SEC Comment Letter 0000000000-26-005264 to USA Rare Earth, Inc. (USAR)
USA Rare Earth, Inc.
Date: May 22, 2026 · CIK: 0001970622 · Accession: 0000000000-26-005264
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-295838
Letter
May 22, 2026 Barbara Humpton Chief Executive Officer USA Rare Earth, Inc. 100 W Airport Road Stillwater, OK 74075 Re: USA Rare Earth, Inc. Registration Statement on Form S-4 Filed May 13, 2026 File No. 333-295838 Dear Barbara Humpton: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Anuja Majmudar at 202-551-3844 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Joel Rubinstein
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May 22, 2026 Barbara Humpton Chief Executive Officer USA Rare Earth, Inc. 100 W Airport Road Stillwater, OK 74075 Re: USA Rare Earth, Inc. Registration Statement on Form S-4 Filed May 13, 2026 File No. 333-295838 Dear Barbara Humpton: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Anuja Majmudar at 202-551-3844 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Joel Rubinstein