{"transactions":[{"id":952125,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":false,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":false,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Series A Preferred Stock, par value $0.0001 per share","published_at":"2026-01-06T02:39:14.000Z","date":"2026-01-01","kind":"other","planned":false,"acquired":false,"shares":343157,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F3","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Pursuant to the terms of the Certificate of Designation, the conversion price is $7.00. The Series A Preferred Stock has no expiration date."},{"field":"kind","element":"transactionCoding","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."},{"field":"shares","element":"transactionShares","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F3","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Pursuant to the terms of the Certificate of Designation, the conversion price is $7.00. The Series A Preferred Stock has no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F3","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Pursuant to the terms of the Certificate of Designation, the conversion price is $7.00. The Series A Preferred Stock has no expiration date."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."}],"balance_after":0,"derivative":{"exercise_price":7,"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":646552},"source":{"system":"sec-edgar","filing":"0001213900-26-001486","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":3,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390026001486/ownership.xml","form_type":"4"}},{"id":952124,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":false,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":false,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Common Stock, par value $0.0001 per share","published_at":"2026-01-06T02:39:14.000Z","date":"2026-01-01","kind":"other","planned":false,"acquired":false,"shares":562500,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"kind","element":"transactionCoding","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F1","text":"This report is being filed solely to disclose a change in beneficial ownership by the reporting person as a result of an administrative change as of January 1, 2026 in the internal governance documents of Inflection Point Asset Management LLC and Inflection Point GP I LLC, and not as a result of any sale, transfer, or other disposition of securities by the reporting person or Inflection Point Fund I, LP. Inflection Point Fund I, LP is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund I, LP."}],"balance_after":0,"source":{"system":"sec-edgar","filing":"0001213900-26-001486","document":"ownership.xml","document_sequence":1,"table":"nonDerivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390026001486/ownership.xml","form_type":"4"}},{"id":1038112,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":false,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":false,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Common Stock, par value $0.0001 per share","published_at":"2025-09-17T20:05:51.000Z","date":"2025-09-15","kind":"other","planned":false,"acquired":false,"shares":3125000,"ownership":{"direct":false,"nature":"By Inflection Point Holdings II LLC"},"footnotes":[{"field":"kind","element":"transactionCoding","label":"F1","text":"On September 15, 2025, Inflection Point Holdings II LLC (the \"Sponsor\") distributed an aggregate of 3,125,000 shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\") to its members as a pro rata distribution for no consideration in accordance with the terms of the Sponsor's limited liability company agreement. 747,500 shares of Common Stock were distributed to Michael Blitzer on such basis and 562,500 shares of Common Stock were distributed to Inflection Point Fund I, LP (\"Inflection Point Fund\") on such basis. Under Rule 16a-13 promulgated under the Securities Exchange Act of 1934, as a change in form of beneficial ownership, the reported distribution by the Sponsor (as it relates to Mr. Blitzer's deemed beneficial ownership of the securities held by the Sponsor) to its members and the acquisition by Mr. Blitzer and Inflection Point Fund from the Sponsor, were exempt from Section 16 of the Securities Exchange Act of 1934."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"On September 15, 2025, Inflection Point Holdings II LLC (the \"Sponsor\") distributed an aggregate of 3,125,000 shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\") to its members as a pro rata distribution for no consideration in accordance with the terms of the Sponsor's limited liability company agreement. 747,500 shares of Common Stock were distributed to Michael Blitzer on such basis and 562,500 shares of Common Stock were distributed to Inflection Point Fund I, LP (\"Inflection Point Fund\") on such basis. Under Rule 16a-13 promulgated under the Securities Exchange Act of 1934, as a change in form of beneficial ownership, the reported distribution by the Sponsor (as it relates to Mr. Blitzer's deemed beneficial ownership of the securities held by the Sponsor) to its members and the acquisition by Mr. Blitzer and Inflection Point Fund from the Sponsor, were exempt from Section 16 of the Securities Exchange Act of 1934."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F2","text":"The Sponsor is the record holder of such securities. Michael Blitzer is the sole Managing Member of the Sponsor and shares voting and investment discretion with respect to the securities held by the Sponsor. Michael Blitzer disclaims any beneficial ownership of the securities held by the Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":3125000,"source":{"system":"sec-edgar","filing":"0001213900-25-088554","document":"ownership.xml","document_sequence":1,"table":"nonDerivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025088554/ownership.xml","form_type":"4"}},{"id":1065511,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Warrants to purchase Common Stock","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-14","kind":"sale","planned":false,"acquired":false,"shares":3813334,"price":5.7,"value":21736003.8,"ownership":{"direct":true},"balance_after":0,"derivative":{"exercise_price":11.5,"exercise_date":"2025-04-12","expiration_date":"2030-03-13","underlying":"Common Stock, par value $0.0001 per share","underlying_shares":3813334},"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":10,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1065510,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Warrants to purchase Common Stock","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-14","kind":"other","planned":false,"acquired":false,"shares":6000000,"ownership":{"direct":false,"nature":"By Inflection Point Holdings II LLC"},"footnotes":[{"field":"kind","element":"transactionCoding","label":"F4","text":"On August 14, 2025, Inflection Point Holdings II LLC (the \"Sponsor\") distributed an aggregate of 6,000,000 private placement warrants to its members as a pro rata distribution for no consideration in accordance with the terms of the Sponsor's limited liability company agreement. 3,813,334 private placement warrants were distributed to Michael Blitzer on such basis. Under Rule 16a-13 promulgated under the Securities Exchange Act of 1934, as a change in form of beneficial ownership, the reported distribution by the Sponsor (as it relates to Mr. Blitzer's deemed beneficial ownership of the securities held by the Sponsor) to its members and the acquisition by Mr. Blitzer from the Sponsor, were exempt from Section 16 of the Securities Exchange Act of 1934."},{"field":"price","element":"transactionPricePerShare","label":"F4","text":"On August 14, 2025, Inflection Point Holdings II LLC (the \"Sponsor\") distributed an aggregate of 6,000,000 private placement warrants to its members as a pro rata distribution for no consideration in accordance with the terms of the Sponsor's limited liability company agreement. 3,813,334 private placement warrants were distributed to Michael Blitzer on such basis. Under Rule 16a-13 promulgated under the Securities Exchange Act of 1934, as a change in form of beneficial ownership, the reported distribution by the Sponsor (as it relates to Mr. Blitzer's deemed beneficial ownership of the securities held by the Sponsor) to its members and the acquisition by Mr. Blitzer from the Sponsor, were exempt from Section 16 of the Securities Exchange Act of 1934."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F6","text":"The Sponsor is the record holder of such securities. Michael Blitzer is the sole Managing Member of the Sponsor and shares voting and investment discretion with respect to the securities held by the Sponsor. Michael Blitzer disclaims any beneficial ownership of the securities held by the Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":0,"derivative":{"exercise_price":11.5,"exercise_date":"2025-04-12","expiration_date":"2030-03-13","underlying":"Common Stock, par value $0.0001 per share","underlying_shares":6000000},"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":8,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1065509,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Series A Preferred Stock, par value $0.0001 per share","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-13","kind":"exercise","planned":false,"acquired":false,"shares":1161805,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F1","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Initially, the conversion price was $12.00. Pursuant to the terms of the Certificate of Designation, the conversion price was reset to $7.00. The Series A Preferred Stock has no expiration date."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Initially, the conversion price was $12.00. Pursuant to the terms of the Certificate of Designation, the conversion price was reset to $7.00. The Series A Preferred Stock has no expiration date."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F1","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Initially, the conversion price was $12.00. Pursuant to the terms of the Certificate of Designation, the conversion price was reset to $7.00. The Series A Preferred Stock has no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F1","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Initially, the conversion price was $12.00. Pursuant to the terms of the Certificate of Designation, the conversion price was reset to $7.00. The Series A Preferred Stock has no expiration date."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F1","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Initially, the conversion price was $12.00. Pursuant to the terms of the Certificate of Designation, the conversion price was reset to $7.00. The Series A Preferred Stock has no expiration date."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F5","text":"Inflection Point Fund I, LP (\"Inflection Point Fund\") is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":343137,"derivative":{"exercise_price":7,"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":2091849},"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":6,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1065508,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Restricted Stock Units","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-13","kind":"grant","planned":false,"acquired":true,"shares":12284,"price":0,"value":0.0,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F2","text":"The restricted stock unit will fully vest on May 20, 2026. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan."},{"field":"shares","element":"transactionShares","label":"F3","text":"Each restricted stock unit represents the right to receive, at settlement, one (1) share of the Issuer's common stock."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F2","text":"The restricted stock unit will fully vest on May 20, 2026. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F2","text":"The restricted stock unit will fully vest on May 20, 2026. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan."}],"balance_after":12284,"derivative":{"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":12284},"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":5,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1065507,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Restricted Stock Units","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-13","kind":"grant","planned":false,"acquired":true,"shares":18199,"price":0,"value":0.0,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F2","text":"The restricted stock unit will fully vest on May 20, 2026. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan."},{"field":"shares","element":"transactionShares","label":"F3","text":"Each restricted stock unit represents the right to receive, at settlement, one (1) share of the Issuer's common stock."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F2","text":"The restricted stock unit will fully vest on May 20, 2026. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F2","text":"The restricted stock unit will fully vest on May 20, 2026. If the vesting date occurs during a closed Trading Window under the Issuer's Insider Trading Policy, then the RSUs shall vest on the first Trading Day of the next open Trading Window pursuant to the Issuer's Insider Trading Policy, subject in all cases to any applicable outside dates required to comply with applicable tax laws and the terms of the Issuer's Amended and Restated 2024 Omnibus Incentive Plan."}],"balance_after":18199,"derivative":{"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":18199},"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":4,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1065506,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Common Stock, par value $0.0001 per share","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-13","kind":"sale","planned":false,"acquired":false,"shares":2091849,"price":15.75,"value":32946621.75,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"ownership.nature","element":"natureOfOwnership","label":"F5","text":"Inflection Point Fund I, LP (\"Inflection Point Fund\") is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":0,"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"nonDerivative","row_type":"transaction","position":2,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1065505,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Common Stock, par value $0.0001 per share","published_at":"2025-08-15T22:44:41.000Z","date":"2025-08-13","kind":"exercise","planned":false,"acquired":true,"shares":2091849,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"price","element":"transactionPricePerShare","label":"F1","text":"Each share of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price, subject to adjustment as set forth in the Certificate of Designation. Initially, the conversion price was $12.00. Pursuant to the terms of the Certificate of Designation, the conversion price was reset to $7.00. The Series A Preferred Stock has no expiration date."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F5","text":"Inflection Point Fund I, LP (\"Inflection Point Fund\") is the record holder of such securities. Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":2091849,"source":{"system":"sec-edgar","filing":"0001213900-25-077642","document":"ownership.xml","document_sequence":1,"table":"nonDerivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025077642/ownership.xml","form_type":"4"}},{"id":1204164,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Warrants to purchase Common Stock","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":6000000,"price":1,"value":6000000.0,"ownership":{"direct":false,"nature":"By Inflection Point Holdings II LLC"},"footnotes":[{"field":"shares","element":"transactionShares","label":"F10","text":"The warrants are reported as acquired for purposes of Section 16 of the Exchange Act concurrent with the closing of the Business Combination, because, pursuant to their terms, their exercise was not within the control of the Reporting Persons until the closing of the Business Combination. 6,000,000 warrants were initially acquired in a private placement from the Issuer concurrent with the Issuer's initial public offering."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F11","text":"Inflection Point Holdings II LLC is the record holder of such securities. Michael Blitzer is the sole Managing Member of Inflection Point Holdings II LLC and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings II LLC. Michael Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Holdings II LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":6000000,"derivative":{"exercise_price":11.5,"exercise_date":"2025-04-12","expiration_date":"2030-03-13","underlying":"Common Stock, par value $0.0001 per share","underlying_shares":6000000},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":8,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204163,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Warrant to purchase Common Stock","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":294118,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"shares","element":"transactionShares","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"shares","element":"transactionShares","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"price","element":"transactionPricePerShare","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"price","element":"transactionPricePerShare","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F9","text":"Upon closing of the Business Combination, Inflection Point Fund acquired Preferred Investor Warrants exercisable for 1,395,220 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 1,395,220 USARE Class A Units, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F5","text":"Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by the Sponsor, Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":1689338,"derivative":{"exercise_price":12,"exercise_date":"2025-03-13","expiration_date":"2030-03-13","underlying":"Common Stock, par value $0.0001 per share","underlying_shares":294118},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":7,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204162,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Warrant to purchase Common Stock","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":1395220,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"shares","element":"transactionShares","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"shares","element":"transactionShares","label":"F9","text":"Upon closing of the Business Combination, Inflection Point Fund acquired Preferred Investor Warrants exercisable for 1,395,220 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 1,395,220 USARE Class A Units, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"price","element":"transactionPricePerShare","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"price","element":"transactionPricePerShare","label":"F9","text":"Upon closing of the Business Combination, Inflection Point Fund acquired Preferred Investor Warrants exercisable for 1,395,220 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 1,395,220 USARE Class A Units, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F9","text":"Upon closing of the Business Combination, Inflection Point Fund acquired Preferred Investor Warrants exercisable for 1,395,220 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 1,395,220 USARE Class A Units, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F9","text":"Upon closing of the Business Combination, Inflection Point Fund acquired Preferred Investor Warrants exercisable for 1,395,220 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 1,395,220 USARE Class A Units, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F5","text":"Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by the Sponsor, Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":1395220,"derivative":{"exercise_price":12,"exercise_date":"2025-03-13","expiration_date":"2030-03-13","underlying":"Common Stock, par value $0.0001 per share","underlying_shares":1395220},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":6,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204161,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Warrant to purchase Common Stock","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":178309,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"shares","element":"transactionShares","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"shares","element":"transactionShares","label":"F8","text":"Upon closing of the Business Combination, Michael Blitzer acquired Preferred Investor Warrants exercisable for 178,309 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 178,309 Class A units of USARE (\"USARE Class A Units\"), pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"price","element":"transactionPricePerShare","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"price","element":"transactionPricePerShare","label":"F8","text":"Upon closing of the Business Combination, Michael Blitzer acquired Preferred Investor Warrants exercisable for 178,309 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 178,309 Class A units of USARE (\"USARE Class A Units\"), pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F8","text":"Upon closing of the Business Combination, Michael Blitzer acquired Preferred Investor Warrants exercisable for 178,309 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 178,309 Class A units of USARE (\"USARE Class A Units\"), pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F7","text":"The exercise price of the Preferred Investor Warrants, and the number shares of Common Stock issuable upon exercise of the Preferred Investor Warrants is subject to adjustment as described under the heading \"Description of New USARE'S Securities\" in the Issuer's registration statement on Form S-4 (File No. 333-283181)."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F8","text":"Upon closing of the Business Combination, Michael Blitzer acquired Preferred Investor Warrants exercisable for 178,309 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share, subject to adjustment in exchange for warrants of USARE exercisable for an aggregate of 178,309 Class A units of USARE (\"USARE Class A Units\"), pursuant to the terms and conditions of the Business Combination Agreement."}],"balance_after":178309,"derivative":{"exercise_price":12,"exercise_date":"2025-03-13","expiration_date":"2030-03-13","underlying":"Common Stock, par value $0.0001 per share","underlying_shares":178309},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":5,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204160,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Series A Preferred Stock, par value $0.0001 per share","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":294118,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"price","element":"transactionPricePerShare","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"price","element":"transactionPricePerShare","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F6","text":"Upon the closing of the Business Combination, Inflection Point Fund purchased (i) 294,118 shares of Series A Preferred Stock and (ii) a warrant to purchase 294,118 shares, subject to adjustment, of Common Stock at an initial exercise price of $12.00 per share (\"Preferred Investor Warrants\"), subject to adjustment, at an aggregate purchase price of $3,000,000."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F5","text":"Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by the Sponsor, Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":1504942,"derivative":{"exercise_price":12,"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":294118},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":4,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204159,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Series A Preferred Stock, par value $0.0001 per share","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":1210824,"ownership":{"direct":false,"nature":"By Inflection Point Fund I, LP"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F4","text":"Upon closing of the Business Combination, Inflection Point Fund I, LP (\"Inflection Point Fund\") acquired 1,210,824 shares of Series A Preferred Stock in exchange for 1,176,470 USARE Class A-2 Convertible Preferred Units plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"price","element":"transactionPricePerShare","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"price","element":"transactionPricePerShare","label":"F4","text":"Upon closing of the Business Combination, Inflection Point Fund I, LP (\"Inflection Point Fund\") acquired 1,210,824 shares of Series A Preferred Stock in exchange for 1,176,470 USARE Class A-2 Convertible Preferred Units plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F4","text":"Upon closing of the Business Combination, Inflection Point Fund I, LP (\"Inflection Point Fund\") acquired 1,210,824 shares of Series A Preferred Stock in exchange for 1,176,470 USARE Class A-2 Convertible Preferred Units plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F4","text":"Upon closing of the Business Combination, Inflection Point Fund I, LP (\"Inflection Point Fund\") acquired 1,210,824 shares of Series A Preferred Stock in exchange for 1,176,470 USARE Class A-2 Convertible Preferred Units plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the Business Combination Agreement."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F5","text":"Inflection Point Asset Management LLC and Inflection Point GP I LLC are the investment manager and general partner, respectively, of Inflection Point Fund. Mr. Blitzer controls each Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC, including the exercise of voting and investment discretion over the securities held or to be held by Inflection Point Fund. Mr. Blitzer disclaims any beneficial ownership of the securities held by the Sponsor, Inflection Point Fund, Inflection Point Asset Management LLC and Inflection Point GP I LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":1210824,"derivative":{"exercise_price":12,"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":1210824},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":3,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204158,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Series A Preferred Stock, par value $0.0001 per share","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":131048,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F3","text":"Upon closing of the Business Combination, Michael Blitzer acquired 131,048 shares of Series A Preferred Stock in exchange for his forgiveness of 50% of the outstanding balance owed by the Issuer to him pursuant to a convertible promissory note pursuant to the terms of the securities purchase agreement, by and among Michael Blitzer, the Issuer and USARE."},{"field":"price","element":"transactionPricePerShare","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"price","element":"transactionPricePerShare","label":"F3","text":"Upon closing of the Business Combination, Michael Blitzer acquired 131,048 shares of Series A Preferred Stock in exchange for his forgiveness of 50% of the outstanding balance owed by the Issuer to him pursuant to a convertible promissory note pursuant to the terms of the securities purchase agreement, by and among Michael Blitzer, the Issuer and USARE."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F3","text":"Upon closing of the Business Combination, Michael Blitzer acquired 131,048 shares of Series A Preferred Stock in exchange for his forgiveness of 50% of the outstanding balance owed by the Issuer to him pursuant to a convertible promissory note pursuant to the terms of the securities purchase agreement, by and among Michael Blitzer, the Issuer and USARE."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F3","text":"Upon closing of the Business Combination, Michael Blitzer acquired 131,048 shares of Series A Preferred Stock in exchange for his forgiveness of 50% of the outstanding balance owed by the Issuer to him pursuant to a convertible promissory note pursuant to the terms of the securities purchase agreement, by and among Michael Blitzer, the Issuer and USARE."}],"balance_after":411018,"derivative":{"exercise_price":12,"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":131048},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":2,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1204157,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":1,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":2,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"Director-by-Deputization"}}],"security":"Series A Preferred Stock, par value $0.0001 per share","published_at":"2025-03-18T01:39:41.000Z","date":"2025-03-13","kind":"grant","planned":false,"acquired":true,"shares":279970,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"shares","element":"transactionShares","label":"F1","text":"Upon closing of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC (\"USARE\"), Michael Blitzer acquired 279,970 shares of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") in exchange for 269,608 Class A-2 convertible preferred units of USARE (\"USARE Class A-2 Convertible Preferred Units\") plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the business combination agreement, by and among Inflection Point, USARE and IPXX Merger Sub, LLC (the \"Business Combination Agreement\")."},{"field":"shares","element":"transactionShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"Upon closing of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC (\"USARE\"), Michael Blitzer acquired 279,970 shares of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") in exchange for 269,608 Class A-2 convertible preferred units of USARE (\"USARE Class A-2 Convertible Preferred Units\") plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the business combination agreement, by and among Inflection Point, USARE and IPXX Merger Sub, LLC (the \"Business Combination Agreement\")."},{"field":"price","element":"transactionPricePerShare","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F1","text":"Upon closing of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC (\"USARE\"), Michael Blitzer acquired 279,970 shares of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") in exchange for 269,608 Class A-2 convertible preferred units of USARE (\"USARE Class A-2 Convertible Preferred Units\") plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the business combination agreement, by and among Inflection Point, USARE and IPXX Merger Sub, LLC (the \"Business Combination Agreement\")."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F1","text":"Upon closing of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC (\"USARE\"), Michael Blitzer acquired 279,970 shares of Series A Preferred Stock, par value $0.0001 per share of the Issuer (\"Series A Preferred Stock\") in exchange for 269,608 Class A-2 convertible preferred units of USARE (\"USARE Class A-2 Convertible Preferred Units\") plus accrued and unpaid payment-in-kind dividends, pursuant to the terms and conditions of the business combination agreement, by and among Inflection Point, USARE and IPXX Merger Sub, LLC (the \"Business Combination Agreement\")."},{"field":"balance_after","element":"sharesOwnedFollowingTransaction","label":"F2","text":"Each share of Series A Preferred Stock is convertible into a number of shares of common stock, par value $0.0001 per share of the Issuer (\"Common Stock\"), which is determined by dividing the Accrued Value (as defined in the Certificate of Designation for the Series A Preferred Stock (the \"Certificate of Designation\")) by the conversion price of $12.00 per share, subject to adjustment as set forth in the Certificate of Designation. Initially, each share of Series A Preferred Stock is convertible into one share of Common Stock. The Series A Preferred Stock has no expiration date."}],"balance_after":279970,"derivative":{"exercise_price":12,"underlying":"Common Stock, par value $0.0001 per share","underlying_shares":279970},"source":{"system":"sec-edgar","filing":"0001213900-25-024737","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024737/ownership.xml","form_type":"4"}},{"id":1205929,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":1,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"See Remarks"}},{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":2,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}}],"security":"Class B ordinary shares, par value $0.0001 per share","published_at":"2025-03-14T23:13:44.000Z","date":"2025-03-12","kind":"exercise","planned":false,"acquired":false,"shares":50000,"price":0,"value":0.0,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F1","text":"In connection with and on the day prior to the closing (the \"Closing\") of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading \"Description of Securities\" in Inflection Point's Registration Statement on Form S-1 (File No. 333-271128). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's common stock (the \"Common Stock\") on a one-for-one basis."},{"field":"kind","element":"transactionCoding","label":"F1","text":"In connection with and on the day prior to the closing (the \"Closing\") of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading \"Description of Securities\" in Inflection Point's Registration Statement on Form S-1 (File No. 333-271128). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's common stock (the \"Common Stock\") on a one-for-one basis."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F1","text":"In connection with and on the day prior to the closing (the \"Closing\") of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading \"Description of Securities\" in Inflection Point's Registration Statement on Form S-1 (File No. 333-271128). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's common stock (the \"Common Stock\") on a one-for-one basis."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F1","text":"In connection with and on the day prior to the closing (the \"Closing\") of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading \"Description of Securities\" in Inflection Point's Registration Statement on Form S-1 (File No. 333-271128). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's common stock (the \"Common Stock\") on a one-for-one basis."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F2","text":"Inflection Point Holdings II LLC is the record holder of such securities. Michael Blitzer is the sole Managing Member of Inflection Point Holdings II LLC and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings II LLC."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F3","text":"Michael Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Holdings II LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":50000,"derivative":{"underlying":"Class A ordinary shares, par value $0.0001 per share","underlying_shares":50000},"source":{"system":"sec-edgar","filing":"0001213900-25-024250","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":2,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024250/ownership.xml","form_type":"4"}},{"id":1205928,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":1,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"See Remarks"}},{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":2,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}}],"security":"Common stock, par value $0.0001 per share","published_at":"2025-03-14T23:13:44.000Z","date":"2025-03-12","kind":"exercise","planned":false,"acquired":true,"shares":50000,"ownership":{"direct":true},"footnotes":[{"field":"kind","element":"transactionCoding","label":"F1","text":"In connection with and on the day prior to the closing (the \"Closing\") of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading \"Description of Securities\" in Inflection Point's Registration Statement on Form S-1 (File No. 333-271128). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's common stock (the \"Common Stock\") on a one-for-one basis."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"In connection with and on the day prior to the closing (the \"Closing\") of the business combination (the \"Business Combination\") between the Issuer (which was formerly known as Inflection Point Acquisition Corp. II or \"Inflection Point\") and USA Rare Earth, LLC, among other things, each of Inflection Point's Class B ordinary shares converted into one Class A ordinary share of Inflection Point as described under the heading \"Description of Securities\" in Inflection Point's Registration Statement on Form S-1 (File No. 333-271128). Immediately after such conversion, each Class A ordinary share of Inflection Point converted into one share of the Issuer's common stock (the \"Common Stock\") on a one-for-one basis."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F2","text":"Inflection Point Holdings II LLC is the record holder of such securities. Michael Blitzer is the sole Managing Member of Inflection Point Holdings II LLC and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings II LLC."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F3","text":"Michael Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Holdings II LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":6250000,"source":{"system":"sec-edgar","filing":"0001213900-25-024250","document":"ownership.xml","document_sequence":1,"table":"nonDerivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390025024250/ownership.xml","form_type":"4"}},{"id":1359711,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":1,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"See Remarks"}},{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":2,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":true,"ten_percent_owner":true,"other":false,"officer_title":"Chairman and CEO"}}],"security":"Class B ordinary shares, par value $0.0001 per share","published_at":"2024-11-20T01:17:06.000Z","date":"2024-11-18","kind":"exercise","planned":false,"acquired":false,"shares":6200000,"price":0,"value":0.0,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F1","text":"Inflection Point Acquisition Corp. II's (the \"Issuer\") Class B ordinary shares are convertible for Inflection Point Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No.333-271128) and have no expiration date. On November 18, 2024, Inflection Point Holdings II LLC elected to convert 6,200,000 Class B ordinary shares into 6,200,000 Class A ordinary shares on a one-for-one basis for no consideration."},{"field":"kind","element":"transactionCoding","label":"F1","text":"Inflection Point Acquisition Corp. II's (the \"Issuer\") Class B ordinary shares are convertible for Inflection Point Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No.333-271128) and have no expiration date. On November 18, 2024, Inflection Point Holdings II LLC elected to convert 6,200,000 Class B ordinary shares into 6,200,000 Class A ordinary shares on a one-for-one basis for no consideration."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F1","text":"Inflection Point Acquisition Corp. II's (the \"Issuer\") Class B ordinary shares are convertible for Inflection Point Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No.333-271128) and have no expiration date. On November 18, 2024, Inflection Point Holdings II LLC elected to convert 6,200,000 Class B ordinary shares into 6,200,000 Class A ordinary shares on a one-for-one basis for no consideration."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F1","text":"Inflection Point Acquisition Corp. II's (the \"Issuer\") Class B ordinary shares are convertible for Inflection Point Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No.333-271128) and have no expiration date. On November 18, 2024, Inflection Point Holdings II LLC elected to convert 6,200,000 Class B ordinary shares into 6,200,000 Class A ordinary shares on a one-for-one basis for no consideration."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F2","text":"Inflection Point Holdings II LLC is the record holder of such securities. Michael Blitzer is the sole Managing Member of Inflection Point Holdings II LLC and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings II LLC."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F3","text":"Michael Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Holdings II LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":50000,"derivative":{"underlying":"Class A ordinary shares, par value $0.0001 per share","underlying_shares":6200000},"source":{"system":"sec-edgar","filing":"0001213900-24-100310","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":2,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390024100310/ownership.xml","form_type":"4"}},{"id":1359710,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":1,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"See Remarks"}},{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":2,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":true,"ten_percent_owner":true,"other":false,"officer_title":"Chairman and CEO"}}],"security":"Class A ordinary shares, par value $0.0001 per share","published_at":"2024-11-20T01:17:06.000Z","date":"2024-11-18","kind":"exercise","planned":false,"acquired":true,"shares":6200000,"ownership":{"direct":true},"footnotes":[{"field":"kind","element":"transactionCoding","label":"F1","text":"Inflection Point Acquisition Corp. II's (the \"Issuer\") Class B ordinary shares are convertible for Inflection Point Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No.333-271128) and have no expiration date. On November 18, 2024, Inflection Point Holdings II LLC elected to convert 6,200,000 Class B ordinary shares into 6,200,000 Class A ordinary shares on a one-for-one basis for no consideration."},{"field":"price","element":"transactionPricePerShare","label":"F1","text":"Inflection Point Acquisition Corp. II's (the \"Issuer\") Class B ordinary shares are convertible for Inflection Point Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No.333-271128) and have no expiration date. On November 18, 2024, Inflection Point Holdings II LLC elected to convert 6,200,000 Class B ordinary shares into 6,200,000 Class A ordinary shares on a one-for-one basis for no consideration."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F2","text":"Inflection Point Holdings II LLC is the record holder of such securities. Michael Blitzer is the sole Managing Member of Inflection Point Holdings II LLC and shares voting and investment discretion with respect to the securities held by Inflection Point Holdings II LLC."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F3","text":"Michael Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Holdings II LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":6200000,"source":{"system":"sec-edgar","filing":"0001213900-24-100310","document":"ownership.xml","document_sequence":1,"table":"nonDerivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390024100310/ownership.xml","form_type":"4"}},{"id":1875158,"issuer":{"id":4023,"kind":"organization","name":"USA Rare Earth, Inc.","symbol":"USAR"},"owners":[{"id":70366,"kind":"organization","name":"Inflection Point Holdings II LLC","position":1,"cik":"0001970530","reported_name":"Inflection Point Holdings II LLC","relationship":{"director":false,"officer":false,"ten_percent_owner":true,"other":true,"other_text":"See Remarks"}},{"id":19073,"kind":"person","name":"BLITZER MICHAEL","position":2,"cik":"0001458423","reported_name":"BLITZER MICHAEL","relationship":{"director":true,"officer":true,"ten_percent_owner":true,"other":false,"officer_title":"Chief Executive Officer"}}],"security":"Class B Ordinary Shares","published_at":"2023-05-30T20:32:20.000Z","date":"2023-05-30","kind":"other","planned":false,"acquired":false,"shares":75000,"price":0,"value":0.0,"ownership":{"direct":true},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F1","text":"The Class B ordinary shares are convertible for the Issuer's Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No. 333-271128) and have no expiration date."},{"field":"kind","element":"transactionCoding","label":"F2","text":"On May 30, 2023, Inflection Point Holdings II LLC forfeited at no cost 75,000 Class B ordinary shares of the Issuer in connection with the election by the underwriters of the Issuer's initial public offering of units to exercise an option granted to them to cover over-allotments in part and not in full."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F1","text":"The Class B ordinary shares are convertible for the Issuer's Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No. 333-271128) and have no expiration date."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F1","text":"The Class B ordinary shares are convertible for the Issuer's Class A ordinary shares as described under the heading \"Description of Securities\" in the Issuer's Registration Statement on Form S-1 (File No. 333-271128) and have no expiration date."},{"field":"ownership.direct","element":"directOrIndirectOwnership","label":"F3","text":"Inflection Point Holdings II LLC is the record holder of the securities reported herein. Michael Blitzer is the managing member of Inflection Point Holdings II LLC and shares voting and investment discretion with respect to the securities held of record by Inflection Point Holdings II LLC. Michael Blitzer disclaims any beneficial ownership of the securities held by Inflection Point Holdings II LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly."}],"balance_after":6250000,"derivative":{"underlying":"Class A Ordinary Shares","underlying_shares":75000},"source":{"system":"sec-edgar","filing":"0001213900-23-044032","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1970622/000121390023044032/ownership.xml","form_type":"4"}}]}