Rare Element Resources Ltd.

09/12/2025 | Press release | Distributed by Public on 09/12/2025 11:14

Proxy Results, Management Change/Compensation (Form 8-K)

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 8, 2025, Jaye Pickarts notified Rare Element Resources Ltd. (the "Company") of his decision to retire from his position as Chief Operating Officer of the Company, effective December 31, 2025. Mr. Pickarts' decision to retire is not the result of any disagreement with the Company on any matter related to the Company's operations, policies or practices.

Item 5.07

Submission of Matters to a Vote of Security Holders.

On September 9, 2025, the Company held its 2025 annual meeting of shareholders (the "Meeting"). At the Meeting, two proposals were submitted to the shareholders for approval as set forth in the Company's definitive management information and proxy circular filed on July 28, 2025. As of the record date (July 16, 2025), a total of 516,134,712 common shares of the Company were outstanding and entitled to vote. In total, 425,864,040 common shares were present in person or represented by proxy at the Meeting, which represented approximately 82.5% of the shares outstanding and entitled to vote as of the record date.

The votes on the proposals were cast as set forth below:

1.Proposal No. 1 - Election of Directors. The shareholders elected the entire slate of directors presented to the shareholders. As a result, the Company's board of directors consists of the seven persons elected at the Meeting.

Name

For

Withheld

Broker Non-Votes

Gerald W. Grandey

396,804,136

789,744

28,270,160

Craig S. Bartels

391,248,553

6,345,327

28,270,160

Barton S. Brundage

390,799,948

6,793,932

28,270,160

Nicole J. Champine

391,168,873

6,425,007

28,270,160

Paul J. Hickey

391,173,047

6,420,833

28,270,160

Kenneth J. Mushinski

391,190,834

6,403,046

28,270,160

Pamela L. Saxton

396,749,868

844,012

28,270,160

2.Proposal No. 2 - Ratification of the appointment of Haynie & Company as the independent registered public accounting firm of the Company until the next annual meeting of shareholders of the Company at an amount of remuneration to be fixed by the directors.

For

Against

Abstain

424,929,041

189,539

745,460

Rare Element Resources Ltd. published this content on September 12, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on September 12, 2025 at 17:14 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]