西水资源 2024年度报告

(Mark One) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports) and (2)hasbeen subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuantto Rule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant wasrequired 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, a smaller reportingcompany or emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer” “smaller reporting company” and“emerging growth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section13(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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting 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 theregistrant 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).☐ The aggregate market value of the Common Stock held by non-affiliates of the registrant at June28, 2024 was approximately$27,272,563. Number of shares of ,Common Stock, $0.001 par value, outstanding as of March 20, 2025 was71,339,508shares. Documents incorporated by reference:specified portions of Westwater Resources, Inc.’s Definitive Proxy Statement on Schedule 14Arelating to its 2025 Annual Meeting of, Stockholders are incorporated by reference into Part III where indicated.Westwater Resource, Inc.’sDefinitive Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year towhich this report relates. WESTWATER RESOURCES,INC.ANNUAL REPORT ON FORM10-KFOR THE FISCALYEAR ENDED DECEMBER31, 2024 TABLE OF CONTENTS DEFINITIONSUSE OF NAMESCURRENCYCAUTIONARY NOTEREGARDING FORWARD-LOOKING STATEMENTSSTATEMENT REGARDING THIRD PARTY INFORMATIONPARTIITEM1. BUSINESSTHE COMPANYOUR STRATEGYKEY BUSINESS AND CORPORATE DEVELOPMENTS IN 2024OVERVIEW OF THE BATTERY GRAPHITE INDUSTRY11COMPETITION14WESTWATER’S GRAPHITE BUSINESS14CORE VALUES17AVAILABLE INFORMATION21ITEM1A. RISK FACTORS22ITEM1B. UNRESOLVED STAFF COMMENTS32ITEM 1C. CYBERSECURITY32RISK MANAGEMENT AND STRATEGY32GOVERNANCE33ITEM2. PROPERTIES34INFRASTRUCTURE40INSURANCE40ITEM3. LEGAL PROCEEDINGS41DISPUTE WITH FABRICE TAYLOR41OTHER41ITEM4. MINE SAFETY DISCLOSURES41PARTII41ITEM5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES41STOCK INFORMATION41ITEM6. [RESERVED]41ITEM7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS41INTRODUCTION42SUMMARY OF RECENT DEVELOPMENTS42RESULTS OF OPERATIONS44FINANCIAL POSITION45LIQUIDITY AND CAPITAL RESOURCES45OFF-BALANCE SHEET ARRANGEMENTS47CRITICAL ACCOUNTING POLICIES AND ESTIMATES47ITEM7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK48ITEM8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA49ITEM9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIALDISCLOSURE74ITEM9A. CONTROLS AND PROCEDURES74EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES74MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING75ITEM9B. OTHER INFORMATION75ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS75PARTIII76PARTIV76ITEM15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES76ITEM16. FORM10-K SUMMARY79SIGNATURES80 DEFINITIONS When used in this Form 10-K, the following terms have the meaning indicated unless notedotherwise. Totalacreage of land under which we have mineral rights.Thismayinclude unleased fractional ownership. gross acr