8-K
UNITED STATES ANTIMONY CORP (UAMY)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2025
| UNITED STATES ANTIMONY CORPORATION | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Texas | 001-08675 | 81-0305822 |
| --- | --- | --- |
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 4438 W. Lovers Lane, Unit 100, Dallas, TX 75209 | ||
| --- | ||
| (Address of principal executive offices and zip code) |
Registrant’s telephone number, includingarea code:
(406) 606-4117
Former name or former address, if changed since last report: NotApplicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
|---|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| ¨ | Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| ¨ | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 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 Stock, $0.01 par value | UAMY | NYSE American |
| Common Stock, $0.01 par value | UAMY | NYSE Texas |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ¨
Item 1.01 Entry into a Material DefinitiveAgreement
On November 7, 2025, United States Antimony Corporation entered into a five-year supply agreement with a large U.S. industrial fabric manufacturer for the sale of antimony trioxide, a key ingredient in flame retardant materials (“Agreement”). A copy of the Agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K, and the foregoing description of the Agreement is qualified in its entirety by reference to Exhibit 10.1.
Item 7.01 Regulation FD Disclosure
On November 11, 2025, the Company issued a press release announcing the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933,as amended, or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such filing. This Item 7.01 of this Current Report on Form 8-K will not be deemed an admission as the materiality of any information in this Item 7.01 that is required to be disclosed solely by Regulation FD.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 10.1 | Purchasing<br> and Supply Agreement dated November 7, 2025 (Portions of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K) |
| 99.1 | Press Release issued by United States Antimony Corporation dated November 11, 2025 |
| 104 | Cover Page Interactive Data File (embedded with the inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| UNITED STATES ANTIMONY CORPORATION | ||
|---|---|---|
| Dated: November 12, 2025 | By: | /s/ Richard R. Isaak |
| Richard R. Isaak | ||
| SVP, Chief Financial Officer |
Exhibit 10.1
Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the registrant if publicly disclosed.
PURCHASING AND SUPPLY AGREEMENT
This Purchasing and Supply Agreement ("Agreement") is entered into effective as of November 1, 2025, by and between:
Purchaser: [*****]
Address: [*****]
Contact Person: [*****]
Email/Phone: [*****]
Supplier: United States Antimony Corporation
Address: 4438 W. Lover’s Lane, Ste 100, Dallas, TX 75209
Contact Person: Gary C. Evans, Chairman and CEO
Email/Phone: [*****]
John “Gus” Gustavsen, President – Antimony Division
47 Cox Gulch Rd.
Thompson Falls, MT 59873
Email/Phone: [*****]
RECITALS
WHEREAS, Purchaser desires to purchase from Supplier, and Supplier agrees to supply to Purchaser, certain quantities of antimony trioxide, subject to the terms and conditions herein.
NOW, THEREFORE, after acknowledging the accuracy of the foregoing recitals, which are incorporated herein by reference, and in consideration of the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. PRODUCT
Product Name: Antimony Trioxide (all grades) (collectively, the “products”)
Products Included:
Antimony Oxide High Tint US ANTIMONY TRIOXIDE | dcode | FR* 50 LB BAGS
Antimony Oxide High Tint US ANTIMONY TRIOXIDE | dcode | FR* 2000 LB S/S
Supplier will provide the specifications for each product (the “Specifications”) in a separate technical data sheet or as mutually agreed in writing prior to each shipment.
Supplier represents and warrants to Purchaser that the products will: (a) conform to the Specifications, standards, samples, descriptions, quality requirements, and performance and function requirements furnished, specified or approved by Purchaser for the products; (b) be free from material defects; (c) not infringe upon, violate or misappropriate the intellectual property rights of any person or entity; (d) comply in all material respects with all applicable laws, rules, regulations, and ordinances; and (e) will be conveyed by Supplier to Purchaser with good title, free and clear of any and all claims, liens, and encumbrances.
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Supplier also represents and warrants to Purchaser that Supplier (i) shall at all times comply in all material respects with all laws, rules, regulations, and ordinances applicable to this Agreement, Supplier’s operation of its business and the exercise of its rights and performance of its obligations hereunder and (ii) shall obtain and maintain all permits, licenses, franchises, approvals, authorizations, registrations, certificates, and similar rights required by applicable law for the exercise of its rights and performance of Supplier’s obligations under this Agreement.
Purchaser may, upon reasonable prior notice and during Supplier’s normal business hours, inspect the products at Supplier’s facility for the sole purpose of verifying compliance with the Specifications. Any such inspection shall be conducted in a manner that does not unreasonably interfere with Supplier’s operations and shall comply with Supplier’s safety and confidentiality requirements. Purchaser shall have no right to access or audit Supplier’s premises or financial records or those of its subcontractors for the purpose of confirming compliance with this Agreement without Supplier’s prior written consent, which shall not be unreasonably withheld.
2. TERM
This Agreement shall commence effective as of November 1, 2025, and continue through November 30, 2030, unless terminated earlier or renewed in accordance with this Agreement (the “Term”). Thereafter, the Term of this Agreement shall automatically renew for successive periods of one year each, unless one party provides the other party with written notice of its intention not to renew the Term within 60 days prior to the end of the initial Term or renewal Term, as the case may be.
Each year during the Term, the parties shall, subject to the below delivery schedule, meet by no later than May 1st and November 1st, respectively, to discuss and mutually agree in writing upon the delivery schedule, pricing, and any volume/capacity commitments to be effective for the upcoming 6-month term.
3. DELIVERY SCHEDULE
November 2025: [*****]
December 2025: [*****]
January 2026: [*****]
February 2026: [*****]
March 2026-December 2026: Supplier agrees to supply and Purchaser agrees to purchase [*****] per month.
January 2027-November 2030, with volumes to be mutually agreed upon by the parties as set forth in Section 2 above.
All shipments shall be made available for pickup at: 47 Cox Gulch Rd., Thompson Falls, MT 59873.
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4. SHIPPING
Purchaser shall be solely responsible for arranging and paying for transportation and insurance for all shipments. Supplier shall prepare the goods for shipment and make them available at the designated facility for pickup on mutually agreed dates. Title and risk of loss shall pass to Purchaser upon Supplier’s tender of the goods to Purchaser’s designated carrier at the Supplier’s facility.
5. PRICING
The initial pricing for the product, that meets the Specifications shall be $[*****] per pound for a full truckload, not including trucking/freight, per the shipping clause stipulation in Section 4. This initial pricing shall be effective for all shipments made between November 1, 2025, and April 30, 2026. Prior to May 1, 2026, the parties shall meet to mutually agree upon pricing to be effective for the next 6-month period. Parties will continue to meet to mutually agree upon pricing prior to the beginning of each successive 6-month period during the Term. Notwithstanding the foregoing, the pricing to be effective for a 6-month period described above shall not increase or decrease by more than 10% from the then-current pricing, unless extraordinary raw material or transportation cost increases can be clearly demonstrated by Supplier and accepted by Purchaser in its reasonable discretion. An “extraordinary cost increase” means an increase of 20% or greater in Supplier’s raw material or freight costs, as demonstrated by verifiable reasonable documentation and third-party indices (such as Argus).
Notwithstanding the foregoing, Supplier represents and warrants to Purchaser that the price to be paid by Purchaser for the products is at least as low as the price charged by Supplier to other buyers for the same or similar products. Supplier shall not at any time sell the same products to a different buyer at prices below those mutually agreed upon by the parties as contemplated above in this Section. If Supplier charges a different buyer a lower price for these products, Supplier must immediately apply the lower price for the products under this Agreement, but for only such time as such lower price is in effect and Supplier shall not be required to match any lower prices that are mandated or required by any governmental authority.
6. PAYMENT TERMS
Payment terms are net thirty (30) days from the date of invoice and shall be defined in each order confirmation upon agreement on pricing. All undisputed past due payments shall bear interest at the lesser of 12% per annum or the highest rate permitted by applicable law from the due date until payment is made.
7. SUPPLY ALLOCATION
If Supplier is aware of or anticipates any shortage of supply that is caused by forces beyond Supplier’s reasonable control, Supplier shall allocate available quantities of product among its customers (including Purchaser) in a fair and commercially reasonable manner, wherein Supplier will give Purchaser preference over Supplier’s other customers except for where the DLA or other governmental defense customer demand might take precedence as required by law, regulation, or contract. Supplier shall promptly notify Purchaser of such shortage and its estimated duration. During any such shortage, the parties shall cooperate in good faith to establish a revised delivery schedule. If any material shortage continues for a period of more than 60 days after Purchaser's receipt of notice of the shortage, Purchaser shall have the right to immediately terminate this Agreement upon written notice to Supplier.
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Supplier shall not be liable for any failure or delay in delivery due to acts of God; flood, fire, earthquake, or other natural disaster; explosions; epidemics; war, invasion, terrorist threats or acts, riots, or other civil unrest; unforeseeable government order, law or action; or other causes beyond its reasonable control and without its fault or negligence (“Force Majeure Event”); provided that (i) Supplier gives reasonably prompt notice to Purchaser of such Force Majeure Event, and (ii) Supplier uses reasonably diligent efforts to mitigate the effects of such Force Majeure Event. Purchaser may terminate this Agreement upon notice to Supplier if Supplier’s failure or delay due to a Force Majeure Event continues for a period of 60 days or longer after the commencement of the Force Majeure Event.
8. CONFIDENTIALITY
Each party (a “receiving party”) shall preserve in strict confidence any information obtained by it concerning the business or affairs of the other party (a “disclosing party”), including without limitation, trade secrets, customer lists, pricing and commissions information, project and sales information, business strategy information, marketing information, financial information, research and development information, formulations, techniques, and processes (collectively, “Confidential Information”), and refrain from disclosing or using for receiving party’s or another’s benefit any such information, except solely for the purpose of performing its obligations under this Agreement and for no other purpose whatsoever. The terms (but not the existence) of this Agreement shall also constitute Confidential Information. This Agreement is not intended to, nor shall be interpreted to grant or convey any right, title or interest in any Confidential Information, including without limitation, any license or assignment of same, other than to use such Confidential Information as provided herein. Receiving party shall notify disclosing party immediately if it gains actual knowledge of any use or disclosure of Confidential Information not authorized by this Agreement.
Receiving party acknowledges that a breach by it of any one or more of the terms of this Agreement may cause irreparable harm to disclosing party and that damages would be difficult to determine. Accordingly, in the event of a breach or threatened breach, disclosing party shall be entitled to, in addition to all other legal remedies available to it, seek injunctive relief restraining receiving party from any further or continued breach of its obligations hereunder. Disclosing party shall have no obligation to post a bond prior to obtaining such injunctive relief.
Confidential Information does not include information that receiving party can demonstrate to be: (a) generally available to the public through no act or omission on the part of the receiving party; (b) known to the receiving party prior to its receipt thereof from disclosing party; (c) developed by receiving party independent of the Confidential Information, as evidenced by reasonable documentation, or (d) disclosed to receiving party at any time by a third party without violation of any obligation of confidentiality, or (e) required to be disclosed by law, regulation, or court order, provided that (i) the receiving party gives prompt written notice to the disclosing party (unless legally prohibited) so that the disclosing party may seek a protective order or other appropriate remedy, and (ii) the receiving party shall keep such information confidential in all other respects.
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9. TERMINATION
This Agreement may be terminated by either party immediately upon breach of material terms by the other party which breach has not been cured within twenty (20) business days of receipt of a written notice; provided, however, that there shall be no cure period for a breach of confidentiality obligations.
10. INDEMNIFICATION; INSURANCE
Supplier shall indemnify, defend, and hold Purchaser, its affiliates, and their respective employees, agents, officers, directors, and shareholders (each, a “Purchaser Indemnified Party”) harmless from and against any and all losses, costs, expenses, claims, damages, suits, litigation, causes of action, and liabilities (including reasonable attorneys’ fees) which any Purchaser Indemnified Party may suffer from or incur arising out of or resulting from (i) personal injury (including death) or damage to property to the extent arising from any willful misconduct, negligent acts or omissions, or misrepresentations of or by Supplier or its employees, agents, or representatives; or (ii) Supplier’s breach of any of its representations, warranties, or covenants under this Agreement. Supplier shall have no obligation to indemnify any Purchaser Indemnified Party for losses to the extent arising from or attributable to third-party materials that Purchaser combines or incorporates with Supplier’s products.
Supplier shall maintain, throughout the Term at its expense, commercial general liability insurance (including product liability and vendors liability insurance) in a minimum amount of $1,000,000 per occurrence and $2,000,000 in the aggregate, for bodily injury and property damage, and endorsed to provide contractual liability insurance in the amount specified above. Supplier shall deliver to Purchaser a certificate of insurance for the coverages required by this Agreement upon the execution of this Agreement and annually thereafter. The insurance certificates required under this Section shall designate [*****] as an additional named insured. The insurance shall be primary coverage without right of contribution from any other Purchaser insurance, as to claims arising from Supplier’s own acts or omissions.
The parties understand, acknowledge and agree that Purchaser intends to combine Supplier’s products with other materials in the manufacturing of certain of Purchaser’s goods and products (the “ATO Products”) and that Supplier will have no involvement in, control over, or responsibility for any such manufacturing of the ATO Products. Except as otherwise provided in this Agreement, Supplier hereby disclaims any representations or warranties regarding the ATO Products and Supplier shall not be responsible or liable for any damages, losses, liabilities, costs, expenses or claims (“Losses”) arising from the use, processing, or incorporation of third-party materials that Purchaser combines or incorporates with Supplier’s products in manufacturing ATO Products, and Purchaser shall indemnify and hold Supplier harmless from and against any such Losses incurred by Supplier.
11. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without reference to its conflict of law principles.
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12. COUNTERPARTS; NOTICES
This Agreement may be executed in two or more counterparts (including via portable document format (PDF) and electronic signature), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Any notice or other documents to be given or delivered hereunder by any party to any other party shall be in writing and shall be delivered personally or sent by certified mail, postage prepaid return receipt requested, or by a nationally recognized overnight courier service, to the respective addresses first set forth above.
13. CUMULATIVE REMEDIES
All rights and remedies provided in this Agreement are cumulative and not exclusive, and the exercise by either party of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, by statute, in any other agreement between the parties or otherwise. The prevailing party in any dispute under this Agreement shall be entitled to recover their attorneys fees.
14. NO ASSIGNMENT
Neither party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other party. Any purported assignment or delegation in violation of this Section is null and void. This Agreement shall be binding upon any permitted successors and permitted assignees.
In the event that either party sells or transfers all or substantially all of its assets or equity interests to a bona fide third-party purchaser (“Purchaser”), such party and Purchaser shall, as a condition to the closing of such sale or transfer, require Purchaser to accept and perform all rights and obligations of such party under this Agreement and no consent of the other party shall be required in connection with such sale or transfer.
15. NO WAIVER; SEVERABILITY
The waiver of any breach of the terms of this Agreement shall not constitute the waiver of any other or further breach hereunder, whether or not of a like kind or nature. In the event that any one or more of these provisions is held invalid, illegal or unenforceable, such provision or provisions shall be severed and the remaining provision or provisions shall remain binding and effective.
16. ENTIRE AGREEMENT; AMENDMENTS;SURVIVAL
This Agreement represents the entire understanding between the parties and supersedes any prior or contemporaneous discussions, agreements, or representations, whether oral or written. This Agreement shall not be amended except in a writing signed by both parties. The provisions of Sections 1, 5 (last paragraph), 8, 10, 11, 12, 13, 14, and 15, and this Section 16 shall survive any expiration or termination of this Agreement.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
| Purchaser | Supplier | ||
|---|---|---|---|
| By: | [*****] | By: | /s/ Gary C. Evans |
| Name: | [*****] | Name: | Gary C. Evans |
| Title: | [*****] | Title: | Chairman & CEO |
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Exhibit 99.1
United States Antimony Corporation ExecutesAntimony Supply Agreement with New Industrial Customer for a Term of up to Five Years
Contract Value ~ $106.7 Million
“The Critical Minerals and ZEO Company”
~ Antimony, Cobalt, Tungsten, and Zeolite~
DALLAS, TX / ACCESSNewswire / November 11, 2025 – United States Antimony Corporation (“USAC,” “US Antimony,” the “Company”), (NYSE American:UAMY) (NYSE Texas:UAMY), announced today, the execution of a new supply agreement with a U.S. industrial fabric manufacturer, for the purchase of antimony trioxide, a key ingredient in flame retardant materials that are essential to the customer’s industrial fabrics business. This new contract reinforces both parties’ commitment to supply security within the USA and to the adoption of USAC’s increased production volumes beginning early next year.
Under the terms of the agreement, USAC will supply this customer, which wishes to remain anonymous, with antimony trioxide to meet stringent technical specifications. USAC’s finished material was tested earlier this year to verify that these specifications can be met. The definitive contract term is five (5) years, with renewal up to five (5) additional years, for a value of up to $106.7 million in the first five year term.
This agreement reflects a deliberate move by a large U.S. industrial customer to anchor its critical supply chain within domestic borders. By sourcing antimony trioxide from USAC, the customer reduces exposure to international supply disruptions, shipping and certain out of market pricing volatility, and geopolitical dependencies. It signals a broader industrial policy trend toward reshoring critical mineral supply chains to reinforce both economic resilience and national security. For USAC, this contract represents a strategic commercial foothold with a high-volume, long-term and stable domestic customer, supporting the revitalization of U.S. manufacturing capacity and ensuring continuity of demand that strengthens both companies’ operational stability.
This new relationship represents a key milestone in restoring and strengthening domestic industrial collaboration for USAC with a significant industrial customer. “We are proud to partner with a major U.S. manufacturer that shares our vision of an integrated, reliable, American supply chain,” said United States Antimony Corporation Chairman and CEO, Gary C. Evans. “Coupled with our recently announced sole-source five-year contract with the Defense Logistics Agency (DLA) in the amount of $245 Million (see press release dated September 23, 2025), our Company’s current contracted pipeline of orders exceeds $351 Million. No other antimony company can make this statement. We believe this new contract demonstrates the growing movement among U.S. suppliers and industrial companies to join forces in rebuilding and securing domestic supply chains to strengthen the backbone of American innovation and infrastructure.”
About USAC:
United States Antimony Corporation and its subsidiaries in the U.S., Mexico, and Canada ("USAC," “U.S. Antimony,” the "Company," "Our," "Us," or "We") sell antimony, zeolite, and precious metals primarily in the U.S. and Canada. The Company processes third party ore primarily into antimony oxide, antimony metal, antimony trisulfide, and precious metals at its facilities located in Montana and Mexico. Antimony oxide is used to form a flame-retardant system for plastics, rubber, fiberglass, textile goods, paints, coatings, and paper, as a color fastener in paint, and as a phosphorescent agent in fluorescent light bulbs. Antimony metal is used in bearings, storage batteries, and ordnance. Antimony trisulfide is used as a primer in ammunition. The Company also recovers precious metals, primarily gold and silver, at its Montana facility from third party ore. At its ZEO facility located in Idaho, the Company mines and processes zeolite, a group of industrial minerals used in water filtration, sewage treatment, nuclear waste and other environmental cleanup, odor control, gas separation, animal nutrition, soil amendment and fertilizer, and other miscellaneous applications. During 2024 and 2025, the Company began acquiring mining claims and leases located in Montana, Alaska and Ontario, Canada in an effort to expand its operations as well as its product offerings.
Learn more about United States Antimony Corporation at www.usantimony.com.
Forward-Looking Statements:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding the Company’s future operations, production levels, financial performance, business strategy, market conditions, demand for antimony, zeolite, other critical minerals, and precious metals, expected costs, and other statements that are not historical facts. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which the Company operates, as well as management’s beliefs and assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “could,” and variations of these words or similar expressions are intended to identify such forward-looking statements.
Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in such statements, including, but not limited to: fluctuations in the market prices and demand for antimony and zeolite; changes in domestic and global economic conditions; operational risks inherent in mining and mineral processing; geological or metallurgical conditions; availability and cost of energy, equipment, transportation, and labor; the Company’s ability to maintain or obtain permits, licenses, and regulatory approvals; changes in environmental and mining laws or regulations; competitive factors; the impact of geopolitical developments; and the effects of weather, natural disasters, or health pandemics on operations and supply chains. Additional information regarding risk factors that could cause actual results to differ materially is included in the Company’s filings with the U.S. Securities and Exchange Commission, including the most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q.
The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.
| Investor Relations Contact: | Media Relations Contact: |
|---|---|
| Jonathan Miller, VP, Investor Relations | Anthony<br>D. Andora |
| 4438 W. Lovers Lane, Unit 100 | Edge<br>Consulting, Inc. |
| Dallas, Texas 75209 | 1560<br>Market Street, Ste. 701 |
| E-Mail: Jmiller@usantimony.com | Denver, Colorado 80202 |
| Phone: 406-606-4117 | E-Mail: Anthony@EdgeConsultingSolutions.com |
| Phone: 720-317-8927 |