8-K
Western Uranium & Vanadium Corp. (WSTRF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 27, 2025
| WESTERN URANIUM & VANADIUM CORP. | ||
|---|---|---|
| (Exact Name of Registrant as Specified in its Charter) | ||
| Ontario, Canada | 000-55626 | 98-1271843 |
| --- | --- | --- |
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 5 Church Street,Toronto, Ontario, Canada | M5E1M2 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: ### (970) 864-2125
| N/A |
|---|
| (Former Name or Former Address, if Changed Since Last Report.) |
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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities<br>Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b)<br>under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c)<br>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 exchange on which registered |
|---|---|---|
| N/A |
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 Definitive Agreement.
On June 27, 2025, Western Uranium & Vanadium Corp. (the “Company”) appointed Odyssey Trust Company (“Odyssey”) as the registrar and transfer agent for the Company’s common shares, replacing Capital Transfer Agency ULC (“CTA”).
In addition, Odyssey agreed to replace CTA as rights agent under the Company’s shareholder rights plan agreement dated May 24, 2023 (the “Shareholder Rights Agreement”). All other terms of the Shareholder Rights Agreement, as summarized in the Company’s news release dated May 26, 2023 and in Item 1.01 of the Company’s Form 8-K filed on the same date, remain unchanged.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 27, 2025, the Company held its Annual General and Special Meeting of Shareholders, at which shareholders elected directors, reappointed MNP LLP as auditor for the Company and authorized the Board to fix the auditor’s remuneration for the ensuing year, all as proposed in the Company’s management information circular dated as of May 22, 2025.
The final voting results for each of these matters were as follows:
1. Election of Directors:
| Nominee | Votes For | Votes<br> Withheld | Broker<br> Non-Votes | |||
|---|---|---|---|---|---|---|
| George E. Glasier | 19,603,793 | 28,184 | 10,695,189 | |||
| Bryan Murphy | 19,337,182 | 294,795 | 10,695,189 | |||
| Andrew Wilder | 15,920,764 | 3,711,213 | 10,695,189 | |||
| Michael Skutezky | 19,326,182 | 305,795 | 10,695,189 |
2. Appointment of MNP LLP:
| Votes For | Votes Withheld | Broker Non-Votes | ||
|---|---|---|---|---|
| 29,885,097 | 442,069 | 0 |
Item 8.01. Other Events.
On June 30, 2025, the Company issued a news release to announce the results of the Company’s Annual General and Special Meeting held on that date and to announce the company’s appointment of Odyssey Trust Company as the new registrar and transfer agent for the Company’s common shares and as the new rights agent under the Company’s Shareholder RightsPlan. A copy of the news release is included as an exhibit to this report.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release dated June 30, 2025 |
| 104 | Cover Page Interactive Date File (embedded within the inline XBRL documents) |
1
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.
| Date: July 1, 2025 | WESTERN URANIUM & VANADIUM CORP. | |
|---|---|---|
| By: | /s/ Robert Klein | |
| Robert Klein<br><br> <br>Chief Financial Officer |
2
Exhibit 99.1
June 30, 2025
Western Uranium & Vanadium Announces Resultsof AGM and Appoints New Transfer Agent
Toronto, Ontario and Nucla, Colorado, June30, 2025 (GLOBE NEWSWIRE) -- Western Uranium & Vanadium Corp. (CSE: WUC) (OTCQX: WSTRF) (“Western” or the ”Company”) is pleased to announce the results of the Company’s Annual General and Special Meeting of shareholders (the “Meeting”) held in Nucla, Colorado on June 27, 2025.
Proxy votes were cast for common shares representing approximately 51% of the issued and outstanding common shares of the Company as at the record date for the Meeting. Each of the other matters put forward before shareholders for consideration and approval at the Meeting, as described in the Company's management information circular dated May 22, 2025, was duly approved by the requisite number of votes.
Re-Election of Directors
At the Meeting, the shareholders re-elected all of the directors proposed by management of the Company, namely, George Glasier, Bryan Murphy, Andrew Wilder and Michael Skutezky.
Re-Appointment of Auditor
The shareholders re-appointed MNP LLP as auditor of the Company for the ensuing year and authorized the board of the Company to fix the remuneration of the auditors.
Re-Appointment of Officers
Subsequent to the Meeting, the following management re-appointments were confirmed for the ensuing year: George Glasier, President and Chief Executive Officer; Robert Klein, Chief Financial Officer; Michael Rutter, Chief Operating Officer; and Denis Frawley, Corporate Secretary.
The newly-elected Board re-appointed the following chairs: Bryan Murphy as Chairman of the Board; Andrew Wilder as Chairman of the Audit Committee; and Michael Skutezky as Chairman of the Governance, Nominating and Compensation Committee. Each of the Audit Committee Governance, and the Governance, Nominating and Compensation Committee are comprised of three independent directors, namely Bryan Murphy, Andrew Wilder, and Michael Skutezky.
Appointment of New Transfer Agent
Western’s announces that it has appointed Odyssey Trust Company ("Odyssey") as the registrar and transfer agent for the Company's common shares replacing Capital Transfer Agency ULC (”CTA”). There was no change to the CUSIP number of Western’s common shares as a result of the change of registrar and transfer agent. Going forward, inquiries and correspondence relating to shareholders' records should be directed to Odyssey at www.odysseytrust.com/contact.
In addition, Odyssey has replaced CTA as rights agent under the shareholder rights plan agreement of the Company dated May 24, 2023.
Shareholders need not take action in respect of the change in transfer agent and rights agent.
About Western Uranium & Vanadium Corp.
Western Uranium & Vanadium Corp. is ramping-up high-grade uranium and vanadium production at its Sunday Mine Complex. In addition to the flagship property located in the prolific Uravan Mineral Belt, the production pipeline also includes conventional projects in Colorado and Utah. The Mustang Mineral Processing Site is being licensed and developed for mined material recovery and will incorporate kinetic separation to optimize economics.
Cautionary Note Regarding Forward-Looking Information: Certain information contained in this news release constitutes “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws (collectively, “forward-looking statements”). Statements of that nature include statements relating to, or that are dependent upon: the Company’s expectations, estimates and projections regarding the Offering and exploration and production plans and results; the timing of planned activities; whether the Company can raise any additional funds required to implement its plans; whether regulatory or analogous requirements can be satisfied to permit planned activities; and more generally to the Company’s business, and the economic and political environment applicable to its operations, assets and plans. All such forward-looking statements are subject to important risk factors and uncertainties, many of which are beyond the Company’s ability to control or predict. Please refer to the Company’s most recent Management’s Discussion and Analysis, as well as its other filings at www.sec.gov and/or www.sedarplus.com, for a more detailed review of those risk factors. Readers are cautioned not to place undue reliance on the Company’s forward-looking statements, and that these statements are made as of the date hereof. While the Company may do so, it does not undertake any obligation to update these forward-looking statements at any particular time, except as and to the extent required under applicable laws and regulations.
FOR ADDITIONAL INFORMATION, PLEASE CONTACT:
George Glasier
President and CEO
970-864-2125
gglasier@western-uranium.com
Robert Klein
Chief Financial Officer
908-872-7686
rklein@western-uranium.com