10-K/A
 FORM 10-K/A

 UNITED STATES

 SECURITIES AND
EXCHANGE COMMISSION

 Washington, D.C.
20549

 FORM 10-K/A

 Amendment No. 1

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

 For the fiscal year ended August 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: 000-53482

 TEXAS MINERAL RESOURCES CORP.

 (Exact Name of Registrant as Specified in its Charter)

 Delaware

 87-0294969

 (State of other jurisdiction of incorporation or organization)

 (I.R.S. Employer Identification No.)

 527 21 st Street

 #44

 Galveston, Texas

 77550

 (Address of Principal Executive Offices)

 (Zip Code)

 (361) 790-5831

 (Registrant's Telephone Number, including
Area Code)

 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: None

 SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: Common
Stock, par value $0.01

 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 checkmark whether the registrant (1)
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 (§ 229.405
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, 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.

 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).

 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: As of February 28, 2025 the aggregate market value of the registrant's voting and non-voting common equity held
by non-affiliates of the registrant was $20,591,400 based upon the closing sale price of the common stock as reported by the OTCQB.

 The number of shares of the Registrant's common stock outstanding
as of December 12, 2025 was 81,335,813.

 DOCUMENTS INCORPORATED BY REFERENCE

 None

 EXPLANATORY NOTE

 Texas Mineral Resources Corp (the "Company")
previously filed its Annual Report on Form 10-K for the year ended August 31, 2025 (the "Original Form 10-K") with the Securities
and Exchange Commission (the "SEC") on November 28, 2025. In accordance with General Instruction G(3) of Form 10-K, this Amendment
No. 1 to the Original Form 10-K (the "Amendment" or "Amendment No. 1") is being filed solely for the purpose of
filing the information required to be filed in Part III of Form 10-K.

 Pursuant to Rule 12b-15 under the Securities Exchange
Act of 1934, as amended ("Exchange Act"), this Amendment also contains new certifications by the principal executive officer
and the principal financial officer of the Company as required by Section 302 of the Sarbanes-Oxley Act of 2002. Item 15(a)(3) of Part
IV of this Annual Report on Form 10-K is amended to include the currently dated certifications as exhibits. No financial statements are
included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation
S-K; accordingly, paragraphs 3, 4 and 5 of the certifications have been omitted. Similarly, because no financial statements have been
included in this Amendment, certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 have been omitted.

 Except as expressly noted in this Amendment, this
Amendment does not reflect events occurring after the filing of the Original Form 10-K or modify or update in any way any of the other
disclosures contained in the Original Form 10-K including, without limitation, the financial statements. Accordingly, this Amendment should
be read in conjunction with the Original Form 10-K and the Company's other filings with the SEC. Capitalized terms used, but not
defined herein, shall have the meaning ascribed to them in the Original Form 10-K.

 Page

 Item 10.

 Directors, Executive Officers and Corporate Governance

 Item 11.

 Executive Compensation

 Item 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence

 Item 14.

 Principal Accounting Fees and Services

 Item 15.

 Exhibits and Financial Statement Schedules

 Signatures

 ITEM
10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 The following table sets forth certain information
with respect to our current directors and executive officers. The term for each director expires at our next Annual Meeting or until his
successor is appointed and qualified. The ages of the directors and officers are shown as of August 31, 2025:

 Name

 Age

 Current Office with Company

 Positions Held Since

 Daniel E. Gorski

 Chief Executive Officer

 January 2007

 August 2012

 December 2009

 Cecil Wall

 August 2007

 Jonathan S Beigle

 May 2025

 Donald E Hulse

 March 2024

 March 2024

 Wm Chris Mathers

 Chief Financial Officer

 February 2016

 Daniel E. Gorski – Mr. Gorski has
served as a director of the Company since January 2007 and as the Company's chief executive officer since August 2012. Prior thereto,
Mr. Gorski served as the Company's president and chief executive officer from January 2007 to May 2011 and chief operating officer
from May 2011 to December 2011. From July 2004 to January 2006, Mr. Gorski was the co-founder and vice president of operations for High
Plains Uranium Inc., a uranium exploration and development company that went public on the Toronto Stock Exchange in December 2005. Between
June 1996 to May 2004, Mr. Gorski served as an officer and director of Metalline Mining Co., a publicly traded mining and development
company with holdings in the Sierra Mojada Mining District, Coahuila, Mexico. From January 1992 to June 1996, Mr. Gorski was the exploration
geologist under contract to USMX Inc. and worked exclusively in Latin America. Mr. Gorski earned a BS in 1960 from Sul Ross State College,
in Alpine, Texas and an MA in 1970 from the University of Texas in Austin, Texas. Mr. Gorski has over fifty years of experience in the
mining industry. Mr. Gorski's extensive technical knowledge and experience in the mining industry combined with his historical relationship
with the Round Top project permits Mr. Gorski to provide the Board with valuable insight to the exploration and development of the Round
Top project. Accordingly, the Board believes that Mr. Gorski should serve on the Board.

 Anthony Marchese – Mr. Marchese has
served as a director since December 2009. Since July 2018, Mr. Marchese has served as president of Marchese Management Co., LLC, a strategic
advisory firm that consults to both public and private emerging growth companies. Mr. Marchese also serves as the general partner and
chief investment officer of the Insiders Trend Fund, LP, an investment partnership whose mandate is to invest in those public companies
whose officers and/or directors have been active acquirers of their own stock. Mr. Marchese's prior experience includes TriPoint
Global Equities (managing director/Capital Markets- 2012-2018), Axiom Capital Management, Inc. (managing director – 2011-2012),
Monarch Capital Group, LLC (president and chief operating officer – 2003 to 2011), Laidlaw Equities (senior vice president - April
1997 to March 2002), Southcoast Capital (senior vice president – May 1988 to April 1997), Oppenheimer & Co (limited partner
– September 1982 to May 1988), Prudential-Bache (vice president – July 1981 to August 1982) and the General Motors Corporation
(analyst – June 1980 to June 1981). Mr. Marchese served in the military with the Army Security Agency and the U.S. Army Intelligence
and Security Command. Mr. Marchese received an MBA in Finance from the University of Chicago. Mr. Marchese provides the Board with exceptional
leadership and management knowledge, having gained extensive management and corporate finance experience during the course of his career.
Mr. Marchese's specific experience, qualifications, attributes and skills described above led the Board to conclude that Mr. Marchese
should serve as a member of the Board.

 Cecil C. Wall – Mr. Wall has served
as a director since August 2007. Mr. Wall attended Carbon County College and Utah State University. In 1969, he acquired control of a
publicly traded company, Altex Oil Co. (formerly known as Mountain Valley Uranium), listed on the American Stock Exchange. Under Mr. Wall's
leadership, Altex established a 20,000 acre position in what became the Greater Altamont Field at Altamont, Utah. Mr. Wall sold his interest
in Altex in 1985. Mr. Wall was also part of the founding group for the 2007 reorganization of Standard Silver Corp. which became the Company.
He is currently the manager for C-Wall Investment Company, LLC, a Utah Limited Liability Company. In addition, he is the president of
several family-owned private companies, and he brings wide business experience and close relations with many of the original shareholders.
Mr. Wall's past experience with the Company and public companies in general provides the Board with guidance on public company matters
and insight into the Company's historical operations. Mr. Wall's specific experience, qualifications, attributes and skills
described above led the Board to conclude that Mr. Wall should serve as a member of the Board.

 Jonathan
Beigle - Mr. Beigle has served as a director since May 2025. Mr. Beigle is a senior executive with more than 20 years of
experience working in various leadership roles across the metals and mining industry. Since 2020, Mr. Beigle has served as director,
president and chief executive officer of Ridgeline Royalties Incorporated ("Ridgeline"), a leading source of royalty and
stream financing for miners that supply the clean energy marketplace. Prior to founding Ridgeline, Mr. Beigle was a part of Newmont
Corporation's (NYSE: NEM) award-winning investor relations team from 2018 through 2020. From 2004 until 2016, Mr. Beigle was a
mining analyst at Manning & Napier Advisors, an institutional investment firm in Fairport, NY. Mr. Beigle's past board
experience includes service on the board of directors (2020-2024) of the Rocky Mountain Chapter of the National Investor
Relations Institute and as a member of the Finance Strategic Committee (2018-2021) for the Society for Mining, Metallurgy and
Exploration. Mr. Beigle has a Master of Science degree in mining engineering and management from the South Dakota School of Mines
and a Bachelor of Science degree in business with a specialization in finance from Liberty University. Mr. Beigle is a CFA charter
holder. Mr. Beigle's specific experience, qualifications, attributes and skills described above led the Board to conclude that
Mr. Beigle should serve as a member of the Board.

 Donald Hulse – Mr. Hulse has served
as a director since March 2024. Mr. Hulse has served as director of business development and mining at Forte Dynamics, Inc. since January
2023, served as a corporate vice-president of WSP USA from July 2021 until December 2023, and served as vice president mining of Gustavson
Associates LLC from February 2008 until July 2021. Mr. Hulse has 40 years of experience in the mining industry, including technical and
general management in a multi-cultural/multi-lingual environment. Mr. Hulse has performed due diligence review and consulting in mineral
resources and mine design and planning in North and South America, Europe and Asia. Mr. Hulse's project experience includes involvement
with gold, silver, base metals, and industrial minerals. Mr. Dulse has led project teams through permitting, construction and commissioning
of two mines in Mexico, and has been a team member for strategic re-engineering three gold operations. Mr. Hulse was an adjunct professor
at Colorado School of Mines from August 2022 through December 2022 and received a B.S. degree in 1982 from the Colorado School of Mines.
Mr. Hulse is a licensed engineer and a "qualified person" as defined in Item 1300 of Regulation S-K for purposes of reporting
on mineral assets for SEC purposes. Mr. Hulse's mining experience and qualifications led the Board to believe that Mr. Hulse is
qualified to serve as a member of the Board.

 Deepak Malhotra – Mr. Malhotra has
served as a director since March 2024. Mr. Malhotra has served as president and principal of Resource Development Inc., a metallurgical
testing and consulting company that he formed, since 1990. Mr. Malhotra has over 40 years of experience providing consulting services
in process design, process development, plant auditing, project management, and capital and opening cost estimates. Mr. Malhotra serves
or has served as a director of the following public companies: (i) Rare Earth Ridge Resources since 2023; (ii) Euro Pacific
Materials since 2018; (iii) Magellan Gold Corp. from 2016 to December 2023; (iv) Teako Gold Corp. from 2020 to 2022; (v) Cardero
Resources from 2016 to 2021; (vi) Canagold Corp. from 2015 to 2022; (vii) Pro Solv Consulting from 2018 to 2022; and (viii) Resources
Development Inc. from 1990 to 2022. Mr. Malhotra holds a Ph. D. in mineral economics and a M.S. in metallurgical engineering. Mr. Malhotra
specializes in strategic planning due diligence, acquisitions, divestures, training, feasibility studies, preparation of N143-101 documents,
and more. Mr. Malhotra has managed projects in research, process development for new projects, processing plant troubleshooting, plant
audits, detailed engineering and overall business management. Mr. Malhotra has assisted in the commercialization of 15 plants worldwide
with capital ranging from $50 to $750 million and has performed more than 25 audits of mining operations worldwide. Mr. Malhotra holds
four patents and has published over 60 articles and edited several books. Mr. Malhotra's mining experience and qualifications led
the Board to believe that Mr. Malhotra is qualified to serve as a member of the Board.

 Wm. Chris Mathers – Mr. Mathers has
served as chief financial officer of the Company since 2016. Mr. Mathers is a senior finance and accounting professional with more than
45 years of experience in financial accounting, mergers and acquisitions, SEC compliance and operational and administrative support. Mr.
Mathers holds a BBA in Accounting from Southwestern University in Georgetown, Texas, and is a Certified Public Accountant. Mr. Mathers
began his career in public accounting in 1981 with the accounting firm of Price Waterhouse focusing on multi-national public audits. From
1983 through 1989, Mr. Mathers was in private practice focusing on tax preparation, and the financial audits of corporations, partnerships
and individuals. From 1989 through 1993, Mr. Mathers was a controller and administrative officer of GJR Investments, Inc., a national
real estate firm. Beginning in 1994, Mr. Mathers began work as chief financial officer for several privately and publicly held companies,
including: InterSystems, Inc. of Houston, Texas, a multi-state manufacturing firm; Nexus Custom Electronics, Inc., a manufacturer of circuit
boards to private industry and the U.S. Department of Defense; and Interactive Nutrition International, Inc., Ottawa, Canada, a manufacturer
of Nutritional products.

 Recent Resignations

 In January 2025, LaVern Lund and Peter Denetclaw
resigned as members of our Board of Directors, and in May 2025, Kevin Francis resigned as a member of our Board of Directors.

 Arrangements between Officers and Directors

 To our knowledge, there is no arrangement or understanding
between any of our directors and executive officers with any other person, including directors and executive officers, pursuant to which
the director or officer was selected to serve in such position, except as set forth below.

 Pursuant to the investment by Navajo Transitional
Energy Company ("NTEC") in 2019, NTEC has the right to appoint two director nominees as long as its ownership is at least
2,555,813 shares of our common stock, of which Messrs. Lund and Denetclaw served as director nominees until their respective resignations
in January 2025. As of the date hereof, no NTEC nominee serves as a director (although NTEC still has nomination rights with respect to
two directors).

 Family Relationships

 None of our directors or executive officers are
related by blood, marriage, or adoption to any other director or executive officer.

 Board of Directors Structure

 The Company's current bylaws require the
Board to consist of one or more directors, the number of directors to be determined from time to time by resolution of the stockholders
or by resolution of the Board. The current Board is composed of six directors.

 Director Independence

 The Company currently has five independent directors,
as defined by the OTC Markets Group OTCQB independence standards, as follows:

 Cecil Wall

 Jonathan Beigle

 Don Hulse

 Board Committees

 The Board has established three board committees:
an Audit Committee, a Compensation Committee, and a Corporate Governance and Nominating Committee.

 The information below sets out the current members
of each of the Company's board committees and summarizes the functions of each of the committees in accordance with their mandates.

 Audit Committee and Audit Committee Financial
Experts

 The Company has a standing Audit Committee and
audit committee charter, which complies with Rule 10A-3 of the Exchange Act. The Audit Committee was established in accordance with Section
3(a)(58)(A) of the Exchange Act. The Audit Committee is currently comprised of three (3) directors, all of whom, in the opinion of the
Board, are independent (in accordance with the OTC Markets Group, Inc. OTCQB independence standards), being Anthony Marchese (Chairman),
Don Hulse and Jonathan Beigle. Mr. Marchese is a "financial expert" as defined under Item 407(d)(5) of Regulation S-K.

 The Audit Committee is responsible for the oversight
of the Company's accounting and financial reporting processes. This includes the selection and engagement of the Company's
independent registered public accounting firm and review of the scope of the annual audit, audit fees and results of the audit.

 The Audit Committee monitors the Company's
audit and the preparation of financial statements and all financial disclosure contained in the Company's SEC filings. The Audit
Committee appoints the Company's external auditors, monitors their qualifications and independence and determines the appropriate
level of their remuneration. The external auditors report directly to the Audit Committee. The Audit Committee has the authority to terminate
the Company's external auditors' engagement and approve in advance any services to be provided by the external auditors that
are not related to the audit.

 A copy of the Audit Committee charter is available
for review on the Company's website at

 Compensation Committee

 The Company has a Compensation Committee comprised
of three (3) directors, each of whom, in the opinion of the Board, are independent (as determined under the OTC Markets Group OTCQB independence
standards), being Cecil Wall (Chairman), Jonathan Beigle, and Don Hulse.

 The Compensation Committee has adopted a charter.
The Compensation Committee is responsible for considering and authorizing terms of employment and compensation of executive officers.
The Company's Chief Executive Officer may not be present during the voting determination or deliberations of his or her compensation;
however, the Compensation Committee does consult with the Company's Chief Executive Officer in determining and recommending the
compensation of directors and other executive officers.

 In addition, the Company's Compensation
Committee reviews both our overall salary objectives and other compensation policies and practices. The Compensation Committee has determined
that the Company's compensation policies and practices are not reasonably likely to have a material adverse effect on the Company.

 The Compensation Committee does not and cannot
delegate its authority to determine director and executive officer compensation. Our Compensation Committee and management did not engage
the services of an external compensation consultant during fiscal year 2025.

 A copy of the Compensation Committee charter is
available for review on the Company's website at

 Corporate Governance and Nominating Committee

 General

 The Company has a Corporate Governance and Nominating
Committee composed of three directors, Anthony Marchese, Jonathan Beigle and Deepak Malhotra (Chairman).

 The Company's Corporate Governance and Nominating
Committee are responsible for developing the Company's approach to corporate governance issues. The Committee evaluates the qualifications
of potential candidates for director and recommends to the Board nominees for election at the next annual meeting or any special meeting
of stockholders, and any person to be considered to fill a Board vacancy resulting from death, disability, removal, resignation or an
increase in Board size. The Committee has not adopted a formal policy which sets forth the criteria the Board will assess in connection
with the consideration of a candidate. Instead the Committee considers a multitude of qualifications and characteristics, including the
candidate's integrity, reputation, judgment, knowledge, independence, experience, accomplishments, commitment and skills, all in
the context of an assessment of the perceived needs of the Board at that time.

 A copy of the Corporate Governance and Nominating
Committee charter is available on the Company's website at

 Board Diversity

 The Company does not have a formal policy regarding
diversity in the selection of nominees for directors.

 Recommendations to the Board

 The Corporate Governance and Nominating Committee
will consider recommendations for director nominees made by stockholders and others if these individuals meet the criteria for consideration.
For consideration by the Corporate Governance and Nominating Committee, the nominating stockholder or other person must provide the Corporate
Secretary at the Company's principal offices with information about the nominee, including the detailed background of the suggested
candidate that will demonstrate how the individual meets the Company's director nomination criteria. If a candidate proposed by
a stockholder meets the criteria, the individual will be considered on the same basis as other candidates. There have been no changes
to the procedures by which stockholders may recommend nominees to the board of directors.

 Board Leadership Structure

 The Board has reviewed the Company's current
Board leadership structure in light of the composition of the Board, the Company's size, the nature of the Company's business,
the regulatory framework under which the Company operates, the Company's stockholder base, the Company's peer group and other
relevant factors. Considering these factors the Board has determined to have a separate Chief Executive Officer and Chairman of the Board.
The Chairman of the Board is a non-executive position. The Board has determined that this structure is currently the most appropriate
Board leadership structure for the Company.

 The Board of Director's Role in Risk
Management Oversight

 The understanding, identification and management
of risk are essential elements for the successful management of the Company. Risk oversight begins with the Board and the Audit Committee.
The Audit Committee reviews and discusses policies with respect to risk assessment and risk management. The Audit Committee also has oversight
responsibility with respect to the integrity of the Company's financial reporting process and systems of internal control regarding
finance and accounting, as well as its financial statements. Based on a review of the nature of operations, the Board does not believe
that any areas of the Company have incentive to take excessive risks that would likely have a material adverse effect on the Company's
operations.

 Insider Trading Policy and Prohibition against
Hedging and Pledging Transactions

 Pursuant to our amended and restated insider trading
policy adopted in November 2024 which was filed as an exhibit to the Annual Report for the fiscal year ended August 31, 2024 ("Insider
Trading Policy"), short sales of the Company's securities are prohibited. This prohibition also applies to any derivative
securities that provide the economic equivalent of ownership of any of the Company's securities or an opportunity, direct or indirect,
to profit from any change in the value of the Company's securities. In addition, pledging of our securities as collateral for a
loan (or modifying an existing pledge) is not permitted.

 The Insider Trading Policy sets forth the procedures
governing the purchase, sale, and/or other disposition of the Company's common stock by officers, directors and employees designed
to promote compliance with insider trading laws, rules and regulations. Neither any executive officer or director nor the Company adopted
or terminated a Rule 10b5-1 trading arrangement (or non-Rule 10b5-1 trading arrangement) during the last fiscal quarter of our fiscal
year ended August 31, 2025.

 Code of Business and Ethical Conduct

 The Company has adopted a corporate Code of Business
and Ethical Conduct administered by its President and Chief Executive Officer, Daniel Gorski. The Company believes its Code of Business
and Ethical Conduct is reasonably designed to deter wrongdoing and promote honest and ethical conduct, to provide full, fair, accurate,
timely and understandable disclosure in public reports, to comply with applicable laws, to ensure prompt internal reporting of code violations,
and to provide accountability for adherence to the code. The Company's Code of Business and Ethical Conduct provides written standards
that are reasonably designed to deter wrongdoing and to promote:

 Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

 Full, fair, accurate, timely and understandable disclosure in reports and documents that are filed with, or submitted to, the Commission and in other public communications made by an issuer;

 Compliance with applicable governmental laws, rules and regulations;

 Prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and

 Accountability for adherence to the code.

 The Company's Code of Business and Ethical
Conduct is available on our web site at  A copy of the Code of Business and Ethical Conduct will be provided to any
person without charge upon written request to the Company at its executive offices. We intend to disclose any waiver from a provision
of the Code of Business and Ethical Conduct that applies to any of the Company's principal executive officer, principal financial
officer, principal accounting officer or controller or persons performing similar functions that relates to any element of the Company's
Code of Business and Ethical Conduct on the Company's website. No waivers were granted from the requirements of the Code of Business
and Ethical Conduct during the year ended August 31, 2025, or during the subsequent period thereto.

 ITEM 11. EXECUTIVE COMPENSATION

 The following summary compensation tables set
forth information concerning the annual and long-term compensation for services in all capacities to the Company for the years stated
for those persons who were, at August 31, 2025, named executive officers. "Named Executive Officer" means: (a) each principal
executive officer, (b) the two most highly compensated executive officers other than the principal executive officer, at the end of the
most recently completed financial year; and (c) up to two additional individuals who would be an Named Executive Officer under paragraph
(b) but for the fact that the individual was not serving as an executive officer of the Company at the end of that financial year. There
are only two Named Executive Officers, each of which is listed below. The Company only has two employees, being our Named Executive Officers.

 Summary Compensation Table

 Name and principal position

 Year

 Salary

 (US$)

 Bonus

 (US$)

 Stock or Option Awards

 (US$)

 Nonequity Incentive Plan Compensation

 Nonqualified Deferred Compensation Earnings

 All Other Compensation

 (US$)

 Total Compensation

 (US$)

 Daniel Gorski

 2025

 $

 —

 —

 —

 —

 —

 $

 Chief Executive Officer

 2024

 $

 —

 —

 —

 —

 —

 $

 Wm Chris Mathers

 2025

 $

 —

 —

 —

 —

 —

 $

 Chief Financial Officer

 2024

 $

 —

 —

 —

 —

 —

 $

 In August 2012, the Company agreed to pay to Mr.
Daniel Gorski the amount of $120,000 annually in connection with his appointment as Chief Executive Officer of the Company. The Company
and Mr. Gorski have not entered into a formal written employment agreement in relation to Mr. Gorski's compensation and employment
terms as Chief Executive Officer. Mr. Gorski is currently being paid $120,000 per year. Mr. Mathers is currently being paid $60,000 per
year pursuant to an at-will employment arrangement. The Company does not believe that its compensation arrangements with its Named Executive
Officers create inherent risks that may have a material adverse effect on the Company.

 The Board currently doesn't grant equity
awards to its Named Executive Officers and has no written policy regarding the timing of any equity awards to Named Executive Officers.

 As required under SEC rules adopted pursuant to
the Dodd-Frank Act and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive
compensation and certain measurements of the Company's performance.

 The following table sets forth the information
of our NEOs, consisting of the Company's primary executive officer ("PEO") and primary financial officer ("PFO")
for the fiscal years ended August 31, 2025, 2024 and 2023. The amounts represented under "compensation actually paid" ("CAP")
were computed in accordance with SEC rules relative to Item 402(v) of Regulation S-K.

 Pay Versus Performance Table

 Year

 Summary compensation table total for PEO (1)

 Summary compensation table total for non-PEO (2)

 Compensation actually paid to PEO

 Compensation actually paid to non-PEO

 Average summary compensation table total for non-PEO NEOs (3)

 Average compensation actually paid to non-PEO and NEOs (3)

 Value of initial fixed $100 investment based on total shareholder return

 Net income

 (Loss)

 8/31/2023

 $

 $

 $

 $

 $

 —

 $

 —

 $

 57.25

 $

 (2,591,961

)

 8/31/2024

 $

 $

 $

 $

 $

 —

 $

 —

 $

 21.74

 $

 (833,009

)

 8/31/2025

 $

 $

 $

 $

 $

 —

 $

 —

 $

 84.06

 $

 (1,933,253

)

 (1) Represents amounts actually paid to our CEO Daniel E Gorski

 (2) Represents amounts actually paid to our CFO Wm Chris Mathers

 (3) No non-PEO NEOs were paid by the Company as there exists only two
employees, Messrs. Gorski and Mathers.

 Executive Compensation Agreements and Summary
of Executive Compensation

 During the year ended August 31, 2025, the Board
and the Company's Compensation Committee were responsible for establishing a compensation policy and administering the compensation
programs of the Company's executive officers.

 Salary

 The amount of compensation paid by the Company
to each of the Company's officers and the terms of those persons' employment is determined by the Compensation Committee.
The Compensation Committee evaluates past performance and considers future incentive and retention in considering the appropriate compensation
for the Company's officers. The Company believes that the compensation paid to the Company's executive officers is fair to
the Company.

 Stock Incentive Awards

 The Compensation Committee believes that the use
of direct stock awards is at times appropriate for employees, and in the future may use direct stock awards to reward outstanding service
or to attract and retain individuals with exceptional talent and credentials. The use of stock options and other awards would be intended
to strengthen the alignment of interests of executive officers and other key employees with those of our stockholders.

 Executive Compensation Agreements

 Agreement with Mr. Gorski

 The Company pays Mr. Daniel Gorski a salary in
the amount of $120,000 annually in connection with his appointment as Chief Executive Officer of the Company. The Company and Mr. Gorski
have not entered into a formal written employment agreement.

 Agreement with Wm. Chris Mathers

 The Company pays Mr. Wm. Chris Mathers a salary
in the amount of $60,000 annually in connection with his appointment as Chief Financial Officer of the Company. The Company and Mr. Mathers
have not entered into a formal written employment agreement.

 Outstanding Equity Awards At Fiscal Year-End

 There were no awarded stock options previously
issued to Named Executive Officers that were outstanding as of August 31, 2025.

 Nonqualified Deferred Compensation

 The Company does not offer nonqualified or qualified
deferred compensation or retirement benefits to any of its Named Executive Officers.

 Compensation Policy and Practices as it Relates
to Risk Management

 Neither the Compensation Committee nor the Board
believe that the Company's compensation practices provide any material risk to, or have an adverse effect on, the Company, as the
compensation consists solely of salary.

 There is no golden parachute or change of control
compensation arrangements.

 The Company does not grant awards of stock options,
but does issue Board members shares for services rendered. The Board does not maintain a written policy regarding the timing of awards
of shares of common stock in relation to the disclosure of material non-public information. Neither the Board nor the Compensation Committee
takes material nonpublic information into account when determining the timing and terms of equity-based awards and, during the fiscal
year ended August 31, 2025, the Company did not time the disclosure of material nonpublic information for the purpose of affecting the
value of compensation.

 Director Compensation

 The following table sets forth the compensation
granted to our directors during the fiscal year ended August 31, 2025. No cash director fees are paid and this has been the Company's
policy for more than the last two fiscal years. All director fees for services rendered are paid through the issuance of shares of Company
Common Stock or through non-qualified options to purchase shares of Company Common Stock. No director compensation is paid to Mr. Gorski.

 Fees Paid or

 Fee Paid or

 Earned in

 Earned in

 Option

 Cash

 Stock

 Awards

 Total

 Name

 ($)

 ($)

 ($)

 ($)

 $

 —

 $

 92,835

 (3)

 $

 —

 $

 92,835

 Cecil Wall

 $

 —

 $

 42,334

 (3)

 $

 —

 $

 42,334

 Peter Denetclaw, Jr. (1)

 $

 —

 $

 9,335

 (3)(4)

 $

 —

 $

 9,335

 LaVern Lund (1)

 $

 —

 $

 10,335

 (3)(4)

 $

 —

 $

 10,335

 Kevin Francis (2)

 $

 —

 $

 26,631

 (3)(5)

 $

 —

 $

 26,631

 Donald E Hulse

 $

 —

 $

 33,501

 (3)

 $

 —

 $

 33,501

 $

 —

 $

 30,202

 (3)

 $

 —

 $

 30,202

 Jonathan Beigle

 $

 —

 $

 15,900

 (3)(6)

 $

 —

 $

 15,900

 (1)
 Each of Messrs. Denetclaw and Lund resigned as a director in January 2025.

 (2)
 Mr. Francis resigned as a director in May 2025.

 (3)
 This value calculation equates to the market value of our Common Stock on the date of grant of shares
of Common Stock issued for director services rendered, less a 20% discount.

 (4)
 Through date of resignation from the Board of Directors in January 2025.

 (5)
 Through date of resignation from the Board of Directors in May 2025.

 (6)
 From appointment to the Board of Directors in May 2025.

 Each of our directors is reimbursed reasonable
out of pocket expenses associated with attending our board meetings.

 ITEM 12.

 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 The following tables set forth information as
of December 12, 2025, regarding the ownership of the Company's common stock by: (i) each Named Executive Officer, each director
and all of the Company's directors and executive officers as a group; and (ii) each person who is known by us to own more than 5%
of the Company's shares of common stock. The number of shares beneficially owned and the percentage of shares beneficially owned
are based on 81,335,813 shares of common stock outstanding as of December 12, 2025.

 Beneficial ownership is determined in accordance
with the rules and regulations of the Securities and Exchange Commission. Shares subject to options that are exercisable within 60 days
following December 12, 2025 are deemed to be outstanding and beneficially owned by the optionee for the purpose of computing share and
percentage ownership of that optionee but are not deemed to be outstanding for the purpose of computing the percentage ownership of any
other person. Except as indicated in the footnotes to this table, and as affected by applicable community property laws, all persons listed
have sole voting and investment power for all shares shown as beneficially owned by them.

 Name and Address of Beneficial Owner

 Number of

 Shares of

 Common Stock

 Beneficially

 Owned

 Percent of

 Class

 Beneficially

 Owned

 Daniel E. Gorski

 7,273,090

 (1)

 9.0

 %

 7,307,156

 (2)

 9.0

 %

 Cecil Wall

 2,640,311

 (3)

 3.3

 %

 Wm Chris Mathers

 454,704

 *

 Jonathan Beigle

 26,159

 *

 Donald E. Hulse

 56,272

 *

 167,777

 *

 All directors and executive officers as a group (7 persons)

 17,925,469

 22.2

 %

 Navajo Transitional Energy Company

 9,161,883

 (4)

 11.6

 %

 * Less than 1%.

 (1)

 Consists of (i) 7,073,090 shares of Common Stock and 200,000 shares of Common Stock underlying a currently exercisable warrant.

 (2)

 Consists of (i) 4,042,449 shares of Common Stock owned individually, (ii) 2,264,707 shares of common stock registered in the name of the Insiders Trend Fund, LP., an entity in which Mr. Marchese serves as general partner and chief investment officer and 1,000,000 shares of Common Stock underlying a currently exercisable warrant.

 (3)

 Consists of (i) 216,157 shares of Common Stock owned by Cecil Wall individually and (ii) 1,924,154 shares of Common Stock owned by various trusts controlled by Mr. Wall, and 500,000 shares of Common Stock underlying a currently exercisable warrant.

 (4)

 Includes 9,161,883 shares of common stock owned by Navajo Transitional Energy Company, of which each of Messrs. Lund and Denetclaw, former directors, have voting and investment power with respect to these shares.

 It is believed by the Company that all persons
named have full voting and investment power with respect to the shares indicated, unless otherwise noted in the table and the footnotes
thereto. Under the rules of the SEC, a person (or group of persons) is deemed to be a "beneficial owner" of a security if
he or she, directly or indirectly, has or shares the power to vote or to direct the voting of such security, or the power to dispose of
or to direct the disposition of such security. Accordingly, more than one person may be deemed to be a beneficial owner of the same security.
A person is also deemed to be a beneficial owner of any security which that person has the right to acquire within 60 days, such as options
or warrants to purchase our common stock.

 The Company is not, to the best of our knowledge,
directly or indirectly owned or controlled by another corporation or foreign government.

 Change in Control

 The Company is not aware of any arrangement that
might result in a change in control in the future. The Company has no knowledge of any arrangements, including any pledge by any person
of our securities, the operation of which may at a subsequent date result in a change in the Company's control.

 Section 16(a) Beneficial Ownership Reporting
Compliance; Delinquent Section 16(a) Reports

 Section 16(a) of the Exchange Act requires the
Company's officers, directors, and persons who beneficially own more than 10% of the Company's common stock to file reports
of ownership and changes in ownership with the SEC.

 Based solely on our review of the copies of such
forms received by us, or written representations from certain reporting persons, the Company believes that during fiscal year ended August
31, 2025 the filing requirements applicable to its officers, directors and greater than 10% percent beneficial owners were complied with,
except for: (i) Mr. Marchese was issued 67,130 shares of the Company's Common Stock on January 6, 2025, as a director and
failed to timely file a Form 4; (ii) Mr. Marchese was issued 56,641 shares of the Company's Common Stock on April 4, 2025 as
a director and failed to timely file a Form 4; (iii) Mr. Wall was issued 32,407 shares of the Company's Common Stock on January
5, 2025 as a director and failed to timely file a Form 4; (iv) Mr. Mr. Wall was issued 27,344 shares of the Company's Common
Stock on April 4, 2025 as a director and failed to timely file a Form 4; (v) Mr. Wall was issued 23,628 shares of the Company's
Common Stock on July 21, 2025 as a director and failed to timely file a Form 4; (vi) Mr. Beigle was issued 8,918 shares of the Company's
Common Stock on July 21, 2025 as a director and failed to timely file a Form 4; (vii) Mr. Hulse was issued 33,203 shares of the Company's
Common Stock on April 4, 2025 as a director and failed to timely file a Form 4, and (vii) Mr. Malhotra was issued 23,438 shares of the
Company's Common Stock on April 4, 2025 as a director and failed to timely file a Form 4.

 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 Review of Transactions

 The Company has a policy for the review of transactions
with related persons as set forth in the Company's Audit Committee Charter and internal practices. The policy requires review, approval
or ratification of all transactions in which the Company is a participant and in which any of the Company's directors, executive
officers, significant stockholders or an immediate family member of any of the foregoing persons has a direct or indirect material interest,
subject to certain categories of transactions that are deemed to be pre-approved under the policy - including employment of executive
officers, director compensation, as well as certain transactions where the amounts involved do not exceed specified thresholds.

 Acquisition of a Property

 In December 2024, Dan Gorski, our chief executive officer and a director,
assigned all of his ownership interest in the Carlisle mine and related real estate to a wholly-owned subsidiary of the Company in consideration
for a $75,000 promissory note, without interest, due and payable by the Company in December 2025, secured by the property conveyed.
Mr. Gorski acquired the property in 2022 for $75,000. The Carlisle mine and related real estate consist of the following:

 Carlisle Millsite, patent No. 280, described as Section 12, township 17S, range 21W, comprising 5.00 acres, more or less;

 Homestead Lode, patent No. 283, described as Section 12, township 17S, range 21W, comprising 17.91 acres, more or less;

 Columbia Lode, patent No. 284, Described as Section 12, township 17S, range 21W, comprising 19.46 acres, more or less; and

 Carlisle Lode, patent No. 279, described as Section 01, township 17S, range 21W, compromising 20.660 acres, more or less.

 Recent Financing

 In February 2025, pursuant to the closing of $1,098,000
of debt financing in accordance with loan agreements, the Company issued unsecured promissory notes in the principal amount of $1,098,000
and, as additional consideration for effecting the loans, the Company issued five-year warrants to purchase an aggregate of up to 10,980,000
shares of common stock.

 The unsecured notes did not bear interest, matured
on August 10, 2025, and were convertible at any time on or prior to the maturity date, at the option of the holders, into shares of common
stock at a conversion price of $0.30 per share. As of August 9, 2025, all of the notes in an aggregate principal amount of $1,098,000
were converted by the holders into an aggregate of 3,660,000 shares of common stock pursuant to the terms of the fixed conversion rate
in the notes. As a result, these notes have been extinguished in full.

 The warrants are exercisable, at any time on or
prior to February 10, 2030, to purchase an aggregate of 10,980,000 shares of common stock at a purchase price of $0.30 per share. The
Company has granted piggy-back registration rights with respect to the resale of the shares of common stock underlying the warrants and,
commencing on February 10, 2026, if the resale of the underlying shares may not be effected pursuant to an effective resale registration
statement, the warrants provide for a net issuance exercise.

 Board members participated in the financing and
the Company issued unsecured notes representing an aggregate principal amount of $178,000 (which notes were converted into 593,334 shares
of common stock) and warrants exercisable to purchase up to 1,780,000 shares of common stock to these directors, with Mr. Marchese participating
in the amount of $100,000, Mr. Wall participating in the amount of $50,000, Mr. Gorski participating in the amount of $20,000, and Mr.
Malhotra participating in the amount of $8,000. Family members of Mr. Marchese (not residing in the household of Mr. Marchese) participated
in the amount of $225,000 (which notes were converted into 750,000 shares of common stock) and were issued warrants exercisable to purchase
up to 2,250,000 shares of common stock. Two family members of Mr. Wall (not residing in the household of Mr. Wall) participated in the amount
of $75,000 (which notes were converted into 250,000 shares of common stock) and was issued a warrant to purchase up to 750,000 shares of
common stock.

 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 The following table sets forth information regarding
the amount billed to us by our independent auditor, Ham, Langston & Brezina, L.L.P., for our two fiscal years ended August 31, 2025
and 2024, respectively:

 Years Ended August 31,

 2025

 2024

 Audit Fees

 $

 93,650

 $

 88,950

 Audit Related Fees

 —

 —

 Tax Fees

 5,250

 5,250

 All Other Fees

 —

 —

 Total

 $

 98,900

 $

 94,200

 Audit Fees

 Consist of fees billed for professional services
rendered for the audit of our financial statements and review of interim financial statements included in quarterly reports and services
that are normally provided by the principal accountants in connection with statutory and regulatory filings or engagements.

 Audit Related Fees

 There were no "Audit Related Fees"
charged which would have consisted of fees billed for assurance and related services that are reasonably related to the performance of
the audit or review of our financial statements and are not reported under "Audit Fees".

 Tax Fees

 Consist of fees billed for professional services
for tax compliance, tax advice and tax planning. These services include preparation of federal and state income tax returns.

 All Other Fees

 There were no "All Other Fees" which
would have consisted of fees for product and services other than the services reported above.

 Policy on Pre-Approval by Audit Committee of
Services Performed by Independent Auditors

 The Audit Committee has adopted procedures requiring
the Audit Committee to review and approve in advance, all particular engagements for services provided by the Company's independent
auditor. Consistent with applicable laws, the procedures permit limited amounts of services, other than audit, review or attest services,
to be approved by one or more members of the Audit Committee pursuant to authority delegated by the Audit Committee, provided the Audit
Committee is informed of each particular service. All of the engagements and fees for the fiscal year ended August 31, 2025 were pre-approved
by the Audit Committee. The Audit Committee reviews with Ham, Langston & Brezina, L.L.P., whether the non-audit services to be provided
are compatible with maintaining the auditor's independence.

 ITEM 15. EXHIBITS, FINANCIAL STATEMENTS AND SCHEDULES

 (a) The following documents
are filed as part of this Amendment No. 1 to Annual Report on Form 10-K/A:

 3. Exhibits.

 The following exhibits are filed (or incorporated
by reference herein) as part of this Amendment No. 1 to Annual Report on Form 10-K/A:

 Exhibit
 No.

 Description

 2.1

 Plan of Conversion, dated August 24, 2012, incorporated by reference to Exhibit 2.1 of our Form 8-K filed with the SEC on August 29, 2012.

 3.1

 Delaware Certificate of Conversion, incorporated by reference to Exhibit 3.1 of our Form 8-K filed with the SEC on August 29, 2012.

 3.2

 Delaware Certificate of Incorporation, incorporated by reference to Exhibit 3.2 of our Form 8-K filed with the SEC on August 29, 2012.

 3.3

 Delaware Certificate of Amendment, incorporated by reference to Exhibit 3.1 of our Form 8-K filed with the SEC on March 18, 2016.

 3.4

 Delaware Bylaws, incorporated by reference to Exhibit 3.3 of our Form 8-K filed with the SEC on August 29, 2012.

 3.5

 Common Stock, par value $0.01; 100,000,000 shares authorized, 72,869,220 shares issued and outstanding as of August 31, 2022.

 4.1

 Form of Common Stock Certificate, incorporated by reference to Exhibit 4.1 of our Form 10-K for the period ended August 31, 2009 filed with the SEC on February 8, 2011.

 4.2

 Form of Warrant Indenture, incorporated by reference to Exhibit 4.2 of our Form S-1/A filed with the SEC on December 10, 2014.

 4.3

 Form of Class A Warrant, included as Schedule A in Exhibit 4.2.

 4.4

 Form of Class B Warrant, included as Schedule B in Exhibit 4.2.

 10.1

 Amended and Restated 2008 Stock Option Plan, incorporated by reference to Exhibit 10.1 of our Form 10-Q for the period ended May 31, 2011 filed with the SEC on July 15, 2011.

 10.2

 Mining Lease, incorporated by reference to Exhibit 10.2 of our Form 10-K for the period ended August 31, 2009 filed with the SEC on February 8, 2011.

 10.3

 Mining Lease dated November 2011 with the State of Texas, incorporated by reference to Exhibit 10.3 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.4

 Purchase option agreement dated September 2014 with the State of Texas, incorporated by reference to Exhibit 10.4 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.5

 Groundwater lease dated September 2014 with the State of Texas, incorporated by reference to Exhibit 10.5 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.6

 ReeTech Operating Agreement, incorporated by reference to Exhibit 10.1 to the Company's Form 8-K as filed with the Commission on July 21, 2015.

 10.7

 Amendment Number One to the Reetech Operating Agreement, incorporated by reference to Exhibit 10.1 to the Company's Form 8-K as filed with the Commission on November 30, 2015.

 10.8

 Amendment Number One to the TRER License, incorporated by reference to Exhibit 10.3 to the Company's Form 8-K as filed with the Commission on November 30, 2015.

 10.9*

 Director's Agreement by and between the Company and Anthony Marchese, incorporated by reference to Exhibit 10.6 of our Form 10-K for the period ended August 31, 2009 filed with the SEC on February 8, 2011.

 10.10*

 Summary of Dan Gorski Employment Arrangement, incorporated by reference to Exhibit 10.10 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.11*

 Summary of Wm. Chris Mathers Employment Arrangement, incorporated by reference to Exhibit 10.11 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.12*

 Option Agreement for Wm. Chris Mathers incorporated by reference to Exhibit 10.21 of our Amendment No. 2 to its Registration Statement on Form S-1 (333-172116) filed with the SEC on May 25, 2011.

 10.13*

 Form of Directors Option Agreement incorporated by reference to Exhibit 10.22 of our Amendment No. 2 to its Registration Statement on Form S-1 (333-172116) filed with the SEC on May 25, 2011.

 10.14

 Consulting Agreement between the Company and Chemetals, Inc., dated January 22, 2013, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed with the SEC on January 28, 2013.

 10.15

 Lease Agreement between the Company and Southwest Range & Wildlife Foundation, Inc., dated March 6, 2013, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed with the SEC on March 12, 2013.

 10.16

 Variation agreement with Morzev PTY LTD. (USA Rare Earth) dated October 2018, incorporated by reference to Exhibit 10.16 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.17

 Amended and Restated Option Agreement with Morzev (USA Rare Earth) dated August 2019, incorporated by reference to Exhibit 10.17 of the Company's Annual Report on Form 10-K for the period ended August 31, 2019 filed with the SEC on November 27, 2019.

 10.18

 First Amendment to the Amended and Restated Option Agreement with USA Rare Earth dated June 29, 2020, incorporated by reference to the definitive proxy statement on Schedule 14A filed with the SEC on July 15, 2020.

 10.19

 Mining Lease dated September 2011, incorporated by reference to Exhibit 10.19 of the Form 10-K for the period ended August 31, 2020 filed with the SEC on November 30, 2020.

 10.20

 Contribution Agreement, effective as of May 17, 2021, among USA Rare Earth, LLC, Texas Mineral Resources Corp., and Round Top Mountain Development, LLC, filed with the SEC on Form 8-K on May 21, 2021.

 10.21

 Limited Liability Company Agreement dated effective as of May 17, 2021, among USA Rare Earth, LLC, Texas Mineral Resources Corp., and Round Top Mountain Development, LLC, filed with the SEC on Form 8-K on May 21, 2021.

 10.22

 Mineral Exploration and Option Agreement dated effective October 7, 2021 between Standard Silver Corp. and Santa Fe Gold Corporation, filed with the SEC on Form 8-K on November 10, 2021.

 10.23

 Amendment to Mineral Exploration and Option Agreement between Standard Silver Corp. and Santa Fe Gold Corporation, filed with the SEC on Form 8-K on May 30, 2024.

 10.24

 Amended and Restated Limited Liability Company Agreement dated effective as of June 26, 2023, among USA Rare Earth, LLC, Texas Mineral Resources Corp., and Round Top Mountain Development, LLC, filed with the SEC on Form 8-K on June 27, 2023.

 10.25

 Purchase and Sale Agreement by and between Standard Silver Corporation and Daniel E Gorski and Patrice Gorski dated December 3, 2024, filed with the SEC on Form 10-Q on January 14, 2025.

 10.26

 Form of Loan and Securities Purchase Agreement by and among the Company and lender dated February 10, 2025, filed with the SEC on Form 8-K on February 12, 2025.

 10.27

 Form of Note issued by the Company dated February 10, 2025, filed with the SEC on Form 8-K on February 12, 2025.

 10.28

 Form of Warrant issued by the Company dated February 10, 2025, filed with the SEC on Form 8-K on February 12, 2025.

 19.1

 Insider Trading Policy, filed with the SEC on Form 10-K on November 29, 2024.

 21.1

 List of Subsidiaries, filed with the SEC on Form 10-K on November 29, 2024.

 31.1

 Section 302 Certification (1)

 31.2

 Section 302 Certification (1)

 31.3

 Section 302 Certification (2)

 31.4

 Section 302 Certification (2)

 32.1

 Section 906 Certification (1)

 32.2

 Section 906 Certification (1)

 101.INS (1)

 101.SCH (1)

 101.CAL (1)

 101.DEF (1)

 101.LAB (1)

 101.PRE (1)

 * Management contract or compensatory plan or
arrangement.

 (1)

 Filed or furnished with the Original Form 10-K.

 (2)

 Filed or furnished herewith.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 TEXAS MINERAL RESOURCES CORP.

 /s/ Daniel E Gorski

 Daniel E Gorski, Chief Executive Officer

 DATED: December 23, 2025

 /s/ Wm Chris Mathers

 Wm Chris Mathers, Chief Financial Officer

 DATED: December 23, 2025

 Pursuant to the requirements of the Exchange Act, this report has been
signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 Signature

 Capacity

 Date

 /s/ Daniel E Gorski

 Chief Executive Officer, Principal Executive Officer and Director

 Daniel E Gorski

 /s/ Wm Chris Mathers

 Chief Financial Officer

 Wm Chris Mathers

 /s/ Anthony Marchese

 Chairman of the Board

 /s/ Cecil C Wall

 Cecil C Wall

 /s/ Jonathan Beigle

 Jonathan Beigle

 /s/ Donald E Hulse

 Donald E Hulse

 /s/ Deepak Malhotra