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Form 8-K

sec.gov

8-K — Uranium Royalty Corp.

Accession: 0001493152-26-036666

Filed: 2026-08-07

Period: 2026-08-07

CIK: 0002143673

SIC: 6221 ()

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

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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): August

7, 2026

Uranium

Royalty Corp.

(Exact

name of registrant as specified in its charter)

Delaware

001-40359

42-3490185

(State

or other jurisdiction

(Commission

(IRS

Employer

of

incorporation)

File

Number)

Identification

Number)

141

Union Blvd, Suite #310, Lakewood, CO 80228

(Address

of principal executive offices, including zip code)

Registrant’s

telephone number, including area code: (604) 630-1000

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

communications 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

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement

communications 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

Name

of each exchange on which registered

Common

stock, $0.001 par value per share

UROY

The

Nasdaq Capital Market

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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

5.02. Departure

of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory

Arrangements of Certain Officers

On

August 7, 2026, the Board of Directors (the “Board”) of Uranium Royalty Corp. (the “Company”) increased

the size of the Board from six directors to eight directors, and appointed each of Peter Martin Rozenauers and Kevin McQuilkin as directors

of the Company, effective immediately, to fill the vacancies created by the increase in the number of directors. Messrs. Rozenauers and

McQuilkin will serve until the next annual meeting of stockholders and until such director’s successor is duly elected and qualified,

or until such director’s earlier the death, resignation, retirement, removal or disqualification. Neither Mr. Rozenauers nor Mr.

McQuilkin has been appointed to any Board committees as of the date hereof.

Messrs.

Rozenauers and McQuilkin were each designated for nomination to the Board by the Orion Sellers (as defined below) pursuant to the Investors

Rights Agreement, dated July 27, 2026 (the “Investors Rights Agreement”), by and among the Company, Orion Resource Partners

(USA) LP (“Orion”), certain affiliated funds of Orion (collectively with Orion, the “Orion Sellers”), HRG Metals

LP, Ontario Teachers’ Pension Plan Board and the other parties thereto. The Investors Rights Agreement provides the Orion Sellers

with certain rights to designate nominees for election to the Board, subject to the terms and limitations set forth therein. A description

of the Investors Rights Agreement is included in the Company’s Current Report on Form 8-K filed with the Securities and Exchange

Commission on July 28, 2026.

Mr.

Rozenauers, age 62, is an investment and mining finance professional with over 35 years of experience in the natural resources and finance

industry. Since June 2026, he has served as a non-executive Investment Committee member for the Orion Mine Finance investment platform

/ fund family (“OMF”) and for the Orion Industrial Ventures venture-capital investment platform / fund family (“OIV”)

of Orion Resource Partners (Aus) Pty Limited, the Australian affiliate of Orion. He previously served as Managing Partner

and Portfolio Manager with Orion Resource Partners (Aus) Pty Limited from September 2013 to July 2026 and, prior to that, as a Senior

Investment Manager for Red Kite Group’s mine finance business. Mr. Rozenauers holds a Bachelor of Mining Engineering (Hons I) from

the University of New South Wales and a Master of Applied Finance from the University of Technology Sydney.

Mr.

McQuilkin, age 65, is an Executive in Residence and Adjunct Professor of Finance at the Gonzaga University School of Business, a position

he has held since 2021, with more than 35 years of experience in investment banking, including in the energy, metals and mining, and

chemicals industries. Prior to joining Gonzaga University, Mr. McQuilkin served as Head of Industrials Mergers and Acquisitions at Wells

Fargo Securities (June 2011 to April 2021) and, before that, in senior mergers and acquisitions and metals and mining investment banking

roles at Deutsche Bank Securities and J.P. Morgan. Mr. McQuilkin graduated with honors from Gonzaga University and received a Master’s

in Management from Northwestern University’s J.L. Kellogg Graduate School of Management.

Each

of Messrs. Rozenauers and McQuilkin will be eligible to receive directors’ compensation under the Company’s standard compensation

arrangements for non-employee directors, including annual equity awards granted under the Uranium Royalty Corp. 2026 Long-Term Incentive

Plan. In connection with their appointment, the Company entered into its standard form of indemnification agreement with each of Messrs.

Rozenauers and McQuilkin, in substantially the form of the Company’s standard form of indemnification agreement for directors.

The

Orion Sellers beneficially own more than 40% of the outstanding shares of common stock of the Company, and Mr. Rozenauers currently serves

as a non-executive Investment Committee member of OMF and OIV. Mr. Rozenauers previously held various senior positions with Orion Resource

Partners (Aus) Pty Limited, including as Managing Partner and as a director, through June 2026.

Item

7.01. Regulation

FD Disclosure.

On

August 7, 2026, the Company issued a press release announcing certain matters disclosed in this Current Report on Form

8-K, which is attached as Exhibit 99.1 hereto and is incorporated herein solely for purposes of this Item 7.01 disclosure.

The

information in this Item 7.01 of Form 8-K, including Exhibit 99.1, is deemed to have been furnished and shall not be deemed “filed”

for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities under that section and is not incorporated by reference

into any filing of the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless

of any general incorporation language in such filing.

Item

9.01. Financial

Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

99.1*

Press

Release of Uranium Royalty Corp., dated August 7, 2026

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

*

Furnished

herewith.

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its

behalf by the undersigned hereunto duly authorized.

Uranium

Royalty Corp.

Date:

August 7, 2026

By:

/s/

Scott Melbye

Scott

Melbye

Chief

Executive Officer

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

Uranium

Royalty Appoints New Directors to the Board

Lakewood,

Colorado – August 7, 2026 – Uranium Royalty Corp. (NASDAQ: UROY) (“URC” or the

“Company”) today announced the appointment of Kevin McQuilkin and Peter Rozenauers to the Company’s Board of

Directors, effective immediately. The Board has determined that Mr. McQuilkin is independent under the applicable rules of the Nasdaq

Stock Market.

Mr.

Rozenauers has over 35 years of experience in the natural resources and finance industry. He is a non-executive Investment Committee

member for the Orion Mine Finance and Orion Industrial Ventures, and previously served as Managing Partner and Portfolio Manager with

Orion Resource Partners (Aus) Pty Limited from September 2013 to July 2026. Mr. Rozenauers holds a Bachelor of Mining Engineering (Hons

I) from the University of New South Wales and a Master of Applied Finance from the University of Technology Sydney.

Mr.

McQuilkin has more than 35 years of experience in investment banking, including in the energy, metals and mining, and chemicals industries.

He is an Executive in Residence and Adjunct Professor of Finance at the Gonzaga University School of Business. Prior to joining Gonzaga

University, Mr. McQuilkin served in senior mergers and acquisitions and metals and mining investment banking roles at Wells Fargo Securities,

Deutsche Bank Securities and J.P. Morgan. Mr. McQuilkin graduated with honors from Gonzaga University and received a Master’s in

Management from Northwestern University’s J.L. Kellogg Graduate School of Management.

Scott

Melbye, Chief Executive Officer of the Company, stated: “We are pleased to welcome Kevin McQuilkin and Peter Rozenauers to our

Board of Directors. Each brings decades of experience across finance, mining and natural resources, and their perspectives will be a

valuable addition as we take this historic next step for the Company. We look forward to working alongside them and benefiting from their

guidance in the period ahead.”

Messrs.

Rozenauers and McQuilkin were each designated for nomination to the Board pursuant to the Investors Rights Agreement, dated as of July

27, 2026, by and among the Company, Orion Resource Partners (USA) LP, certain affiliated funds of Orion, HRG Metals LP and Ontario Teachers’

Pension Plan Board.

About

Uranium Royalty Corp.

Uranium

Royalty Corp. (URC) is the largest U.S. non-precious royalty & streaming platform with embedded, century-long exposure to uranium,

energy, and industrial supply chains. URC provides investors with uranium commodity price exposure through strategic acquisitions in

uranium interests, including royalties, streams, debt and equity in uranium companies, as well as through trading of physical uranium.

Through a transformational combination in 2026 between URC and Sweetwater Royalties, URC has significant free cash flow, an unmatched

reserve life of 100+ years on key assets and is the 2nd largest public company landowner in the U.S., and the largest landowner

in Wyoming.

For

further information:

Investor

Relations:

Toll

Free: 1.855.396.8222

Email:

info@uraniumroyalty.com

Website:

www.UraniumRoyalty.com

Corporate

Office: 1188 West Georgia Street, Suite 1830, Vancouver, BC, V6E 4A2

Phone:

604.396.8222

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