Project in Australia (the “Donald Project”); plans related to our potential recovery of radioisotopes at the Mill for use in the production of targeted alpha therapy (“TAT”) medical treatments; any plans related to the acquisition of additional uranium, uranium/vanadium, REE or HMS mineral properties; any plans relating to the ramp-up of production or ongoing operations at any of our uranium, uranium/vanadium and/or REE and HMS properties; historic estimated resources and reserves; production estimates; maintenance and renewal of permits; expectations as to political or government stability and/or support in any of the jurisdictions in which the Company owns properties or conducts business; expectations that the Company will be successful in agreeing with the Government of Madagascar with respect to fiscal and other terms applicable to the Vara Mada Project through an enforceable investment agreement, amendments to existing laws and/or other mechanisms as appropriate; any expectation that positive final investment decisions (“FIDs”) will be made for the Vara Mada Project, Donald Project and/or Bahia Project or that any of those projects will be developed within the Company’s estimated timeframes, or at all; any expectations related to our planned acquisition of Australian Strategic Materials Limited (ASX: ASM) (“ASM”), including whether that transaction will be successfully completed; any expectations for the outcome(s) of any pending litigation; any plans relating to our commercial production of REE carbonate (“RE Carbonate”), separated neodymium-praseodymium (“NdPr”), REE oxides, and potentially other REE and REE-related value-added products (collectively, “REE products”), uranium, vanadium, heavy mineral concentrate (“HMC”), HMS products including ilmenite, rutile and zircon (collectively, “HMS products”), and/or metals and alloys (pending the successful acquisition of ASM or otherwise) (collectively, our “Goods”), including any plans to become the largest, fully integrated REE “mine-to-metal and alloy” producer outside of China to close a critical strategic gap in global supply chains for magnet applications, including automotive, robotic, energy and defense technologies. See Part I, Item 1. Business Overview. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, schedules, assumptions, future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect,” “is expected,” “is likely,” “budgets,” “scheduled,” “forecasts,” “intends,” “anticipates” or “does not anticipate,” “continues,” “plans,” “estimates,” or “believes,” and similar expressions or variations of such words and phrases or statements stating that certain actions, events or results “may,” “could,” “would,” “might,” or “will” be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. We believe that the expectations reflected in these forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct, and such forward-looking statements included in, or incorporated by reference into, this Annual Report should not be unduly relied upon.

Readers are cautioned that it would be unreasonable to rely on any such forward-looking statements as creating any legal rights, as forward-looking statements are not guarantees and may involve known and unknown risks and uncertainties, including actual results that are likely to differ (and may differ materially), and objectives and strategies that may differ or change, from those expressed or implied in the forward-looking statements as a result of various factors. Such risks and uncertainties include, but are not limited to: global economic risks, such as the occurrence of unforeseen or catastrophic events, including but not limited to the emergence of a widespread health emergency (pandemic, outbreak or otherwise), social or political unrest or wars, the imposition of tariffs or other trading restrictions, or the formation of new (or shifts in existing) political alliances that affect global markets (“Global Economic Risks”); cybersecurity risks associated with critical and other highly sensitive minerals of international interest, which are key to U.S. national security; litigation risks; risks associated with the exploration, permitting, development, operation (including any periods of temporary cessation of operations or placement into reduced operations or standby status) and reclamation/decommissioning of any of our uranium, uranium/vanadium and REE and HMS mines, and any

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other risks generally encountered in the exploration, development, operation, closure and reclamation of mineral properties and processing and recovery facilities, particularly in relation to (i) the exploration, permitting and development of our Vara Mada Project, Donald Project and/or Bahia Project, and (ii) the reclamation and closure of our Kwale Project; risks associated with our commercial production of an RE Carbonate or separated REE oxides and the planned expansion of such production; risks associated with the potential recovery of radioisotopes for use in the Company’s TAT initiatives, including but not limited to: (i) a risk of technological or market changes that could impact the industry or our competitive position, and any expectation that: such potential recovery will be feasible or that the radioisotopes will not be able to be sold on a commercial basis; (ii) all required licenses, permits and regulatory approvals will be obtained on a timely basis or at all; and (iii) the cancer treatment therapeutics will receive the required approvals and will be commercially successful (collectively, “TAT Program Risks”); risks associated with increased regulatory requirements applicable to our operations in response to pressure from special interest groups or otherwise; risks associated with successfully closing pending and potential business and mineral acquisitions, and integrating successful acquisitions into Company operations, including but not limited to risks associated with the Company’s expected acquisition of ASM, including any expectation that the ASM acquisition will be completed and the Company will become a fully integrated REE “mine-to-metal and alloy” producer, that it will be commercially successful in its manufacture of REE metals and alloys and will become the largest such producer outside of China or that, in doing so, it will successfully close a critical strategic gap in global supply chains for magnet applications, including automotive, robotic, energy and defense technologies (collectively, “ASM Risks”); risks associated with our joint ventures, particularly where the Company does not hold the majority interest (as is the case with the Donald Project); international risks, such as geopolitical and country risks, and risks pertaining to the Company’s social license to operate; risks associated with negotiating and maintaining satisfactory fiscal and stability arrangements and obtaining foreign country government approvals on a timely basis or at all, and expropriation risks; and risks associated with or relating to the Vara Mada Project, including but not limited to: (i) risks associated with the failure of the Government of Madagascar to agree upon suitable fiscal and other terms applicable to the Vara Mada Project through an enforceable investment agreement, amendments to existing laws or other mechanisms as appropriate, on a timely basis or at all; (ii) risks associated with adding monazite to the Vara Mada Project’s mining permit on a timely basis, or at all; (iii) risks associated with the ability of the Company to maintain suitable and encorcable fiscal terms with the Government of Madagascar over time; (iv) country risks, including the risks of social and political unrest and expropriation risks; (v) risks associated with government instability, including but not limited to potential coups, military takeovers, changes in presidential, parliamentary and other governmental leadership, related protests and civil unrest, the ability to secure international recognition of any such prevailing government, permitting delays, and any delays in formalizing suitable fiscal and other terms applicable to the Vara Mada Project that may arise due to such political instability, including any failure or reluctance of a new prevailing government to recognize or honor previously negotiated terms or existing rights; (vi) the risk of impacts of any instability to Project development prospects or timelines; (vii) risks associated with community unrest and opposition to the Project, including but not limited to challenges obtaining and maintaining safe, secure and consistent surface access to support the collection of baseline environmental data, the finalization and approvals of permits and completion of engineering and technical evaluations; (ix) risks associated with any required acquisition of lands, including the risks associated with any relocations of people; (x) risks associated with interpretations of existing laws or regulations or the application of existing laws and regulations to the Vara Mada project; and (xii) risks of challenges by special interest groups and other parties and any related harms that may result, including but not limited to bodily harm and property damage (collectively, “Vara Mada Project Risks”).

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements, including, without limitation the following risks:

•Global Economic Risks that could materially impact our business, operations, personnel and financial condition, including: (i) risks that could create operational, economic and financial disruptions for an indeterminate period of time; (ii) risks to the salability of our Goods; (iii) risks associated with the prices and availability of materials needed in the production of our Goods (our “Supply Chain Needs”); (iv) risks associated with the application of tariffs or other trade restrictions, and the severity of tariff or other applicable rates, imposed on our Goods and Supply Chain Needs; (v) risks of inflation; (vi) risks of escalation in global trade conflicts in jurisdictions where we operate; and (vii) risks associated with political uncertainty, any of which could materially impact our business, operations, personnel and financial condition;

•risks associated with Mineral Reserve and Mineral Resource estimates, including the risk of errors in assumptions or methodologies and changes to estimate disclosure rules and regulations;

•risks associated with estimating mineral extraction and recovery (“E&R”), forecasting future price levels that support mineral E&R, and our ability to increase mineral E&R in response to changing market conditions;

•uncertainties and liabilities inherent to conventional mineral E&R and/or in situ recovery (“ISR”);

•risks associated with commercial production of our REE products, including risks of not being able to: produce REE products that meet commercial specifications at commercial/acceptable cost levels or at all; secure adequate feedstock in the future at

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satisfactory costs; or to sell our REE products at acceptable prices; and risks associated with legal and regulatory challenges and delays, and technological or market changes that could impact the REE industry or our competitive position;

•risks that: the Company has not successfully developed, or is not able to successfully develop, the technology it believes is required to produce Sm, gadolinium, Dy, Tb, lutetium and/or yttrium, at scale at the Mill, or that it does not have, or is not able to develop, the technical knowhow to design, construct, and commission the expansion of its existing infrastructure, including an expansion of its Phase 1 REE separation circuit, to produce such REEs from monazite or other sources relatively quickly with appropriate market conditions; or that appropriate market conditions will not prevail;

•risks associated with changes to national, regional and/or local administrations that could negatively impact our business;

•risks associated with mining and processing, including: geological, technical and processing problems, such as unanticipated metallurgical difficulties; less than expected recoveries; ground control problems; process upsets and equipment malfunctions; tailings, dam or other facility instability or failure; and other mining, processing, and/or reclamation upsets;

•risks associated with the high grades being mined and the corresponding mining rate at the Company’s Pinyon Plain mine, including the inability to sustain such grades and rates, and the appropriate management of radiation exposures and radon at safe levels;

•risks that the Company’s ongoing drilling program at the Pinyon Plain mine’s Juniper Zone will not (i) significantly increase the mineable uranium resources at the mine, (ii) confirm that the Juniper Zone is another high-grade zone of uranium mineralization at the mine, and/or (iii) result in a lower mining/milling cost per pound at the mine;

•risks associated with the depletion of existing Mineral Resources through extraction without comparable replacements;

•risks associated with labor costs, labor disturbances and unavailability of skilled labor;

•risks associated with availability and/or fluctuations in the costs of raw materials and consumables used in our production;

•risks and costs associated with environmental compliance and permitting, including those created by changes in environmental legislation and regulation and regulatory attitudes/approaches, and delays in obtaining permits and licenses;

•risks associated with increased regulatory requirements applicable to our operations;

•risks associated with our dependence on third parties in the provision of transportation and other critical services;

•risks associated with defects to title of our mineral properties, or our ability to obtain, extend or renew land tenure, including mineral leases and surface use agreements, and to negotiate access rights on certain properties, on favorable terms or at all;

•risks associated with potential information security incidents, including cybersecurity breaches;

•risks that we may compromise or lose our proprietary technology or intellectual property in certain circumstances, which could result in a loss in our competitive position and/or the value of our intangible and other assets;

•risks associated with our ongoing ability to successfully develop, attract and retain qualified management, Board members and other key personnel critical to the success of our business, given limited significant experience in our key industries;

•competition for, among other things, capital, mineral properties, processing facilities, offtake agreements and skilled personnel;

•the adequacy and costs of retaining our insurance coverage and uncertainty as to reclamation and decommissioning liabilities, including the adequacy of our political risk insurance to cover any losses or costs due to any expropriation of properties or rights, or delays in achieving or inability to achieve approvals, suitable stability arrangements or fiscal terms, or development of any of our projects due to community unrest, political instability, changes to government regimes or otherwise;

•the ability of our bonding companies to require increases in the collateral required to secure reclamation obligations;

•the potential for, and outcome of, litigation and other legal proceedings, including potential injunctions pending resolution;

•our ability to meet our obligations to our creditors and to access additional credit facilities on favorable terms or at all;

•failure to complete proposed mergers and acquisitions (“M&A”), to successfully integrate after M&A transactions, and/or incorrectly assess the value or risks associated with M&A, including without limitation the ASM Risks;

•the Vara Mada Project Risks and any related risks, including any not currently known to the Company;

•risks associated with reclamation of the Kwale Project, including the long-term stability of reclamation activities and reclaimed structures such as tailings dams;

•risks associated with the conduct of business in foreign countries, including human rights-related risks associated with potential occurrences of forced labor, child labor and sex trafficking, and foreign corrupt practices-related risks associated with fraud, bribery and political corruption, that the Company may not be able to identify and/or (fully) address;

•risks associated with a Brazilian federal or state government’s actions or inactions with respect to permitting of future exploration or production at the Bahia Project or enacting additional conservation units or environmental protection areas or implementing management plans in connection therewith that could impact its planned exploration or production;

•risks associated with fluctuations in price levels for HMS products, including the prices for ilmenite, rutile, titanium and zircon, which could impact planned production levels or the feasibility of production;

•risks posed by fluctuations in share prices, exchange rates, interest rates, general economic conditions and lack of dividends;

•risks inherent in our and industry analysts’ forecasts/predictions of future uranium, vanadium, REE and HMS product price levels, including prices for REE products;

•market prices of the Company’s Goods, which can be cyclical and substantially variable;

•risks associated with future uranium sales, if any, being required to be made at spot prices, unless we are able to continue to enter into new future long-term contracts at satisfactory prices, and with failure to obtain future suitable uranium sales terms;

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•risks associated with our vanadium and REE product sales generally being required to be made at spot prices;

•risks associated with HMC and its component sales, if any, being tied to ilmenite, rutile, leucoxene and zircon spot prices as well as derived-product titanium and zirconium spot prices;

•failure to obtain suitable vanadium, REE product or HMS and its components sales prices and other terms;

•risks that we may not be able to fulfill all our sales commitments out of inventories or production and may be required to fulfill deliveries through spot purchases at a loss or through other negotiated means that are unfavorable to the Company, and risks associated with any future uranium purchases to meet our sales commitments;

•risks associated with any expectation that we will successfully help in the cleanup of historic abandoned uranium mines (“AUM”);

•risks associated with asset impairment due to market conditions, lack of access to markets and the ability to access capital;

•risks associated with our ability to raise debt financing, international and/or domestic, as may be required or desirable, and risks associated with our ability to repay debts owed, including on the Notes (as defined below) on or before their maturity dates and risks related to capped call transactions;

•risks associated with public and/or political resistance to nuclear energy or uranium E&R;

•uranium industry competition, international trade restrictions and the impacts they have on world commodity prices of foreign state-subsidized production, and wars or other conflicts influencing international demand and commercial relations;

•risks associated with foreign government actions or inactions, policies and laws and foreign state-subsidized enterprises with respect to REE production and sales, which could impact REE prices, access to global and domestic markets for the supply of REE-bearing ores, and our sale of RE Carbonate, REE oxides or other REE products and services globally and domestically;

•risks associated with governmental or regulatory agency actions or inactions, policies, laws, regulations and interpretations with respect to nuclear energy or uranium E&R, and to REE, HMS and other mineral E&R activities;

•risks related to potentially higher than expected costs related to any of our projects or facilities;

•risks related to stock price, volume volatility and market events and our ability to maintain listings in various stock indices;

•risks related to our ability to maintain our listings on the NYSE American and the Toronto Stock Exchange (“TSX”);

•risks related to dilution of currently outstanding shares from additional share issuances, and/or depletion of assets;

•risks related to our issuance of additional freely tradeable common shares of the Company (“Common Shares”) under our At-the-Market program (“ATM”) or otherwise to provide adequate liquidity in depressed commodity market situations;

•risks related to our method of accounting for equity investments in other companies potentially resulting in material changes to our financial results that are not fully within our control;

•risks related to conducting business operations in foreign countries including: Global Economic Risks; international risks, geopolitical and country risks; risks associated with negotiating and maintaining satisfactory fiscal and stability arrangements and obtaining foreign country government approvals on a timely basis or at all; risks of community unrest; risks of delays in project development; heightened risks of expropriation of assets, business interruption, increased taxation, import/export controls, or unilateral modification of concessions and contracts; and risks of changes to government regimes and the uncertainty any such changes in regimes may have on previously negotiated rights, approvals, fiscal or stability arrangements or development prospects or timelines for projects;

•risks related to any material weaknesses that may be identified in our internal controls over financial reporting. If we are unable to implement/maintain effective internal controls over financial reporting, investors may lose confidence in the accuracy and completeness of our financial reports, negatively affecting the market price of our Common Shares;

•risks of amendment to mining laws, including the imposition of any royalties on minerals extracted from federal lands, the designation of national monuments, mineral withdrawals or similar actions, which could adversely impact our affected properties or our ability to operate them;

•risks of land exchanges between federal and state agencies that may impact our unpatented mining claims and other rights;

•the TAT Program Risks and any related risks, including any not currently known to the Company; and

•risks that we will not acquire our planned joint venture interest in the Donald Project, or that the Bahia Project, Vara Mada Project and/or Donald Project will not reach positive FIDs.

The forward-looking statements contained herein are based on a number of assumptions which may prove to be incorrect, including, but not limited to, the following assumptions: that there is no material deterioration in general business and economic conditions; that there is no unanticipated fluctuation in interest rates and foreign exchange rates; that the supply and demand for, deliveries of, and the level and volatility of prices of the Company’s Goods and our other primary metals, radioisotopes and minerals develop are as expected; that the product prices for the Company’s Goods required in order to reach, sustain or increase expected or forecasted production levels are realized as expected; that our RE Carbonate production, production of separated REE oxides or any other proposed REE activities, our HMS production, our proposed radioisotope program, or other potential production activities will be technically or commercially successful; that there are no material mining, processing and/or reclamation upsets, including geological, technical and processing problems, unanticipated metallurgical difficulties, community unrest, less than expected recoveries, ground control problems, process upsets and/or equipment malfunctions, and/or tailings dam or facility instability or failure; that we will receive valid regulatory and governmental approvals for our development projects and other operations on a timely basis; that we are able to operate our mineral properties and processing

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facilities as expected; that we are able to implement new process technologies and operations as expected; that existing licenses and permits are renewed as required; that we are able to obtain financing for our development projects on reasonable terms and that we are able to repay our debts on or prior to their maturity; that we are able to procure mining equipment and operating supplies in sufficient quantities and on a timely basis; that engineering and construction timetables and capital costs for our development and expansion projects and restarting projects on standby are not incorrectly estimated or affected by unforeseen circumstances; that costs of closure of various operations are accurately estimated; that there are no unanticipated changes in collateral requirements for surety bonds; that there are no unanticipated changes to market competition; that our Mineral Reserve and Mineral Resource estimates are within reasonable bounds of accuracy (including with respect to size, grade and recoverability) and that the geological, operational and price assumptions on which these are based are reasonable; that environmental and other administrative and legal proceedings or disputes are satisfactorily resolved; that there are no significant changes to regulatory programs and requirements or interpretations that would materially increase regulatory compliance costs, bonding costs or licensing/permitting requirements; that there are no significant amendments to mining laws, including the imposition of any royalties on minerals extracted from federal lands; that there are no designations of national monuments, mineral withdrawals, land exchanges or similar actions, which could adversely impact any of our material properties or our ability to operate any of our material properties; that there are no additional conservation units or environmental protection areas or management plans or unanticipated restrictions that could impact planned exploration or production at or restrict the Company’s ability to or prevent the Company from exploring or mining significant portions of the Company’s Bahia Project or its other projects; that the Company is able to receive all required approvals, fiscal terms and permits from foreign governments; that there is no instability in foreign countries that would be expected to materially impact any of the Company’s existing or potential projects; and that we maintain ongoing relations with our employees and with our business and joint venture partners.

This list is not exhaustive of the factors that may affect our forward-looking statements. Some of the important risks and uncertainties that could affect forward-looking statements are described further in Item 1. Description of the Business; Item 1A. Risk Factors; and Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Although we have attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, believed, estimated or expected. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Except as required by applicable law, we disclaim any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. Statements relating to “Mineral Reserves” or “Mineral Resources” are deemed to be forward-looking statements, as they involve the implied assessment, based on certain estimates and assumptions, that the Mineral Reserves and Mineral Resources described may be profitably extracted in the future.

Market, Industry and Other Data

This Annual Report contains estimates, projections and other information concerning our industry, our business and the markets for our Goods. Information that is based on estimates, forecasts, projections, market research or similar methodologies is inherently subject to uncertainties, and actual events or circumstances may differ materially from events and circumstances that are assumed in this information. Unless otherwise expressly stated, we obtained this industry, business, market and other data from our own internal estimates and research, as well as from reports, research surveys, studies and similar data prepared by market research firms and other third parties, industry and general publications, government data and similar sources.

We qualify all forward-looking statements contained in this Annual Report by the foregoing cautionary statements.

CAUTIONARY NOTE TO INVESTORS CONCERNING DISCLOSURE OF MINERAL RESOURCES AND RESERVES

We are a U.S. domestic issuer for United States Securities and Exchange Commission (the “SEC”) reporting purposes, a majority of our outstanding voting securities are held by U.S. residents, we are required to report our financial results under generally accepted accounting principles in the U.S. (“U.S. GAAP”) and our primary trading market is the NYSE American. However, because we are incorporated in Ontario, Canada and also listed on the TSX, this Annual Report also contains or incorporates by reference certain disclosure that satisfies the additional requirements of Canadian securities laws that differ from the requirements of U.S. securities laws.

All mineral estimates constituting mining operations that are material to our business or financial condition included in this Annual Report for the year ended December 31, 2025, and in the documents incorporated by reference herein, have been prepared in accordance with both 17 CFR Subparts 220.1300 and 229.601(b)(96) (collectively, “S-K 1300”), the SEC’s mining

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disclosure framework effective as of 2021, and Canadian National Instrument 43-101 - Standards of Disclosure for Mineral Projects (“NI 43-101”), a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Furthermore, all mineral estimates constituting mining operations that are material to our business or financial condition included in this Annual Report are supported by pre-feasibility studies and/or initial assessments prepared in accordance with both the requirements of S-K 1300 and NI 43-101. S-K 1300 and NI 43-101 both provide for the disclosure of: (i) “Inferred Mineral Resources,” which investors should understand have the lowest level of geological confidence of all mineral resources and thus may not be considered when assessing the economic viability of a mining project and may not be converted to a Mineral Reserve; (ii) “Indicated Mineral Resources,” which investors should understand have a lower level of confidence than that of a “Measured Mineral Resource” and thus may be converted only to a “Probable Mineral Reserve”; and (iii) “Measured Mineral Resources,” which investors should understand have sufficient geological certainty to be converted to a “Proven Mineral Reserve” or to a “Probable Mineral Reserve.” Investors are cautioned not to assume that all or any part of Measured or Indicated Mineral Resources will ever be converted into Mineral Reserves as defined by S-K 1300 or NI 43-101. Investors are cautioned not to assume that all or any part of an Inferred Mineral Resource exists or is economically or legally mineable, or that an Inferred Mineral Resource will ever be upgraded to a higher category.

For purposes of S-K 1300 and NI 43-101, as of December 31, 2025, the Company was classified as a production stage issuer because it is engaged in the material extraction of mineral reserves on at least one material property. In late 2023, the Company commenced uranium production at three of its material properties, namely the Pinyon Plain Project in Arizona (the “Pinyon Plain Project”)and the La Sal and Pandora mines (each of the La Sal and Pandora mines constitutes a portion of the La Sal Project). The Pinyon Plain Project includes a Mineral Reserve and is considered by the Company to have reached viable commercial production as of April 1, 2024.

All mineral disclosure reported in this Annual Report has been prepared in accordance with the definitions of both S-K 1300 and NI 43-101. As defined below, the S-K 1300 terms have been capitalized while the NI 43-101 terms have not.

S-K 1300 Definitions:

•Development Stage Issuer: is an issuer that is engaged in the preparation of mineral reserves for extraction on at least one material property.

•Development Stage Property: is a property that has Mineral Reserves disclosed but has no material extraction.

•Exploration Stage Issuer: is an issuer that has no material property with Mineral Reserves disclosed.

•Exploration Stage Property: is a property that has no Mineral Reserves disclosed.

•Feasibility Study: is a comprehensive technical and economic study of the selected development option for a mineral project, which includes detailed assessments of all applicable modifying factors, as defined in S-K 1300, together with any other relevant operational factors, and detailed financial analyses that are necessary to demonstrate, at the time of reporting, that extraction is economically viable. The results of the study may serve as the basis for a final decision by a proponent or financial institution to proceed with, or finance, the development of the project.

(1) A feasibility study is more comprehensive, and with a higher degree of accuracy, than a pre-feasibility study. It must contain mining, infrastructure, and process designs completed with sufficient rigor to serve as the basis for an investment decision or to support project financing.

(2) The confidence level in the results of a feasibility study is higher than the confidence level in the results of a pre-feasibility study. Terms such as full, final, comprehensive, bankable, or definitive feasibility study are equivalent to a feasibility study.

•Indicated Mineral Resource: is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of adequate geological evidence and sampling. The level of geological certainty associated with an indicated mineral resource is sufficient to allow a qualified person to apply modifying factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. Because an indicated mineral resource has a lower level of confidence than the level of confidence of a Measured Mineral Resource, an indicated mineral resource may only be converted to a probable mineral reserve.

•Inferred Mineral Resource: is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling. The level of geological uncertainty associated with an inferred mineral resource is too high to apply relevant technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability. Because an inferred mineral resource has the lowest level of geological confidence of all mineral resources, which prevents the application of the modifying factors in a manner useful for evaluation of economic viability, an inferred mineral resource may not be considered when assessing the economic viability of a mining project and may not be converted to a Mineral Reserve.

•Initial Assessment: is a preliminary technical and economic study of the economic potential of all or parts of mineralization to support the disclosure of Mineral Resources. The initial assessment must be prepared by a Qualified

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Person and must include appropriate assessments of reasonably assumed technical and economic factors, together with any other relevant operational factors, that are necessary to demonstrate at the time of reporting that there are reasonable prospects for economic extraction. An initial assessment is required for disclosure of Mineral Resources but cannot be used as the basis for disclosure of Mineral Reserves.

•Measured Mineral Resource: is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of conclusive geological evidence and sampling. The level of geological certainty associated with a measured mineral resource is sufficient to allow a qualified person to apply modifying factors, as defined in this section, in sufficient detail to support detailed mine planning and final evaluation of the economic viability of the deposit. Because a measured mineral resource has a higher level of confidence than the level of confidence of either an Indicated Mineral Resource or an Inferred Mineral Resource, a measured mineral resource may be converted to a Proven Mineral Reserve or to a Probable Mineral Reserve.

•Mineral Reserve: is an estimate of tonnage and grade or quality of Indicated Mineral Resources and Measured Mineral Resources that, in the opinion of the Qualified Person, can be the basis of an economically viable project. More specifically, it is the economically mineable part of a Measured Mineral Resource or Indicated Mineral Resource, which includes diluting materials and allowances for losses that may occur when the material is mined or extracted.

•Mineral Resource: is a concentration or occurrence of material of economic interest in or on the earth’s crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction. A mineral resource is a reasonable estimate of mineralization, taking into account relevant factors such as cut-off grade, likely mining dimensions, location or continuity, that, with the assumed and justifiable technical and economic conditions, is likely to, in whole or in part, become economically extractable. It is not merely an inventory of all mineralization drilled or sampled.

•Modifying Factors: are the factors that a Qualified Person must apply to Indicated Mineral Resources and Measured Mineral Resources and then evaluate in order to establish the economic viability of Mineral Reserves. A Qualified Person must apply and evaluate modifying factors to convert Measured Mineral Resources and Indicated Mineral Resources to Proven Mineral Reserves and Probable Mineral Reserves. These factors include, but are not restricted to: mining; processing; metallurgical; infrastructure; economic; marketing; legal; environmental compliance; plans, negotiations, or agreements with local individuals or groups; and governmental factors. The number, type and specific characteristics of the modifying factors applied will necessarily be a function of and depend upon the mineral, mine, property or project.

•Preliminary Feasibility Study (or Pre-Feasibility Study): is a comprehensive study of a range of options for the technical and economic viability of a mineral project that has advanced to a stage where a Qualified Person has determined (in the case of underground mining) a preferred mining method, or (in the case of surface mining) a pit configuration, and in all cases has determined an effective method of mineral processing and an effective plan to sell the product.

(1) A pre-feasibility study includes a financial analysis based on reasonable assumptions, based on appropriate testing, about the modifying factors and the evaluation of any other relevant factors that are sufficient for a Qualified Person to determine if all or part of the Indicated Mineral Resources and Measured Mineral Resources may be converted to Mineral Reserves at the time of reporting. The financial analysis must have the level of detail necessary to demonstrate, at the time of reporting, that extraction is economically viable.

(2) A pre-feasibility study is less comprehensive and results in a lower confidence level than a Feasibility Study. A pre-feasibility study is more comprehensive and results in a higher confidence level than an Initial Assessment.

•Preliminary Market Study: is a study that is sufficiently rigorous and comprehensive to determine and support the existence of a readily accessible market for the mineral. It must, at a minimum, include product specifications based on preliminary geologic and metallurgical testing, supply and demand forecasts, historical prices for the preceding five or more years, estimated long-term prices, evaluation of competitors (including products and estimates of production volumes, sales, and prices), customer evaluation of product specifications, and market entry strategies. The study must provide justification for all assumptions. It can, however, be less rigorous and comprehensive than a final market study, which is required for a full Feasibility Study.

•Probable Mineral Reserve: is the economically mineable part of an Indicated Mineral Resource and, in some cases, a Measured Mineral Resource.

•Production Stage Issuer: is an issuer that is engaged in material extraction of Mineral Reserves on at least one material property.

•Proven Mineral Reserve: is the economically mineable part of a Measured Mineral Resource and can only result from conversion of a Measured Mineral Resource.

•Qualified Person: is an individual who is:

(1) a mineral industry professional with at least five years of relevant experience in the type of mineralization and type of deposit under consideration and in the specific type of activity that person is undertaking on behalf of the registrant; and

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(2) an eligible member or licensee in good standing of a recognized professional organization at the time the technical report is prepared. For an organization to be a recognized professional organization, it must:

(i) be either:

(A) an organization recognized within the mining industry as a reputable professional association; or

(B) a board authorized by U.S. federal, state or foreign statute to regulate professionals in the mining, geoscience or related field;

(ii) admit eligible members primarily on the basis of their academic qualifications and experience;

(iii) establish and require compliance with professional standards of competence and ethics;

(iv) require or encourage continuing professional development;

(v) have and apply disciplinary powers, including the power to suspend or expel a member regardless of where the member practices or resides; and

(vi) provide a public list of members in good standing.

CIM and NI 43-101 Definitions:

•Feasibility Study: A “feasibility study” is a comprehensive technical and economic study of the selected development option for a mineral project that includes appropriately detailed assessments of applicable modifying factors, together with any other relevant operational factors and detailed financial analysis that are necessary to demonstrate, at the time of reporting, that extraction is reasonably justified (economically mineable). The results of the study may reasonably serve as the basis for a final decision by a proponent or financial institution to proceed with, or finance, the development of the project. The confidence level of the study will be higher than that of a pre-feasibility study.

•Indicated Mineral Resource: An “indicated mineral resource” is that part of a mineral resource for which quantity, grade or quality, densities, shape and physical characteristics are estimated with sufficient confidence to allow the application of modifying factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. Geological evidence is derived from adequately detailed and reliable exploration, sampling and testing and is sufficient to assume geological and grade or quality continuity between points of observation. An indicated mineral resource has a lower level of confidence than that applied to a measured mineral resource and may only be converted to a probable mineral reserve.

•Inferred Mineral Resource: An “inferred mineral resource” is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling. Geological evidence is sufficient to imply, but not verify, geological and grade or quality continuity. An inferred mineral resource has a lower level of confidence than that applied to an indicated mineral resource and must not be converted to a mineral reserve. It is reasonably expected that the majority of inferred mineral resources could be upgraded to “indicated mineral resources” with continued exploration.

•Measured Mineral Resource: A “measured mineral resource” is that part of a mineral resource for which quantity, grade or quality, densities, shape and physical characteristics are estimated with confidence sufficient to allow the application of modifying factors to support detailed mine planning and final evaluation of the economic viability of the deposit. Geological evidence is derived from detailed and reliable exploration, sampling, and testing and is sufficient to confirm geological and grade or quality continuity between points of observation. A measured mineral resource has a higher level of confidence than that applied to either an indicated mineral resource or an inferred mineral resource. It may be converted to a proven mineral reserve or to a probable mineral reserve.

•Mineral Reserve: A “mineral reserve” is the economically mineable part of a measured and/or indicated mineral resource. It includes diluting materials and allowances for losses which may occur when the material is mined or is extracted and is defined by studies at pre-feasibility or feasibility level as appropriate that include application of modifying factors. Such studies demonstrate that, at the time of reporting, extraction could reasonably be justified. The reference point at which mineral reserves are defined, usually the point where the ore is delivered to the processing plant, must be stated. It is important that, in all situations where the reference point is different, such as for a saleable product, a clarifying statement is included to ensure that the reader is fully informed as to what is being reported. The public disclosure of a mineral reserve must be demonstrated by a pre-feasibility study or feasibility study.

•Mineral Resource: A “mineral resource” is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade or quality, continuity and other geological characteristics of a mineral resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling.

•Modifying Factors: “Modifying factors” are considerations used to convert mineral resources to mineral reserves. These include, but are not restricted to, mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social, and governmental factors.

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•PEA: A “preliminary economic assessment” performed in accordance with NI 43-101. A preliminary economic assessment is a study, other than a pre-feasibility study or feasibility study, which includes an economic analysis of the potential viability of mineral resources.

•Pre-Feasibility Study: A “pre-feasibility study” is a comprehensive study of a range of options for the technical and economic viability of a mineral project that has advanced to a stage where a preferred mining method, in the case of underground mining, or the pit configuration, in the case of an open pit, is established and an effective method of mineral processing is determined. It includes a financial analysis based on reasonable assumptions on the modifying factors and the evaluation of any other relevant factors which are sufficient for a qualified person, acting reasonably, to determine if all or part of the mineral resource may be converted to a mineral reserve at the time of reporting. A pre-feasibility study is at a lower confidence level than a feasibility study.

•Probable Mineral Reserve: A “probable mineral reserve” is the economically mineable part of an indicated, and in some circumstances, a measured mineral resource. The confidence in the modifying factors applying to a probable mineral reserve is lower than that applying to a proven mineral reserve.

•Proven Mineral Reserve: A “proven mineral reserve” is the economically mineable part of a measured mineral resource. A proven mineral reserve implies a high degree of confidence in the modifying factors.

•Qualified Person: means an individual who:

(a) is an engineer or geoscientist with a university degree, or equivalent accreditation, in an area of geoscience, or engineering, relating to mineral exploration or mining;

(b) has at least five years of experience in mineral exploration, mine development or operation or mineral project assessment, or any combination of these, that is relevant to his or her professional degree or area of practice;

(c) has experience relevant to the subject matter of the mineral project and the technical report;

(d) is in good standing with a professional association; and

(e) in the case of a professional association in a foreign jurisdiction, has a membership designation that:

(i) requires attainment of a position of responsibility in their profession that requires the exercise of independent judgment; and

(ii) requires

A. a favorable confidential peer evaluation of the individual’s character, professional judgement, experience, and ethical fitness; or

B. a recommendation for membership by at least two peers and demonstrated prominence or expertise in the field of mineral exploration or mining.

GLOSSARY OF TECHNICAL TERMS

The following defined technical terms are used in this Annual Report:

•ANM Process Area: An area (up to 2,000 hectares) granted by the Federal Government of Brazil to a Brazilian Legal Entity for the exploration and or the extraction of minerals.

•APP: An Aquifer Protection Permit, issued by ADEQ. See Glossary of Regulatory Agencies and Exchanges below.

•Assay: The testing of a metal or natural material to determine its ingredients and quality.

•Breccia: A rock in which angular fragments are surrounded by a mass of fine-grained materials.

•CAP: A Corrective Action Plan.

•Cut-off grade: The grade (i.e., the concentration of metal or mineral in rock) that determines the destination of the material during mining. For purposes of establishing “prospects of economic extraction,” the cut-off grade is the grade that distinguishes material deemed to have no economic value (it will not be mined in underground mining or if mined in surface mining, its destination will be the waste dump) from material deemed to have economic value (its ultimate destination during mining will be the processing facility). Other terms used in similar fashion as cut-off grade include net smelter return, pay limit, and break-even stripping ratio.

•EA: Environmental Assessment prepared under NEPA for a mineral project.

•EIS: Environmental Impact Statement prepared under NEPA for a mineral project.

•eU3O8: This term refers to equivalent U3O8 grade derived by gamma logging of drill holes.

•Extraction: The process of physically extracting mineralized material from the ground. Exploration continues during the extraction process, and, in many cases, mineralized material is expanded during the life of the extraction activities as the exploration potential of the deposit is realized.

•FONSI: Finding of No Significant Impact under NEPA, as defined below, for a mineral project.

•Formation: A distinct layer of sedimentary or volcanic rock of similar composition.

•Grade: Quantity or percentage of metal per unit weight of host rock.

•GWDP: A groundwater discharge permit, issuable by UDEQ.

•Heavy Mineral: A mineral with a density greater than 2.9 g/cm3.

•Heavy Mineral Sand: A mineral deposit containing heavy minerals, silica sand, clay and other minerals.

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•HMC: Heavy Mineral Sand concentrate, containing approximately 80-90% heavy minerals.

•HMS: Heavy Mineral Sand.

•HMS products: Salable products produced from the separation of HMS, including ilmenite, rutile and zircon.

•Host rock: The rock containing a mineral or an ore body.

•In-situ recovery or ISR: The recovery, by chemical means, of the uranium component of a deposit without the physical extraction of uranium-bearing material from the ground. ISR utilizes injection of appropriate oxidizing chemicals into a uranium-bearing sandstone deposit by injection wells, with the uranium-bearing solution being removed by extraction wells; also referred to as “solution mining.”

•Mineral: A naturally formed chemical element or compound having a definite chemical composition and, usually, a characteristic crystal form.

•Mineralization: A natural occurrence, in rocks or soil, of one or more metal yielding minerals.

•Mineralized material: Material that contains mineralization (e.g., uranium, vanadium, REEs and/or HMS Products) and that is not included in an SEC Reserve as it does not meet all the criteria for adequate demonstration of economic or legal extraction.

•Monazite: A phosphate mineral with a chemical composition of (Ce,La,Nd,Th) PO4. It is a naturally occurring uranium- and REE-bearing mineral.

•MT: A metric ton or tonne; one MT equals 1.102 tons.

•NdPr: Neodymium/praseodymium.

•NEPA: The United States National Environmental Policy Act of 1969, as amended.

•NOI: A Notice of Intent, filed by Energy Fuels to a regulatory agency as a part of a licensing or permitting action related to a mineral project.

•Open Pit: Surface mineral extraction in which the mineralized material is extracted from a pit or quarry.

•Ore: Mineral-bearing rock that can be mined, processed and concentrated profitably under current or immediately foreseeable economic conditions. A company may only refer to Mineral Reserves (as defined in S-K 1300) as “ore.”

•Ore body: A mostly solid, fairly continuous mass of in-ground mineralization estimated to be economically mineable.

•Outcrop: That part of a geologic formation or structure that appears at the surface of the earth.

•PO: Plan of Operations for a mineral project prepared in accordance with applicable U.S. Bureau of Land Management or U.S. Forest Service regulations.

•Rare Earth Elements or REEs: a group of seventeen metallic elements consisting of the fifteen lanthanide elements along with scandium and yttrium.

•RE Carbonate: Commercially produced REE carbonate.

•Reclamation: The process by which lands disturbed as a result of mineral extraction activities are modified to support beneficial land use. Reclamation activity may include the removal of buildings, equipment, machinery, and other physical remnants of mining activities, closure of tailings storage facilities, leach pads, and other features, and contouring, covering and re-vegetation of waste rock, and other disturbed areas.

•RoD or Record of Decision: The final approval issued by a public land management agency for a PO.

•Tonne: A metric ton (MT); one tonne equals 1.102 tons.

•Uranium: A heavy, naturally radioactive, metallic element of atomic number 92. Uranium in its pure form is a heavy metal. Its two principal isotopes are U-238 and U-235, of which U-235 is the necessary component for the nuclear fuel cycle. However, “uranium” used in this Annual Report refers to triuranium octoxide, also called “U3O8” and the primary component of “yellowcake,” and is produced from uranium deposits. It is the most actively traded uranium-related commodity.

•Uranium concentrate: A yellowish to yellow-brownish powder obtained from the chemical processing of uranium-bearing material. Uranium concentrate typically contains 70% to 90% U3O8 by weight. Uranium concentrate is also referred to as “yellowcake.”

•V2O5: Vanadium pentoxide, or the form of vanadium typically produced at the White Mesa Mill, also called “black flake.”

•Valuable Heavy Minerals: The portion of heavy minerals (density greater than 2.9 g/cm3) that have economic value. Examples include ilmenite, rutile, zircon and monazite.

•Yellowcake: Another name for Uranium Concentrate (U3O8).

GLOSSARY OF REGULATORY AGENCIES AND EXCHANGES

•ADEQ: The Arizona Department of Environmental Quality.

•ANM: The Brazilian National Mining Agency (Agência Nacional de Mineração).

•BLM: The U.S. Bureau of Land Management, an agency of the U.S. Department of the Interior.

•CRA: The Canada Revenue Agency, an agency of the Government of Canada.

•DOC: The U.S. Department of Commerce, an executive department of the U.S. government.

•DOE: The U.S. Department of Energy, a cabinet-level department of the U.S. government.

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•DOI: The U.S. Department of Interior, a federal executive department of the U.S. government.

•DWQ: The Utah Division of Water Quality.

•EIA: The U.S. Energy Information Administration, a principal agency of the U.S. Federal Statistical System.

•EPA: The U.S. Environmental Protection Agency, an independent agency of the U.S. government.

•INEMA: Instituto do Meio Ambiente e Recursos Hidricos, the state environmental agency in Bahia State, Brazil.

•MSHA: The Mine Safety and Health Administration, an agency of the U.S. Department of Labor.

•NRC: The Nuclear Regulatory Commission, an independent agency of the U.S. government.

•NYSE American: The NYSE American stock exchange, a stock exchange based in New York, New York.

•OBCA: The Business Corporations Act (Ontario)

•OSC: The Ontario Securities Commission.

•OSHA: The Occupational Safety and Health Administration, an agency of the U.S. Department of Labor.

•SEC: The U.S. Securities and Exchange Commission, an independent agency of the U.S. government.

•TSX: The Toronto Stock Exchange, a stock exchange located in Toronto, Ontario, Canada.

•UDAQ: The Utah Division of Air Quality.

•UDEQ: The Utah Department of Environmental Quality.

•UDOGM: The Utah Division of Oil, Gas and Mining.

•USACE: TheU.S. Army Corps of Engineers, an agency of the U.S. Department of Defense.

•USFS: The U.S. Forest Service, an agency of the U.S. Department of Agriculture.

•USFW: TheU.S. Fish and Wildlife Service, an agency of the U.S. Department of the Interior.

•WDEQ: The Wyoming Department of Environmental Quality.

•WDEQ-AQD: The Air Quality Division of the WDEQ.

•WDEQ-LQD: The Land Quality Division of the WDEQ.

•WDEQ-WQD: The Water Quality Division of the WDEQ.

•WSEO: The Wyoming State Engineer’s Office.

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PART I

ITEM 1. DESCRIPTION OF BUSINESS

General Development of the Business

Corporate Structure

Energy Fuels Inc. is an Ontario corporation with its corporate offices located in Lakewood, Colorado (a city in the Denver metropolitan area). It was incorporated on June 24, 1987 in the Province of Alberta under the name “368408 Alberta Inc.” In October 1987, 368408 Alberta Inc. changed its name to “Trevco Oil & Gas Ltd.” In May 1990, Trevco Oil & Gas Ltd. changed its name to “Trev Corp.” In August 1994, Trev Corp. changed its name to “Orogrande Resources Inc.” In April 2001, Orogrande Resources Inc. changed its name to “Volcanic Metals Exploration Inc.” On September 2, 2005, the Company was continued under the OBCA. On March 26, 2006, Volcanic Metals Exploration Inc. acquired 100% of the outstanding shares of “Energy Fuels Resources Corporation.” On May 26, 2006, Volcanic Metals Exploration Inc. changed its name to “Energy Fuels Inc.” On November 5, 2013, the Company amended its Articles of Incorporation to consolidate its issued and outstanding, freely tradable Common Shares on the basis of one post-consolidation Common Share for every 50 pre-consolidation Common Shares.

The Company’s U.S.-based assets, which include uranium, vanadium and REE extraction, recovery, permitting, evaluation and exploration assets, are held directly and indirectly by the Company’s wholly owned subsidiaries Energy Fuels Holdings Corp. (“EF Holdings”) and Strathmore Minerals Corp. (“Strathmore”). On August 16, 2024, the Company acquired RadTran LLC (“RadTran”), a private company specializing in the separation of critical radioisotopes, to further the Company’s plans for development and production of medical isotopes used in cancer treatments. All of the Company’s U.S.-based employees are employed by its subsidiary Energy Fuels Resources (USA) Inc. (“EFUSA”), a wholly owned subsidiary of EF Holdings, which also serves as operator of all the Company’s U.S. properties.

In recent years, the Company has acquired international properties, which are expected to provide monazite feed for the White Mesa Mill in Utah.

On February 10, 2023, the Company, through its wholly owned subsidiary Energy Fuels Brazil Ltda., acquired the Bahia Project in the State of Bahia, Brazil.

On June 3, 2024, the Company executed binding agreements (collectively, the “JV Agreements”) with Astron Corporation Limited (“Astron”) for the creation of the Donald Project JV to jointly develop and operate the Donald Project. As of December 31, 2025, the Company owns 9.48% of the Donald Project JV.

On October 2, 2024, the Company acquired Base Resources, which owned the Kwale Project, which is now in reclamation, and the Vara Mada Project in Madagascar, which is currently in permitting and development, thereby further increasing its portfolio of HMS/monazite/REE projects to support a U.S.-controlled REE supply chain.

A diagram depicting the organizational structure of the Company and its subsidiaries, including the name, place of incorporation and proportion of ownership interest of each entity, is included as Exhibit 21.1 to this Annual Report. Energy Fuels owns a number of inactive subsidiaries that have no material assets or liabilities and that do not engage in any material business activities.

Each of the Company’s U.S. subsidiaries has its principal place of business and corporate office at 225 Union Blvd., Suite 600, Lakewood, Colorado 80228, USA, though additional support offices are located at a number of Company properties. The registered office of EFUSA and principal place of business for the Company is at 225 Union Blvd., Suite 600, Lakewood, Colorado 80228, USA, and the registered office of the Company is located at 82 Richmond Street East, Suite 308 Toronto, Ontario, M5C 1P1, Canada. The Company’s website address is www.energyfuels.com.

The primary trading market for Energy Fuels’ Common Shares is the NYSE American under the trading symbol “UUUU,” and the Company’s Common Shares are also listed on the TSX under the trading symbol “EFR.” Energy Fuels is a U.S. domestic issuer for SEC reporting purposes and, in addition, is a reporting issuer in all Canadian provinces. Options on Energy Fuels’ Common Shares are traded on The Chicago Board Options Exchange. The Designated Primary Market Maker for the Options is Group One Trading, LP. Citadel Securities is the Company’s Market Maker on the NYSE American.

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Business Overview

Energy Fuels produces several of the critical minerals essential to the United States (“U.S.”), energy security and other advanced technologies, including uranium, vanadium, REEs (including NdPr, Dy and Tb) and HMS (including titanium and zirconium minerals), in an effort to strengthen domestic supply chains and reduce reliance on foreign-controlled sources. The Company owns conventional uranium, uranium/vanadium and REE/HMS properties and projects in various stages of operation, development, exploration and permitting, as well as fully permitted uranium and uranium/vanadium projects on standby. The Mill is the only licensed and operating uranium mill, and the only uranium mill capable of producing separated REEs, in the U.S. today.

The Mill is our key to building a critical minerals hub in the U.S. due to its notable ability to process uranium, vanadium, REE products, and, potentially, radioisotopes for medical applications. Uranium is the strategic fuel powering carbon-free, emission-free baseload nuclear energy, which is one of the most reliable forms of power supporting U.S. energy independence and decarbonization goals today. We produce vanadium as a co-product from certain of our uranium mines, as market conditions warrant. Vanadium is a metallic element that, when converted into ferrovanadium (“FeV”) (an alloy of vanadium and iron), is used primarily as an additive to strengthen and harden steel and make it anti-corrosive. In addition, vanadium is used in the aerospace and chemical industries and continues to see interest in energy storage technologies, including vanadium redox flow batteries. The REE products we produce are essential to manufacture permanent magnets for traction motors in electric vehicles (“EVs”), hybrid EVs, defense systems, robotics and other advanced technologies. The titanium and zirconium products derived from our HMS products are used in national security and other key industries. Titanium is used in aircraft engines and airframes, spacecraft components, medical devices and pigments, while zirconium is crucial for fuel rod cladding, reactor components, jet engine parts and advanced ceramics in a wide range of applications within the medical, aerospace and chemicals industries. The radioisotopes we are evaluating recovering from our REE and uranium processing streams have the potential to provide materials needed for emerging TAT cancer treatments.

In addition, Energy Fuels recovers uranium from third-party sourced other uranium-bearing materials not derived from natural or native ores at its Mill, known as “Alternate Feed Materials,” thereby recycling valuable resources that would otherwise be lost to direct disposal and returning them to the fuel cycle (without the need for new mining) to support U.S. nuclear energy and national security objectives. In processing Alternate Feed Materials, the Mill also helps reduce the quantity of industry materials permanently disposed of and, by extension, the overall tailings footprint of mining and milling operations.

The Company has secured its own sources of uranium- and REE-bearing monazite sands in furtherance of a fully integrated U.S. controlled REE supply chain, which include:

•the Vara Mada Project acquired through the Company’s 100% acquisition of Base Resources on October 2, 2024, see Part I, Item 2. Description of Properties - The Vara Mada Project (formerly the Toliara Project);

•the Donald Project through the Company’s Donald Project JV, which was created on June 3, 2024 when the Company executed JV Agreements with Astron to jointly develop and operate the Donald Project JV, see Part I, Item 2. Description of Properties - The Donald Project; and

•the Bahia Project acquired in February 2023, see Part I, Item 2. Description of Properties - The Bahia Project below.

On January 20, 2026, the Company entered into a Scheme Implementation Deed to acquire 100% of the issued share capital of ASM, a leading producer of REE metals and alloys and the owner of a REE project in Australia. ASM’s Korean Metals Plant (“KMP”) is one of the few facilities outside of China currently producing REE metals and alloys, including NdPr, Dy and Tb metals and neodymium-iron-boron (“NdFeB”) and dysprosium-iron (“DyFe”) alloys. Upon closing of this transaction, which is expected as early as June 2026, the Company believes it will be the largest, fully integrated REE “mine-to-metal and alloy” producer outside of China closing a critical strategic gap in global supply chains for magnet applications, including automotive, robotic, energy and defense technologies.

Segment Information

We have three reportable segments based on our operations and the financial information regularly reviewed by our Chief Operating Decision Maker (“CODM”): (i) uranium, (ii) REE, and (iii) HMS.

The uranium segment engages in conventional and ISR uranium extraction, recovery and sales of uranium from mineral properties and the recycling of uranium-bearing materials generated by third parties (Alternate Feed Materials) along with the exploration, permitting and evaluation of uranium properties in the U.S. As part of these activities, the Company acquires, explores, evaluates and, if warranted, permits and develops uranium properties. The Company’s final uranium product is natural uranium concentrate, or U3O8, which is sold to customers for further processing into fuel for nuclear reactors. The Company also produces vanadium pentoxide, V2O5, as a co-product of uranium at the Mill within the uranium segment. In addition,

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within the uranium segment, the Company is exploring opportunities to separate radium-226 (“Ra-226”) and radium-228 (“Ra-228”) as a byproduct of its existing uranium and REE process streams for potential use in the production of medical isotopes for emerging TAT cancer treatments.

The REE segment is engaged in the Company’s initiatives to progress towards full REE separation capabilities at the Mill to produce both “light” and “heavy” separated REE oxides. In 2024, Energy Fuels completed the modifications and enhancements of its infrastructure at the Mill to install the capacity to produce up to 850 to 1,000 metric tons (“tonnes”) of separated NdPr per year from monazite (the “Phase 1 Circuit”). The Company has the current capacity to produce separated REE products in its Phase 1 Circuit. The Company is planning further enhancements to expand its heavy REE production at its Phase 1 Circuit for the planned recovery of dysprosium (“Dy”), terbium (“Tb”), samarium (“Sm”), europium (“Eu”) and gadolinium (“Gd”), with the ability to separate other heavy REEs such as yttrium (“Y”) and lutetium (“Lu”) if market conditions warrant, subject to the receipt of regulatory approvals, financing, completion of engineering and the receipt of sufficient feed materials. The Company also plans to expand its NdPr, Dy and Tb production recovery and potentially other REE material production recovery in the future, subject to the receipt of regulatory approvals, completion of engineering, financing and the receipt of sufficient feed materials, through the development of its proposed stand-alone phase 2 REE production circuit (the “Phase 2 Circuit”) with a total planned production recovery (from the Phase 1 Circuit and Phase 2 Circuit) of up to approximately 6,000 tonnes of NdPr, 200 tonnes of Dy and 60 tonnes of Tb per year, along with other REEs, described in more detail below, from monazite concentrates, mixed rare earth carbonates (“MREC”) or similar feed materials. The monazite feedstock for the Company’s REE production is expected to be procured through Company-owned mines like the Vara Mada Project and Bahia Project, as well as its joint venture interest in the Donald Project, along with other potential acquisitions, joint ventures, open market offtake, and/or other collaborations, in each case upon successful completion of development of the projects and transactions. MREC and other similar feedstock would be obtained from third-party sources, as available. The following table summarizes the expected capacity of the planned Phase 1 Circuit and Phase 2 Circuit expansions:

Phase NdPr (tpa) Tb (tpa) Dy (tpa)

Phase 1: NdPr (Existing) 1,049 — —

Phase 1: Heavies (Planned) — 12 35

(1) Actual recoveries may differ.

The HMS segment engages in the exploration and development, and planned recovery, of HMS at the Vara Mada Project, Bahia Project and through the Company’s investment in the Donald Project JV. The HMS segment also includes the Kwale Project, which ceased mine operations on December 31, 2024 and is now in reclamation. The Company previously recovered HMS, with its stand-alone ilmenite, rutile and zircon products, which are used for the production of titanium (“TiO2”) and zirconium (“ZrO2”) by third parties, from the Kwale Project and plans to recover HMS with its ilmenite, rutile and zircon and monazite minerals from its Vara Mada Project, Bahia Project and interest in the Donald Project once all permitting and approvals are received and development is completed at those projects.

Uranium Segment

Our primary product, U3O8, is sold into the nuclear market for further processing and enrichment into nuclear fuel for the generation of carbon emission-free nuclear energy. According to the most recent data from the Nuclear Energy Institute, nuclear energy provides approximately 18% of the total electricity and nearly half of the of the clean, carbon-free electricity generated in the U.S. The Company generates uranium revenues from extracting and processing materials for the recovery of uranium (and vanadium) for our own account, as well as from purchasing and toll processing materials for others.

We are engaged in conventional and ISR uranium E&R, along with the exploration, permitting, development and evaluation of uranium properties in the U.S. We also extract and recover vanadium from certain of our uranium projects and the projects of others, as market conditions warrant. The Mill is the only conventional uranium mill, and the only uranium, vanadium and REE recovery facility, operating in the U.S. It has a licensed capacity to produce over 8 million pounds of U3O8 per year. As a part of the expanded processing capabilities at the Mill, we continue to evaluate the potential to recover radioisotopes from the Mill’s process streams needed for emerging TAT cancer treatments.

We have six long-term uranium contracts with major U.S. utilities, which include two new long-term contracts completed in Q4 2025. The Company expects to sell 740,000 to 880,000 pounds of U3O8 under these contracts during 2026, ramping up to 770,000 to 1,130,000 pounds of U3O8 sales in 2027. To deliver under these contracts, the Company continues mining at three of its conventional uranium mines: Pinyon Plain, La Sal and Pandora, located in Arizona and Utah. During the year ended

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December 31, 2025, the Company mined mineralized material containing approximately 1,720,000 pounds of U3O8 from these three mines. See Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations – Guidance.

Conventional Operations

The Company conducts its conventional uranium, vanadium, and potential medical radioisotope processing and recovery activities (along with REE activities as discussed below) through the Mill located near Blanding, Utah USA, which is centrally located to conveniently and cost-effectively accept mineralized material from the Company’s uranium and uranium/vanadium projects in Colorado, Utah, Arizona and New Mexico, as well as through ore purchase or toll milling arrangements with third parties in the region, as market conditions warrant.

The Mill is licensed to process 2,000 tons of uranium ore per day and process over 8 million pounds of U3O8 per year. It is primarily a uranium recovery facility, but can also recover REEs and vanadium from various uranium ores. The Mill also recycles other uranium-bearing materials not derived from natural or native ores, known as Alternate Feed Materials, for the recovery of uranium (alone or in combination with other metals). In addition, the Mill is also evaluating the potential to recover certain radioisotopes (Ra-226 and Ra-228) from its existing process streams that can be used for TAT medical treatments.

The Mill has historically operated on a campaign basis whereby mineral processing occurs according to the availability of feedstock for the Mill, contract fulfillment obligations and/or as market conditions warrant. Over the years, Company-owned and third-party owned conventional uranium properties in Utah, Colorado, Arizona and New Mexico have been both active and on standby in response to changing market conditions.

Over the last several years, Energy Fuels has been the largest uranium producer in the U.S. During the year ended December 31, 2025, the Mill produced approximately 1,015,000 pounds of U3O8.

The Company’s principal conventional uranium properties include the following:

•the Mill, which is an operating 2,000 ton-per-day uranium, vanadium and REE processing facility located in Utah and held through the Company’s subsidiary EFR White Mesa LLC. See Part I, Item 2. The White Mesa Mill;

•the Pinyon Plain Project, which is a fully permitted and operating uranium mine. See Part I, Item 2. The Pinyon PlainProject;

•the La Sal Complex of uranium and uranium/vanadium projects (the “La Sal Project”), see Part I, Item 2. The La SalProject and the Whirlwind uranium/vanadium project (the “Whirlwind Project”), both of which are located near the Colorado/Utah border in the four-corners area of the U.S. (the “Colorado Plateau”) and, in addition to nearby exploration properties, are held by the Company’s subsidiary EFR Colorado Plateau LLC. See Part I, Item 2. Non-Material Mineral Properties – OtherConventional Projects – Colorado Plateau;

•the Roca Honda Uranium Project (the “Roca Honda Project”), which is located near the town of Grants, New Mexico, held by the Company’s subsidiaries Strathmore Resources (US), Ltd. and Roca Honda Resources LLC. See Part I, Item 2. The Roca Honda Project;

•the Sheep Mountain Project, which is a uranium project located near Jeffrey City, Wyoming, including pit and underground components, held by the Company’s subsidiary Energy Fuels Wyoming Inc. See Part I, Item 2. The Sheep Mountain Project;

•the Bullfrog Project (the “Bullfrog Project”), which is located in south central Utah near the town of Ticaboo, held by the Company’s subsidiary EFR Henry Mountains LLC. See Part I, Item 2. The Bullfrog Project;

•the Wate Project (the “Wate Project”), which is a uranium deposit in the permitting stage; the Arizona 1 Project, which is a fully permitted uranium project on standby; and the EZ properties, which are uranium deposits in the exploration and evaluation stage (together, the “Arizona Strip Projects”). The Arizona Strip Projects are all held by the Company’s subsidiary EFR Arizona Strip LLC, with the exception of the Wate Project, which is held by the Company’s subsidiary Wate Mining Company LLC. See Part I, Item 2. Non-MaterialMineral Properties – Other Conventional Uranium Projects – Arizona Strip; and

•a number of non-core uranium properties, which are held in various of the Company’s subsidiaries. See Part I, Item 2. Non-Material Mineral Properties.

The Company expects to produce uranium of 2.0 to 2.5 million pounds of contained U3O8 from its three (3) conventional uranium mines in 2026: Pinyon Plain, La Sal and Pandora, located in Arizona and Utah.

Additionally, the Company is preparing one additional conventional mine in Colorado (Whirlwind) for expected production within one year from a “go” decision and is advancing several other large-scale U.S. mine projects in order to increase uranium production in the coming years in response to potentially strong uranium market conditions. With strong market conditions, the

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Whirlwind and Nichols Ranch mines could potentially increase Energy Fuels’ uranium production by up to approximately 600,000 pounds per year as early as 2027. In 2026, the Company plans to continue to advance permitting and development on the Roca Honda and Bullfrog projects, which together with the Company’s Sheep Mountain Project, could expand the Company’s uranium production by over five million pounds of U3O8 per year in the coming years, as market conditions warrant. The Company may also purchase ore from third-party conventional miners, which could further increase the Company’s uranium production profile, as market conditions warrant. As the Company continues increasing its uranium production, it can rely on its uranium inventories and potential purchases of U.S. origin uranium on the spot market to supplement its uranium production if necessary to fulfill contract requirements.

The Company also owns the Sheep Mountain Project (the “Sheep Mountain Project”), which is a conventional uranium extraction project located in Wyoming. Due to its distance from the Mill, the Sheep Mountain Project is not expected to be a source of feed material for the Mill. The Sheep Mountain Project consists of permitted open pit and underground extraction components (the “Sheep Mountain Extraction Operation”) and a planned processing facility to process extracted mineralized material (the “Sheep Mountain Processing Operation”), which has not yet been permitted.

The Company expects to selectively sell its vanadium pentoxide (“V2O5”) inventory (approximately 905,000 pounds as of December 31, 2025) on the spot market, as market conditions warrant, but will otherwise continue to maintain it in inventory. While the Company is able to produce vanadium, no vanadium production is currently planned for 2026, though the Company continually monitors its inventory and vanadium markets to guide future potential vanadium production and recovery.

ISR Operations

The Company conducts its ISR activities through its Nichols Ranch Project in northeast Wyoming.

The Nichols Ranch Project includes: (i) a licensed and operating ISR processing facility (the “Nichols Ranch Plant”); (ii) licensed and operating ISR wellfields (the “Nichols Ranch Wellfields”); (iii) additional licensed ISR wellfields planned for future production (the “Jane Dough Property”); and (iv) a licensed satellite ISR uranium project (the “Hank Project”), which, if and when put into production, would include an ISR satellite processing plant (the “Hank Satellite Plant”) that, when constructed, would produce loaded-resin and associated planned wellfields (together, the “Hank Property”). The Company also owns the West North Butte property (the “West North Butte Property”) and the North Rolling Pin property (the “North Rolling Pin Property”), as well as an 81% interest in the Arkose Mining Venture (the “Arkose Mining Venture”), which is a joint venture of Wyoming ISR properties, with the other 19% held by United Nuclear, LLC. See Part I, Item 2. The Nichols Ranch ISR Project.

The Nichols Ranch Project is an ISR facility with production currently on standby. Nichols Ranch recovers uranium through a series of injection and recovery wells. ISR recovers uranium by fortifying groundwater with oxygen and sodium bicarbonate, which dissolves uranium within a deposit. The uranium-bearing groundwater is then collected in a series of recovery wells and pumped to the Nichols Ranch Plant where the uranium is extracted from the water. The Nichols Ranch Plant creates a yellowcake slurry that is transported by truck to the Mill, where it is dried and packaged into drums that are shipped to uranium conversion facilities. The Nichols Ranch Project is expected to ramp back up to commercial production levels with limited required capital within approximately twelve months of a decision to recommence production. While production at the Nichols Ranch Project is currently being maintained on standby, the Company is undertaking exploration and development activities to expand the resources at the Nichols Ranch Project and to further develop a wellfield to be ready for potential recommencement of production. See Part II, Item 7. ISR Uranium Extraction and Recovery Activities.

Mineral Exploration

Energy Fuels holds a number of exploration properties in the Colorado Plateau, Arizona Strip and Powder River Basin Districts. See Part I, Item 2. Non-Material Mineral Properties.

In 2025, the Company conducted delineation drilling at the Nichols Ranch Project to plan out future wellfields so as to be ready for potential recommencement of production in the future. See Part I, Item 2. The Nichols Ranch Project - The Company’s Planned Work.

The Company plans to continue delineation drilling of the high-grade Juniper Zone at the Company’s Pinyon Plain Project in 2026. See Part I, Item 2. The Pinyon Plain Project - The Company’s Planned Work.

Recovering Medical Isotopes for Advanced TAT Cancer Treatments

TAT is a method of targeted radionuclide therapy for various cancers now in development. It employs radioactive elements, which undergo alpha decay to treat diseased tissue at close proximity. It has the potential to provide highly targeted treatment,

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including microscopic tumor cells. As in diagnostic nuclear medicine, appropriate alpha-emitting radionuclides can be chemically bound to a targeting biomolecule, such as a peptide, which carries the combined radiopharmaceutical to a specific treatment point (the cancerous cells). During the last decade, radiolabeled peptides that bind to different receptors on the tumors have been investigated as potential therapeutic agents both in preclinical and clinical settings. Peptides, such as octreotide, alpha-melanocyte-stimulating hormone analogues, arginine-glycine-aspartic acid-containing peptides, bombesin derivatives and others may all be feasible for use with alpha-emitters.

The primary advantage of alpha particle emitters over other types of radioactive sources is their very high linear energy transfer and relative biological effectiveness. By comparison, beta particle emitters such as yttrium-90 can travel considerable distances beyond the immediate tissue before depositing their energy, thereby causing damage to surrounding healthy tissues, while alpha particles deposit their energy in 70–100 μm long tracks, thereby causing significantly less harm to surrounding healthy tissues. Further, alpha particles are more likely than other types of radiation to cause double-strand breaks to DNA molecules, which is one of several effective causes of cell death. In other words, the high level of radiobiological effectiveness of alpha particles, in comparison with beta emissions, requires fewer particle tracks to induce cell death.

Though many alpha emitters exist, useful isotopes need to have sufficient energy to cause damage to cancer cells, while at the same time have a half-life that is long enough to provide a therapeutic dose without remaining long enough to damage surrounding healthy tissue. Clinically effective alpha particle-emitting isotopes for cancer therapy should therefore have a relatively short half-life, which will limit long-term radiation exposure and allow for the production, preparation, and administration of these isotopes for clinical use and application. Radium 223 dichloride is the first-in-class, commercially available TAT approved for the treatment of patients with metastatic castration-resistant prostate cancer with bone metastases. Given the established overall survival benefit conferred by radium 223 for patients with metastatic castration-resistant prostate cancer, several other TATs are being investigated in clinical trials across many tumor types.

Beginning in July 2021, Energy Fuels and RadTran worked under a Strategic Alliance Agreement to evaluate the feasibility of recovering Ra-226 and Ra-228 from existing uranium process streams at the Mill. On August 16, 2024, the Company acquired RadTran to further the development and production of medical isotopes used in cancer treatments. This strategic acquisition is expected to enhance Energy Fuels’ planned capabilities to address the global shortage of these essential isotopes used in emerging TAT cancer treatments. See Note 3 – Transactions to the consolidated financial statements for more information.

Assuming the Company is able to successfully develop its TAT program, as planned, recovered Ra-226 and Ra-228 would be made available to the pharmaceutical industry and others to enable the production of Ac-225, Pb-212 and potentially other leading medically attractive TAT isotopes. These isotopes are critical components in the development of TAT, which offer promising new treatments for various cancers. The global shortage of Ra-226 and Ra-228 currently presents a significant barrier to the advancement and commercialization of these therapies.

Energy Fuels received regulatory approval and licensing in 2023 for the concentration of R&D quantities of Ra-226 at the Mill and is currently completing test work and engineering on its R&D pilot facility for Ra-226 production. During 2026, Energy Fuels plans to continue test work and design and to commission and begin operating a pilot facility to produce R&D quantities of Ra-226 for testing by end-users of the product. Upon successful production of R&D quantities of Ra-226, Energy Fuels plans to develop capabilities at the Mill for the commercial-scale production of Ra-226 and potentially Ra-228 by as early as 2028, conditional on completion of engineering design, securing sufficient offtake agreements for final radium production and receipt of all required regulatory approvals. The Company’s current R&D activities are being conducted using existing Mill facilities without the need for capital improvements of material significance. Capital development for future commercial production capabilities, upon successful production at the R&D level, would be expected to be supported by future offtake agreements for radium production.

There are a number of risks inherent to the Company’s isotope activities. See Part I, Item 1A. Risk Factors.

Rare Earth Elements Segment

REEs are a group of 17 chemical elements (the 15 elements in the lanthanum series, plus yttrium and scandium) that are used in a variety of clean energy and advanced technologies, including, EVs, hybrid EVs, robotics, advanced wind turbines, cell phones, computers, flat panel displays, advanced optics, catalysts, medicine and national defense applications. See The Rare Earth Element Market below.

Current Capabilities — Existing Phase 1 Circuit

In 2020 it was apparent that China controlled REE production worldwide and that there was a need to develop an ex-China REE supply chain, from mines to magnets. The Company realized at that time that most REEs are associated with uranium and

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other radionuclides in nature and that the Mill had the licensing and protections in place to process uranium-bearing REE ores at the Mill for the recovery of uranium and REEs the Mill had the licensed capability to process monazite sands for the recovery of uranium and REEs, and that the Mill could be a key link in an ex-China REE supply chain. The Mill had over 40 years of experience with solvent extraction (“SX”) recovery of uranium and vanadium, which is the primary method of separating REEs used in Chins and elsewhere in the world, and the Mill has had over 30 years of experience recovery uranium, along with other metals, from various different types of feed materials through its Alternate Feed Materials program.

As a first step in developing such an ex-China REE supply chain, the Company focused primarily on monazite concentrates as the best source of REE-bearing ores for processing at the Mill, for several important reasons: first, monazite sands naturally contain higher concentrations of “heavy” REEs, including dysprosium (“Dy”) and terbium (“Tb”), versus many other REE-bearing ores, mainly due to the presence of xenotime, which is another REE-bearing phosphate mineral that is often found with monazite. These REEs are used in the powerful neodymium-iron-boron (“NdFeB”) magnets that power the most efficient EVs and hybrid EVs, along with uses in other clean energy and defense technologies. Second, the uranium concentration contained in the monazite is generally comparable to typical Colorado Plateau uranium deposits and can be recovered at the Mill. Third, because monazite contains uranium and other radionuclides, which require special licensing in most western jurisdictions in order to process, few facilities outside of China have the capability to process monazite for the recovery of REEs and uranium. Fourth, monazite is a byproduct of heavy mineral sands operations, so generally has minimal incremental cost of mining, and in recent decades had been considered to be a waste product due to the inability of HMS miners to handle the uranium and other radionuclide content in the monazite. This meant that monazite sources should be available for processing at the Mill. Fifth, the Mill is fully licensed, with state-of-the-art protections to be able to safely process monazite for the recovery of uranium and REEs, to the highest world standards of protection of the environment, health and safety, so, while considered a nuisance to HMS miners, the monazite could be handled safely at the Mill for the recovery of valuable REEs, along with the contained uranium. Finally, as a result of these factors, the ability to process monazite at the Mill, which is a rich REE ore, under existing licensing, with minor capital modifications, places the Mill in a competitive advantage compared to most if not all western REE producers.

As a result, between 2021 and 2023, the Company reconfigured its existing uranium production circuits to be able to crack and leach monazite for the recovery of uranium, which was sold into the U.S. nuclear fuel cycle, and the recovery of MREC from monazite sands at the Mill. The MREC was then sold to Neo Performance Materials (“Neo”) for commercial separation by Neo into NdPr oxide and a mixed heavy rare earth carbonate at its REE separation facility in Silmet Estonia. This marked the first processing of monazite sands for the recovery of a commercial REE product in the U.S. in many years.

Following its success in producing commercial grade MREC at the Mill and to further its REE initiatives, in late 2023 and early 2024, the Company constructed enhancements and modifications to its existing SX circuits at the Mill for commercial separation of NdPr at the Mill, while at the same time producing a “heavy” (Sm+) RE Concentrate. As the Mill has been using SX to produce uranium and vanadium since 1980, the Mill was able to leverage its over 40 years of experience with SX to separate REEs commercially at the Mill. The Company completed these modifications in late Q1 2024, fully commissioned the project in Q2 2024 and completed its initial run of separated NdPr commercial production in Q3 2024 under budget, with minimal capital expenditures, and ahead of schedule (the modifications made to the Mill leach circuits to crack and leach monazite together with the modifications to the Mill’s SX circuits to separate NdPr are referred to as the “Phase 1 Circuit.” The Phase 1 Circuit has the design capacity to process approximately 8,000 to 10,000 tonnes of monazite per year, producing approximately 4,000 to 6,000 tonnes of total rare earth oxides (“TREO”), containing approximately 850 to 1,000 tonnes of recoverable separated NdPr per year. Although the modifications to the Mill’s SX circuit comprised in the Phase 1 Circuit are stand-alone and dedicated to REE production and do not interfere with the Mill’s uranium and vanadium production, the Phase 1 Circuit’s crack and leach circuit shares certain circuits with the Mill’s uranium production and as a result, Phase 1 Circuit REE production and conventional uranium production cannot be run at the same time, as the Phase 1 Circuit is currently configured. It is therefore necessary at this time to switch back and forth between conventional uranium and uranium/vanadium production and Phase 1 Circuit REE production from monazite sands, which can be done with minimal cost.

With the commissioning of the Phase 1 Circuit, the Mill produces separated NdPr and a Sm+ mixed RE concentrate that contains only the heavy REEs (including Dy and Tb). With the commissioning of the Phase 1 Circuit and the planned development of the Phase 2 Circuit, the Company does not intend to continue production of an MREC that contains both light and heavy REEs. The Phase 1 Circuit as currently configured would allow for the processing of the first phase of the Donald Project monazite production, once that project is developed, for the recovery and separation of NdPr and an Sm+ mixed RE concentrate which could be sold on the market or stockpiled for separation of the heavies upon completion of later phases of the Phase 1 Circuit and/or the planned Phase 2 Circuit at the Mill.

A portion of the Company’s NdPr produced at its Phase 1 Circuit to date, has been manufactured into commercial-scale rare earth permanent magnets (“REPMs”) by South Korea's largest manufacturer of drive unit motor cores and has passed all

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quality assurance and quality control (“QA/QC”) benchmarks for use in EV drive unit motors sold to major automotive manufacturers. This included the successful manufacture of Energy Fuels’ NdPr oxide into NdPr metal, NdFeB alloy sintered blocks (45H grade), and high-performance, high-temperature NdFeB REPMs.

In addition to its commercial separation of NdPr, the Mill has produced pilot-scale quantities of Dy in 2025 and is in the process of producing its first pilot-scale quantities of Tb, from its Phase 1 Circuit. The Company’s 99.9% purity of Dy oxide produced at the Mill has also passed initial purity and QA/QC processes of a major South Korean permanent magnet manufacturer and Korean OEM.

Planned Expansion of Phase 1 Circuit

The Company is planning further enhancements to expands its heavy REE production at its Phase 1 Circuit for the planned commercial-level recovery of Dy, Tb, Sm, Eu and Gd, with the ability to separate other heavy REEs such as Y and Lu if market conditions warrant. Subject to receipt of all required regulatory approvals, financing, the successful development of these enhancements and the receipt of sufficient quantities of monazite sand feedstock, the expanded Phase 1 Circuit is expected to be operational in 2027 with planned production recovery of up to approximately 35 tonnes of Dy, 12 tonnes of Tb per year and potentially other heavy REEs, in addition to the 850 – 1,000 tonnes of NdPr, from processing up to approximately 10,000 tonnes of monazite per year. The Company had previously announced its intention to start commercial production of Dy and Tb by the end of 2026, but has changed those plans in order to expand the enhancements to the Mill’s Phase 1 Circuit to allow for the additional production of Sm, Eu and Gd and to provide the ability to separate other heavy REEs in the 2027 time frame.

At the same time as these enhancements are being made to the Phase 1 Circuit, the Company plans to make further enhancements to the Phase 1 Circuit to allow for the processing of uranium- and REE-bearing MREC or similar intermediary REE products from third-party sources in the Phase 1 Circuit, subject to receipt of all regulatory approvals, financing and the successful development of these further enhancements. As MREC or similar intermediary REE products would not need to utilize the Phase 1 Circuit’s crack and leach circuits it is expected that such products could be separated into NdPr and heavy REEs separately from uranium production, thereby allowing such feedstocks to be separated into REE oxides through the Phase 1 Circuit’s SX circuits without interfering with normal Mill conventional uranium ore processing, which could be run simultaneously with the separation of such feedstocks. These enhancements are expected to be made and the Phase 1 Circuit operational to accept MREC and similar intermediary REE products in 2027.

Planned Phase 2 Circuit

The Company also plans to expand its NdPr, Dy and Tb production capability and potentially other REE material production capability through the development of its stand-alone Phase 2 Circuit, subject to the receipt of regulatory approvals, financing, completion of engineering and the receipt of sufficient feed materials.

In January 2026, the Company announced the results of a new AACE International Class 3 Bankable Feasibility Study (“BFS”) evaluating the planned Phase 2 Circuit expansion of REE processing capabilities at the Mill. The BFS evaluated the construction of a Phase 2 Circuit designed to materially expand the Mill’s ability to process monazite and other REE-bearing feedstocks into separated REE oxides. Upon commissioning, the Phase 2 Circuit is expected to increase the Mill’s REE oxide production capacity from approximately 850 to 1,000 tpa of NdPr oxide from the Phase 1 Circuit, to over 6,000 tpa of NdPr oxide, along with approximately 60 tpa of Tb and 200 tpa of Dy oxides from the combined Phase 1 Circuit and Phase 2 Circuit. This would provide the capability to produce sufficient NdPr up to approximately 7.0 million EVs/hybrid EVs per year. The Phase 2 Circuit would also add a dedicated monazite “crack-and-leach” circuit to the Mill’s existing leach circuits, which would allow the Phase 2 Circuit to be run completely independent of (and simultaneously with) the Mill’s conventional uranium and uranium/vanadium production.

The BFS estimates initial capital costs of approximately $410.0 million and indicates attractive projected economics, including significant expected annual earnings before interest, taxes, depreciation and amortization (“EBITDA”) over the modeled project life. The Phase 2 Circuit expansion is intended to position the Company as a leading domestic processor of both light and heavy REE oxides, supporting the restoration of a secure U.S.-based REE supply chain. The BFS assumes feedstock supply from the Company’s existing HMS and monazite projects, as well as third-party sources including MREC and similar feedstocks, subject to permitting, development and market conditions.

The Company expects to complete Phase 2 in late 2028 or early 2029, subject to licensing, financing, and receipt of sufficient feedstock.

Feed Sources

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The Company has focused primarily on monazite, as it has superior concentrations of the four critical “magnet” REEs (NdPr, Dy and Tb) compared to many other REE-bearing minerals. Monazite concentrates naturally contain higher concentrations of “heavy” REEs, including Dy and Tb, versus many other REE-bearing ores, mainly due to the presence of xenotime, which is another REE-bearing phosphate mineral that is often found with monazite. These REEs are used in the powerful NdFeB magnets that power the most efficient EVs and hybrid EVs, robotics, along with uses in other clean energy and defense technologies. The uranium contained in the monazite is generally comparable to typical Colorado Plateau uranium deposits and will also be recovered at the Mill.

The monazite feedstock for the Company’s REE production is expected to be procured through Company-owned mines like the Vara Mada Project and Bahia Project, as well as the Company’s joint venture interest in the Donald Project, along with other potential acquisitions, joint ventures, open market offtake (like the Company’s current arrangement with The Chemours Company), and/or other collaborations, in each case upon successful completion of development of the projects and transactions.

As mentioned above, the Company plans to expand its capability to accept uranium and REE-bearing MREC and other similar feedstock from third-party sources, as available. This will provide more flexibility to receive other types of feedstocks and to utilize the Phase 1 Circuit for REE production without interfering with conventional uranium and uranium/vanadium production at the Mill. To the extent this MREC and similar feedstock originates from the cracking and leaching of monazite sands at other facilities, the MREC will contain similar favorable distributions of heavy REEs as monazite sands themselves.

Planned Expansion into REE Metals and Alloys

The Company plans to expand its REE production to include metals and alloys.

To this end, on January 20, 2026, the Company entered into a Scheme Implementation Deed to acquire 100% of the issued share capital of ASM, a leading producer of REE metals and alloys and the owner of an REE project in Australia. ASM’s Korean Metals Plant (“KMP”) is one of the few facilities outside of China currently producing REE metals and alloys, including NdPr, Dy and Tb metals and NdFeB, dysprosium-iron (“DyFe”) alloys and developing production of ferro-dysprosium (“FeDy”). Upon closing of this transaction, which is expected as early as June 2026, the Company believes it will be the largest, fully integrated REE “mine-to-metal and alloy” producer outside of China closing a critical strategic gap in global supply chains for magnet applications, including automotive, robotic, energy and defense technologies.

See also The Rare Earth Element Market below for further details on the REE market and Part II, Item 7. Rare Earth Sales and Rare Earth Element Initiatives for further details on the above-referenced REE developments.

There are a number of risks inherent to the Company’s REE activities. See Part I, Item 1A. Risk Factors.

Heavy Mineral Sands Segment

HMS are typically old beach or dunal sands that contain concentrations of important titanium minerals (including rutile and ilmenite), zirconium minerals (zircon) and REE minerals (including monazite and xenotime). These minerals are physically heavy, therefore they are called ‘heavy minerals.’

Titanium and zirconium produced from HMS minerals can be used for a variety of industrial purposes and are found in a range of everyday consumer goods, such as pigment for paint, paper and plastics, as well as toothpaste, sun cream and homewares, such as ceramics. Monazite is a rich source of REEs prized for their use in REPMs, used in EV and hybrid EV traction motors, advanced robotics, defense technologies and direct drive wind turbines.

Because of their widespread use in industrial and consumer goods, demand for HMS minerals is strongly linked to global gross domestic product (“GDP”) growth and, in the case of monazite, the world’s green energy transition and deployment of advanced technologies. New housing construction, health of emerging economies, and the seasonal northern hemisphere painting season (dry and warm months) are all key drivers of demand for HMS minerals.

Since 2021, the Company has been purchasing monazite from The Chemours Company’s HMS operations in Florida and Georgia, USA, which it has used for the commercial production of RE Carbonate and separated NdPr, pilot-scale quantities of Dy and expected pilot-scale quantities of Tb in the near future, at the Mill.

As part of its strategy to procure monazite, the Company acquired the Vara Mada Project in Madagascar through its acquisition of Base Resources in 2024 and the acquisition of the Bahia Project in Brazil in 2023, and entered into a joint venture interest in the Donald Project in Australia in 2024, each of which the Company believes holds significant quantities of HMS, including

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monazite. As part of the Company’s acquisition of Base Resources, the Company also acquired the Kwale Project in Kenya, which ceased production at the end of 2024 and is currently in reclamation.

The Vara Mada Project

The Vara Mada Project is an HMS and REE project located in southwestern Madagascar that is in the permitting and development phase. The Ranobe deposit, which forms the basis of the Vara Mada Project, is located some 18 km inland and 45 km north of the regional port town of Toliara, approximately 640 km southwest of Antananarivo, the capital of Madagascar. The Company is currently working with the Government of Madagascar to set certain fiscal and other terms applicable to the Vara Mada Project through an enforceable investment agreement, amendments to existing laws, or other mechanisms as appropriate, including terms clarifying the process for adding monazite to the exploitation permit. The Company is also progressing towards a final investment decision (“FID”), which is largely dependent upon:

•completion of certain land acquisitions;

•completion of Environmental and Social Impact Assessment updates, including collection of additional baseline data and completion of additional baseline studies;

•obtaining certain permit and permit update approvals;

•finalization of funding arrangements;

•the addition of monazite as a mineral for exploitation in the existing mineral exploitation permit (which currently permits the exploitation of ilmenite, rutile and zircon), Permis D'Exploitation 37242;

•the formalization of fiscal and stability terms with the Government of Madagascar; and

•completion of offtake agreements and major construction contracts.

The Company updated the 2021 Australian Joint Ore Reserves Committee (“JORC”)-compliant Toliara Definitive Feasibility Study (“DFS”) and 2024 JORC-compliant Toliara Pre-feasibility Study (“PFS”) into a combined S-K 1300 and NI 43-101-compliant FS, which was completed and filed as Exhibit 99.1 to our Form 8-K on January 13, 2026. See Part I, Item 2. The Vara Mada Project (formerly the Toliara Project).

The Donald Project

The Donald Project is an HMS and REE project in the pre-development phase located in the Wimmera region of Victoria, Australia. It is located approximately 300 km northwest of Melbourne. The Company has the right to earn up to a 49% interest in a joint venture on the project by investing AUD$183.00 million in the project and issuing $17.50 million in shares. As of December 31, 2025, the Company has earned a 9.48% interest in the joint venture. Under the JV agreement, the Company has the right to offtake all monazite and xenotime from the project.

The Company is currently funding a pre-FID budget to move the Donald Project to a FID. All material permits required to commence development activities have been received. The Company updated the 2023 Donald Project JORC-compliant DFS into an S-K 1300 and NI 43-101-compliant FS, which was furnished through a Form 8-K filing on February 26, 2026, and which is incorporated into this Form 10-K by reference as Exhibit 96.8. Remaining pre-FID work includes entering into suitable offtake agreements for the JV products and for the downstream REE products to be produced by the Company from the monazite/xenotime it expects to receive from the project, arranging financing for the project and maintaining crews and advancing certain development activities pending a positive FID. The Company plans to spend approximately AUD$22.3 million (approximately $14.9 million at December 31, 2025 exchange rates) for Pre-FID activities in 2026. A FID is expected as early as Q1 2026. See Part I, Item 2. The Donald Project.

The Bahia Project

The Bahia Project is an HMS and REE project in the exploration/permitting phase comprised of 19 HMS concessions covering 41,951 acres or 65.5 square miles located in Brazil. The Company recommenced its drilling program in December 2025 following issuance of an exploration license from the state environmental agency in Bahia State (INEMA, see Glossary of Regulatory Agencies and Exchanges). During 2026, the Company expects to drill the southern half of the Bahia Project using both its own sonic drill rig, and a contract hollow stem auger rig. See Part I, Item 2. The Bahia Project - The Company’s Planned Work.

The Kwale Project

The Company also acquired the Kwale Project as part of its acquisition of Base Resources. Mining at the Kwale Project commenced in 2013 and concluded at the end of December 2024 following depletion of the remaining ore reserves. Processing activities concluded in early January 2025, and the sale of all remaining product stockpiles was completed in April 2025.

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Reclamation has been ongoing throughout the life of the Kwale Project. As of December 31, 2025, all disturbed areas had been reclaimed, with the exception of the processing facility platform. Monitoring of these areas will continue until the National Environment Management Authority (“NEMA”) signs-off the areas as rehabilitated and they are relinquished to the Government of Kenya. The processing plant is being dismantled and reclamation of the site is expected to be completed in 2026. Reclamation of the tailings storage facility onsite is also complete, with the planting of over 250,000 water hungry eucalyptus trees. Ongoing post-closure monitoring is expected to be maintained until 2038 when the desired average moisture content is expected to be attained. See Part I, Item 2. Non-Material Mineral Properties – Kwale Project.

Mineral Exploration

As described above, the Company restarted its drilling program at the Bahia Project in Q4 2025 with the goal of compiling sufficient data and information to declare an S-K 1300-compliant Initial Assessment and NI 43-101-compliant technical report in 2026. See Part I, Item 2. The Bahia Project - The Company’s Planned Work.

The monazite concentrates produced from the Vara Mada, Donald and Bahia Projects are expected to be shipped to the Company’s White Mesa Mill in Utah for processing into separated REE products.

All margins associated with monazite/xenotime production and sales, including margins from the production and sale of REE products produced from such monazite/xenotime production, are expected to be accounted for as part of the Company’s REE segment, not its HMS segment.

San Juan County Clean Energy Foundation

On September 16, 2021, the Company announced its establishment of the San Juan County Clean Energy Foundation (the “Foundation”), a fund specifically designed to contribute to the communities surrounding the Mill in southeastern Utah. Energy Fuels deposited an initial $1 million into the Foundation at the time of formation and now provides ongoing funding equal to 1% of the Mill’s revenues, thereby providing an ongoing source of funding to support local priorities. The Foundation focuses on supporting education, the environment, health/wellness, and local economic development in the City of Blanding, San Juan County, the White Mesa Ute Community, the Navajo Nation and other area communities.

An Advisory Board, comprised of local citizens from San Juan County, evaluates grant applications on a quarterly basis and makes recommendations to the Foundation’s Managers for final review and approval. Through December 31, 2025, the Foundation has awarded 45 grants totaling $0.79 million, of which $0.29 million was committed to Native American initiatives. The Foundation’s website address is: https://sanjuancountycleanenergy.org/. The Foundation’s website and the contents thereof should not be considered incorporated by reference into this Annual Report.

Material Transactions and Corporate Developments

Agreement with Navajo Nation

On January 29, 2025, the Company and the Navajo Nation, the largest indigenous tribe in the U.S., jointly announced the signing of a landmark agreement governing the transport of uranium ore along federal and state highways crossing the Navajo Nation. Following this announcement, ore transport from Energy Fuels' Pinyon Plain Mine to the Company's White Mesa Mill, which had been voluntarily suspended by the Company since mid-2024, resumed in February 2025.

Under the agreement, Energy Fuels agreed to add additional protections and accommodations over and above the existing, strict U.S. Department of Transportation (“USDOT”) requirements to reassure the Navajo Nation that uranium ore transportation through the Navajo Nation will be done safely and respectfully. Additionally, the Company committed to accepting and transporting, at no cost to the Nation, up to 10,000 tons of uranium-bearing cleanup materials from abandoned uranium mines within the Navajo Nation. The Company also committed to make further contributions to support the Nation's transportation safety programs, education, the environment, public health and welfare, and local economic development on the Navajo Nation relating to uranium matters.

The Company is proud to be a part of this historic agreement with the Navajo Nation, which also covers ore transport from the Roca Honda mine upon development of that mine.

Uranium Production

The Company produces uranium from its Pinyon Plain Project and its La Sal and Pandora mines (the latter two of which comprise portions of the La Sal Project). During the year ended December 31, 2025, the Company mined approximately 1,720,000 pounds of U3O8 from these mines, which was processed into finished U3O8 at the Mill or contained in uranium

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mineralized material inventory stockpiles at the mines and Mill. In addition, during the year ended December 31, 2025, the Company processed approximately 1,015,000 pounds of finished U3O8 from mined mineralized material, stockpiled mineralized material and Alternate Feed Materials at the Mill.

Vara Mada Project

The Vara Mada Project offers ilmenite, rutile and zircon production capability, and also contains large quantities of monazite, which, upon development, would be shipped to the Mill for the recovery of REEs and uranium. Although the Vara Mada Project holds a mining permit that allows production of ilmenite, rutile and zircon, development at the Project was suspended by the Government of Madagascar in November 2019 pending negotiation of fiscal terms applying to the Project.

The Government lifted the suspension in November 2024 shortly after the Company acquired the Project. The lifting of the suspension by the Malagasy Government was a very significant step in the development of the Project as it reauthorized the Company to re-commence development and other technical activities on the ground after a five-year hiatus.

On December 5, 2024, the Company and the Government entered into a Memorandum of Understanding (“Madagascar MOU”) outlining key fiscal terms applicable to the Project, including development, community, and social project funding, subject to final agreement on long-term fiscal and stability arrangements, along with the addition of monazite to the existing mining permit. In the MOU, the Company and the Government agreed to implement a “Stability Mechanism” consisting of one or a combination of the following: (a) submission of an investment agreement to the Madagascar Parliament for approval as law and certification of the Vara Mada Project (“Project Certification”) under existing law establishing a special regime for large-scale investments in the Malagasy mining sector (the “LGIM”); (b) promulgation of amendments and revisions to the existing LGIM (the “LGIMAmendment”) in a form that provides the necessary certainty of financial and legal terms, and reasonable financial, operational and legal requirements for large-scale projects, together with Project Certification under the amended LGIM and, if reasonably required, an investment agreement for submission to Parliament for approval as law; and/or (c) another agreed-upon mechanism that achieves the necessary certainty of financial and legal terms and reasonable financial, operational and legal requirements applicable to large-scale mining projects.

Consistent with the MOU, the Company and the Government have been negotiating the terms of an investment agreement to be submitted to the Madagascar Parliament for approval and promulgation as a law. The investment agreement is intended to provide the key pillars for a bankable large-scale project, including mechanisms for ensuring long-term legal and fiscal stability, select tax and customs benefits, adjustments to foreign exchange rules, protections from expropriation and access to international arbitration for dispute resolution. While recent discussions have focused on an investment agreement as the Stability Mechanism, it is possible that other means of achieving stability will be considered and/or pursued as discussions progress.

The Company has also been focusing on re-establishing critical programs supporting the Project, including re-establishing meaningful community engagement and social programs aimed at securing a firm social license to operate to support safe, secure and reliable surface access to collect baseline, technical and other data necessary to update permit conditions, as well as performing additional mine planning and engineering work, expanding the critical mineral resource base, and progressing other activities necessary to progress the Project and achieve a positive FID.

On October 17, 2025, a new President of Madagascar was sworn in by the Country's High Constitutional Court following a period of social unrest and political instability that resulted in the removal of the Country's prior President. On October 20, 2025, a new Prime Minister was appointed, and, on October 28, 2025, a new cabinet was announced. Energy Fuels is working with the new administration to reaffirm the previously negotiated concepts with the prior administration, which had substantially finalized the core Investment Agreement terms. The Company continues constructive engagement with the new administration, with the highest levels of government in the new administration having expressed support for Vara Mada and the Investment Agreement mechanism for achieving stability.

The Company updated the 2021 JORC-compliant Toliara DFS and 2024 JORC-compliant Toliara PFS into a combined S-K 1300 and NI 43-101-compliant FS, which was completed and filed as Exhibit 99.1 to our Form 8-K on January 13, 2026. See Part I, Item 2. The Vara Mada Project (formerly the Toliara Project).

At this time, it is too early to determine whether and to what extent these recent social and political developments in Madagascar may impact the Vara Mada Project, whether positively or negatively, including with respect to the Project's development prospects or timelines, the ability to achieve suitable fiscal or other terms applicable to the Project or the ability to achieve a positive FID. If a Stability Mechanism and necessary approvals to support the Vara Mada Project are not obtained, or are obtained on terms less favorable than expected, this could delay any FID in relation to the Project or prevent or otherwise

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have a significant effect on the development of the Project or the Company’s ability to recover monazite from the Project. See Part I, Item 2. The Vara Mada Project (formerly the Toliara Project).

Joint Venture with Astron on the Donald Project

The Company entered into a joint venture agreement with Astron to jointly develop and operate the Donald Project in Australia, which is a well-known HMS and REE deposit that the Company expects will provide a near-term, low-cost, and large-scale source of monazite sand that, upon development, would be transported to the Mill for the recovery of separated REE products. Under the JV Agreement, the Company has the right to earn up to a 49% interest in the Donald Project JV. As of December 31, 2025, the Company had earned a 9.48% interest in the joint venture. See Note 3 – Transactions for more information.

In June 2025, the Government of Victoria, Australia approved a Mine Work Plan for the construction and operation of the Donald Project within its mining license (the “Work Plan”). This was the final major regulatory approval required to construct and operate the Donald Project. It enables the finalization of critical activities, including arrangements for debt and equity financing, before a FID can be made. The Donald Project has all licenses and permits in place for ilmenite, rutile, zircon production and monazite. See Part I, Item 2. The Donald Project.

The Company updated the 2023 Donald Project JORC-compliant DFS into an S-K 1300 and NI 43-101-compliant FS, which was furnished through a Form 8-K filing on February 26, 2026, and which is incorporated into this Form 10-K by reference as Exhibit 96.8. See Part I, Item 2. The Donald Project.

Phase 2 Circuit Bankable Feasibility Study

On January 15, 2026, the Company released the results of a new BFS for its planned Phase 2 Circuit expansion of REE processing at the Mill. The BFS confirmed the expansion’s strong economics, competitive cost structure and ability to supply a significant share of U.S. REE demand. The Mill’s currently installed Phase 1 Circuit has the capacity to process approximately 850 to 1,000 tonnes per annum (“tpa”) of separated NdPr. The proposed Phase 2 Circuit will increase total production capability (the combined Phase 1 Circuit and Phase 2 Circuit) to over 6,000 tpa of NdPr, along with approximately 60 tpa of Tb and 200 tpa of Dy. According to the BFS, the initial Phase 2 Circuit capital costs are expected to total approximately $410 million.

Regulatory approval for the Phase 2 Circuit is expected by mid-2027, allowing planned construction and commissioning of the Phase 2 Circuit by Q1 2029, which is on schedule to accommodate expected monazite deliveries from the Company’s Vara Mada Project (expected as early as Q1 2029, subject to completion of permitting, the receipt of all necessary Government of Madagascar approvals, and a positive FID) and Bahia Project (expected in 2030, subject to completion of permitting and a positive FID), in each case subject to the successful development and commissioning of those Projects. Monazite from the permitted Donald Project (expected as early as Q1 2028) could be processed through the existing Phase 1 Circuit and/or stockpiled for processing through the Phase 2 Circuit when developed and operational.

Sales

For the year ended December 31, 2025, the Company sold 650,000 pounds of U3O8 to a diversified group of nuclear utilities and intermediaries in the U.S. and internationally under its long-term contract portfolio and on the spot market for total revenue of $48.23 million at a weighted average sales price of $74.21 per pound. These sales were split across our long-term contracts and the spot market as follows:

•Spot market sales: The Company sold 350,000 pounds of U3O8 on the spot market for revenue of $26.92 million at a weighted average realized price of $76.90 per pound.

•Long-term contract sales: The Company sold 300,000 pounds of U3O8 under its long-term contracts for proceeds of $21.32 million at a weighted average realized price of $71.06 per pound.

During the year ended December 31, 2025, the Company sold the final HMS products from the Kwale Project, which ceased mining activities on December 31, 2024 and is now in reclamation. HMS sales during the year ended December 31, 2025 consisted of 12,852 tonnes of ilmenite, 7,038 tonnes of rutile and 1,429 tonnes of zircon and low-grade products for total revenues of $15.82 million.

Entering into Scheme Implementation Deed with Australian Strategic Materials

As discussed above, on January 20, 2026, the Company entered into a Scheme Implementation Deed to acquire 100% of the issued share capital of ASM, a leading producer of REE metals and alloys and the owner of an REE project in Australia. ASM’s KMP is one of the few facilities outside of China currently producing REE metals and alloys, including NdPr, Dy and Tb

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metals and NdFeB alloys. Upon successful closing of this transaction, which is expected as early as June 2026, the Company believes it will be the largest, fully integrated REE “mine-to-metal and alloy” producer outside of China closing a critical strategic gap in global supply chains for magnet applications, including automotive, robotic, energy and defense technologies. See Part II, Item 7, Proposed Acquisition of Australia Strategic Materials Limited and Note 21 - Subsequent Events for more information.

Directors

Effective October 15, 2025, longtime director Robert W. Kirkwood stepped down from his position with the Company, for personal reasons. Mr. Kirkwood served on the Board of Directors of Energy Fuels (the “Board”) for over eight years, during which time he served in a number of capacities, including as Chair of the Compensation Committee.

Effective October 29, 2025, director Ivy V. Estabrooke stepped down from her position with the Company, for personal reasons. Ms. Estabrooke served on the Board for nearly four years.

Company Strategy

We are now, or intending to, engage in the following activities in 2026:

•Work towards the completion of our proposed acquisition of ASM, subject to receipt of ASM shareholder, court and regulatory approvals, which is expected as early as June 2026, and which would make the Company a fully integrated REE “mine-to-metal and alloy” producer outside of China, thereby providing the Company with the potential for additional cashflow, margin, and product line offerings in REE metals and alloys;

•Continue mining at our Pinyon Plain, La Sal and Pandora mines, collectively mining approximately 2,000,000 to 2,500,000 pounds of contained U3O8, depending on mining rates, contract requirements and market conditions. Mined uranium-bearing mineralized material is expected to be stockpiled at the mines and Mill for processing in 2026 or at a future date, subject to market conditions, contract requirements and the Mill’s schedule. As the Company currently has sufficient finished U3O8 inventory to meet its 2026 contract delivery requirements and may elect not to sell uranium into the spot market at current prices, the Company may decide to defer processing all or a portion of such stockpiled uranium mineralized material inventories until a later date, thereby freeing up Mill capacity for an REE processing run or other uses during the second half of 2026. Stockpiled mineralized material available at the Mill, which can be processed into finished U3O8 product on relatively short notice, gives the Company more flexibility in securing long-term sales contracts on favorable terms rather than having to accept contracts at current prices when the fundamentals suggest higher expected future prices;

•the Company expects to process between 1,500,000 and 2,500,000 pounds of finished U3O8 during 2026 from existing mined conventional mineralized material, conventional mineralized material inventories and Alternate Feed Materials;

•the Company expects to sell between 1,500,000 and 2,000,000 pounds of uranium during 2026 under the Company’s existing long-term contracts with utilities and on the spot market, subject to market conditions;

•Continue performing exploration activities at the Nichols Ranch Project to increase our uranium resource base;

•Prepare two additional uranium mines (Nichols Ranch and Whirlwind Projects) to be ready to resume mining within 12 months of a “go” decision, though the exact timing for resumption of production from each of these projects will be subject to current and future uranium market conditions and/or procurement of additional long-term contracts;

•Continue advancing each of the Donald and Vara Mada Projects to a positive FID expected as early as Q1 2026 and 2027, respectively, including seeking to secure financing for those projects;

•Drill the southern half of the Bahia Project with the goal of compiling enough data and information to declare an S-K 1300 compliant Initial Assessment and NI 43-101 compliant technical report by the end of 2026 while advancing permitting efforts at the Project to include baseline and other necessary studies;

•Advance the Company’s plans to expand its heavy REE production at its Phase 1 Circuit for the commercial-level recovery of Dy, Tb, Sm, Eu and Gd, with the ability to separate other heavy REEs such as Y and Lu if market conditions warrant;

•Advance the Company’s plans to allow for the processing of uranium- and REE-bearing MREC or similar intermediary REE products from third-party sources in the Phase 1 Circuit, subject to receipt of all regulatory approvals, financing and the successful development of these further enhancements;

•Advance the permitting and design of the proposed Phase 2 Circuit REE expansion at the Mill to enable the total production (from the Phase 1 Circuit and Phase 2 Circuit) of up to 6,000 tonnes of separated NdPr, along with separated Dy, Tb and other REE materials, and seek to secure financing for the Phase 2 Circuit;

•Continue to pursue additional Alternate Feed Materials, third-party processing, ore purchases and other sources of feed for the Mill (including potential material recovered from AUM and other land cleanup work) and, when market conditions warrant, pursue the recovery of uranium and/or vanadium dissolved in the Mill’s tailings pond solutions;

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•Continue to maintain selected projects and facilities in a state of readiness for the purpose of restarting mining activities on an expedited basis, as contract obligations and market conditions may warrant;

•Advance permitting and evaluation activities for the Roca Honda and Bullfrog Projects; and

•Continue to evaluate the potential for recovering and selling Ra-226 and Ra-228 from the Mill’s existing process streams for use in making medical isotopes for emerging TAT cancer treatments.

Uranium Sales

As of December 31, 2025, the Company has six long-term uranium sales contracts with major U.S. nuclear utilities. The Company expects to sell between 740,000 and 880,000 pounds of uranium during 2026 under its long-term contract portfolio. Additionally, the Company holds uncommitted inventory to evaluate additional spot and/or long-term uranium sales opportunities, as market conditions warrant. The Company may also evaluate the purchase of uranium on the spot market, subject to market conditions and contract requirements. The Company believes its existing inventories, purchases and new production will be sufficient to meet contractual requirements through 2026 and over the life of the supply contracts, along with discretionary spot sales in 2026 and beyond, as market conditions may warrant. See Part II. Item 7. Outlook for 2026 - Guidance.

Overview of Uranium Market

Uranium is primarily used as fuel for nuclear power plants for the reliable generation of carbon emission-free electricity.

According to the World Nuclear Association (“WNA”), as of January 2026, there were approximately 440 operable nuclear reactors world-wide, which required approximately 179 million pounds of U3O8 in 2025 at full operation. Worldwide, there are currently 74 new reactors under construction with an additional 116 reactors on order or in the planning stage and an additional 318 proposed.

According to data from TradeTech LLC (“TradeTech”), global demand for uranium outpaces production through primary extraction. The gap between demand and primary supply is being filled by stockpiled inventories and secondary supplies, which the Company believes have dwindled significantly in recent years.

According to the WNA, the U.S. currently has 94 operating reactors and another 25 reactors proposed. According to the U.S. Energy Information Administration (“EIA”), in 2024 (most recently published data), the U.S. produced approximately 18.6% of its electricity from nuclear technology, while, according to the Nuclear Energy Institute (“NEI”), the U.S. achieved an average capacity factor of 93%, leading all other (net) carbon-free sources by a wide margin. According to the EIA, U.S. utilities purchased approximately 55.9 million pounds of U3O8 in 2024 (the last year reported).

In 2025, interest in the uranium and nuclear sectors continued to grow substantially, which the Company believes was driven by: (i) global efforts to reduce carbon emissions and a growing focus on electrification; (ii) geopolitical tensions, particularly regarding Russia’s ongoing war in Ukraine; (iii) expected increased future energy demand from data centers and artificial intelligence (“AI”) and (iv) speculation based on supply and demand fundamentals. The Company believes that nuclear energy is essential to the global economy and addressing climate change, as it reliably and affordably provides electricity 24/7 and 365 days per year while generating lower life-cycle carbon emissions than other baseload energy sources (NREL, September 2021).

The Company continues to believe that certain uranium supply and demand fundamentals point to higher sustained uranium prices in the future, including significant production cuts in recent years, along with significant increased demand from utilities, financial entities, traders and producers. Recently, large technology companies including Google, Microsoft and Amazon have announced their interest in using nuclear energy to meet growing demand for energy needed for data centers to support AI initiatives. Globally, the Company believes that nuclear energy is seeing greater acceptance by governments and policymakers as a solution to addressing the issues of climate change, increased energy demand and energy security. The Company believes that financial entities purchasing uranium on the spot market for long-term investment continue to represent a fundamental shift in the uranium market, while removing readily available material from the market that would otherwise serve as supply to utilities, traders and others. Further, the Company believes that Russia’s ongoing war in Ukraine has sparked a widespread trend away from Russian-sourced nuclear fuel supply. On May 13, 2024, President Joe Biden signed the Prohibiting Russian Uranium Imports Act (the “Act”), which bans the import of Russian uranium products into the U.S. Under the ban, which commences 90 days after enactment and terminates in 2040, all imports of uranium products from Russia will be banned, subject to waivers in the event “no alternative viable source of low-enriched uranium (“LEU”) is available to sustain the continued operation of a nuclear reactor or U.S. nuclear energy company.” Under the Act, the ability of the U.S. Department of Energy (“DOE”) to grant waivers to the ban will expire in less than two years on January 1, 2028.

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The Company also continues to believe that a large degree of uncertainty exists in the market primarily due to trade issues, the life of existing uranium mines, uncertainty on the timing and success of the commissioning of new mines, conversion and enrichment bottlenecks, the opaque nature of inventories and secondary supplies, unfilled utility demand, future demand due to data centers and AI, the deployment of small modular reactors (“SMRs”), geopolitical risks (including but not limited to Russia’s ongoing war in Ukraine), transportation issues and the market activity of state-owned uranium and nuclear companies.

According to weekly and monthly price data from TradeTech LLC (“TradeTech”), the following table sets forth uranium spot prices (dollars per pound) for the year ended December 31, 2025 and fluctuation during the year:

December 31, December 31, Percent Annual Annual February 20,

Uranium is not traded on an open market or organized commodity exchange, although the CME Group provides financially settled uranium futures contracts. Typically, buyers and sellers negotiate transactions privately, either directly or through brokers and intermediaries. Spot uranium transactions typically involve deliveries that occur immediately and up to 12 months in the future. Term uranium transactions typically involve deliveries that occur more than 12 months in the future with long-term transactions involving delivery terms of at least three years. Uranium prices, both spot and term, are primarily published by two independent market consulting firms, TradeTech and UxC, LLC, on a weekly and monthly basis along with daily price indicators. Other brokers, including Uranium Markets LLC, Evolution Markets Inc. and Numerco Ltd., also publish daily average uranium prices.

Historically, most nuclear utilities have sought to purchase most of their uranium needs through mid- and long-term supply contracts, while other portions are bought on the spot market. According to EIA data, in 2024, U.S. utilities purchased 9% of their uranium on the spot market with the remaining 91% purchased under mid- and long-term contracts; through 2034, U.S. utilities have approximately 184.2 million pounds of unfilled uranium requirements (EIA, Uranium Marketing Annual Report, 2024). Buyers seek to balance the security of supply with the opportunity to take advantage of lower prices. For this reason, both buyers and sellers track current spot and term prices for uranium carefully, make considered projections as to future prices and negotiate with one another on transactions which each deems favorable to their respective interests.

The graph, below, shows the monthly spot (blue line) and long-term (red line) uranium price from August 1969 up to December 2025 as reported by TradeTech (not adjusted for inflation):

U3O8 Prices: Spot Prices Compared to Long-Term Prices

(August 1969 to December 2025)

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To give a more recent perspective over the last five years, the graph below shows the monthly spot (blue line) and long-term (red line) uranium price from January 2020 up to January 2026, as reported by TradeTech (not adjusted for inflation):

U3O8 Prices: Spot Prices Compared to Long-Term Prices

(December 31, 2021 to December 31, 2025)

Uranium Market Outlook and Uranium Marketing Strategy

Source: SEC EDGAR (public domain) · 10-K for the period ended 2025-12-31, filed 2026-02-26 · accession 0001385849-26-000009

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