0001567619-22-016629.txt : 20220824 0001567619-22-016629.hdr.sgml : 20220824 20220824160630 ACCESSION NUMBER: 0001567619-22-016629 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220823 FILED AS OF DATE: 20220824 DATE AS OF CHANGE: 20220824 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kast-Brown Kelli C CENTRAL INDEX KEY: 0001326762 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34852 FILM NUMBER: 221191591 MAIL ADDRESS: STREET 1: C/O RARE ELEMENT RESOURCES LTD. STREET 2: 225 UNION BLVD., SUITE 250 CITY: LAKEWOOD STATE: CO ZIP: 80228 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RARE ELEMENT RESOURCES LTD CENTRAL INDEX KEY: 0001419806 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: P.O. BOX 271049 CITY: LITTLETON STATE: CO ZIP: 80127 BUSINESS PHONE: 720-278-2460 MAIL ADDRESS: STREET 1: P.O. BOX 271049 CITY: LITTLETON STATE: CO ZIP: 80127 3 1 doc1.xml FORM 3 X0206 3 2022-08-23 0 0001419806 RARE ELEMENT RESOURCES LTD REEMF 0001326762 Kast-Brown Kelli C P.O. BOX 271049 LITTLETON CO 80127 1 0 0 0 Common Shares 0 D Stock Options (Right to Buy) 0.83 2025-02-13 Common Shares 150000 D Stock Options (Right to Buy) 2.25 2031-04-13 Common Shares 225000 D Stock Options (Right to Buy) 1.42 2032-01-05 Common Shares 500000 D The option vested and became exercisable as follows: 75,000 on 2/13/2021 and 75,000 on 2/13/2022. The option vested or will vest and became or will become exercisable as follows: 112,500 on 12/15/2021 and 112,500 on 12/15/2022. The option vested or will vest and became or will become exercisable as follows: 250,000 on 7/5/2022 and 250,000 on 1/5/2023. Exhibit List: Exhibit 24.1 - Power of Attorney /s/ Randall J. Scott as Attorney-in-Fact for Kelli C. Kast-Brown 2022-08-24 EX-24.1 2 kastpoa.htm EXHIBIT 24.1 - K. KAST SECTION 16 POWER OF ATTORNEY
Exhibit 24.1


POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Randall J. Scott and Wayne Rich, or either of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

(1)
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rule or regulation of the SEC;

(2)
execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of Rare Element Resources Ltd. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder;

(3)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

(4)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 23rd day of August, 2022.


/s/ Kelli Kast______________________
Signature

Kelli Kast                                   .
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