{"url_path":"/sec/uamy/10-k/2026/item-11","section_key":"item-11","section_title":"Item 11 Executive Compensation.**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-03-19","source_url":"https://www.sec.gov/Archives/edgar/data/101538/0001104659-26-032049-index.html","accession_number":"0001104659-26-032049","cik":"0000101538","ticker":"UAMY","issuer_name":"UNITED STATES ANTIMONY CORP","edgar_url":"https://www.sec.gov/Archives/edgar/data/101538/0001104659-26-032049-index.html","primary_entity_key":"0000101538","primary_entity_name":"UNITED STATES ANTIMONY CORP"},"word_count":1775,"has_tables":true,"body_markdown":"**Item 11. Executive Compensation.**\n\nThis section discusses the material components of the executive compensation program for our executive officers who are named in the “Summary Compensation Table” below. We comply with the executive compensation disclosure rules applicable to “smaller reporting companies,” as such term is defined in the rules promulgated under the Securities Act, which require compensation disclosure for the last two completed fiscal years for our principal executive officer during the year ended December 31, 2025, the two most highly compensated executive officers other than our principal executive officer who were serving as executive officers as of December 31, 2025 and whose total compensation for 2025 exceeded $100,000, and up to two additional individuals for whom disclosure would have been provided but for the fact that the individual was not serving as an executive officer as of December 31, 2025. These officers are referred to as our named executive officers.\n\nIn 2025, our “named executive officers” and their positions were as follows:\n\n●Gary C. Evans, CEO and Chairman (PEO);\n\n●Lloyd Joseph Bardswich, EVP, Chief Mining Engineer and Director; and,\n\n●Richard R. Isaak, SVP, Chief Financial Officer (PFO).\n\nSummary Compensation Table\n\nThe following table provides information related to compensation of our named executive officers:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n​\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**Stock**\n\n**  ​ ​ ​**\n\n**Option**\n\n**  ​ ​ ​**\n\n**All Other**\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**Name and Principal Position**\n\n​\n\n**Year**\n\n​\n\n**Salary**\n\n​\n\n**Bonus**\n\n​\n\n**Awards **(1)\n\n​\n\n**Awards **(2)\n\n​\n\n**Compensation**\n\n​\n\n**Total**\n\nGary C. Evans, Chairman and CEO (3)\n\n \n\n2025\n\n​\n\n$\n\n314,769\n\n​\n\n$\n\n330,000\n\n​\n\n$\n\n2,295,000\n\n​\n\n$\n\n2,092,500\n\n​\n\n$\n\n6,219\n\n​\n\n$\n\n5,038,488\n\n​\n\n \n\n2024\n\n​\n\n$\n\n—\n\n​\n\n$\n\n200,000\n\n​\n\n$\n\n165,000\n\n​\n\n$\n\n120,000\n\n​\n\n$\n\n167,084\n\n​\n\n$\n\n652,084\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nLloyd Joseph Bardswich, EVP, Chief Mining Engineer & Director (4)\n\n \n\n2025\n\n​\n\n$\n\n150,000\n\n​\n\n$\n\n200,000\n\n​\n\n$\n\n550,800\n\n​\n\n$\n\n627,750\n\n​\n\n$\n\n2,827\n\n​\n\n$\n\n1,531,377\n\n​\n\n \n\n2024\n\n​\n\n$\n\n12,692\n\n​\n\n$\n\n100,000\n\n​\n\n$\n\n110,000\n\n​\n\n$\n\n80,000\n\n​\n\n$\n\n89,167\n\n​\n\n$\n\n391,859\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nRichard R. Isaak, SVP, Chief Financial Officer (5)\n\n \n\n2025\n\n​\n\n$\n\n192,462\n\n​\n\n$\n\n170,000\n\n​\n\n$\n\n550,800\n\n​\n\n$\n\n558,000\n\n​\n\n$\n\n3,853\n\n​\n\n$\n\n1,475,115\n\n​\n\n \n\n2024\n\n​\n\n$\n\n174,635\n\n​\n\n$\n\n150,000\n\n​\n\n$\n\n44,000\n\n​\n\n$\n\n64,000\n\n​\n\n$\n\n—\n\n​\n\n$\n\n432,635\n\n(1)\n\nThe value represents the aggregate grant date fair value of Restricted Stock Units as computed in accordance with FASB ASC Topic 718. Such grant date fair value does not take into account any estimated forfeitures related to service-vesting conditions. For information on the valuation assumptions used in calculating the grant-date fair value of the awards reported in this column, refer to Note 14, *Stockholders’ Equity* of the footnotes to the Company’s consolidated financial statements included in this 2025 Form 10-K.\n\n(2)\n\nThe value represents the aggregate grant date fair value of stock options as computed in accordance with FASB ASC Topic 718. Such grant date fair value does not take into account any estimated forfeitures related to service-vesting conditions. For information on the valuation assumptions used in calculating the grant-date fair value of the options reported in this column, refer to Note 14, *Stockholders’ Equity* of the footnotes to the Company’s consolidated financial statements included in this 2025 Form 10-K.\n\n(3)\n\nAll other compensation in 2025 represents the Company’s contribution to the employee 401(k) retirement plan. All other compensation in 2024 represents fees paid for board service.\n\n(4)\n\nAll other compensation in 2025 represents the Company’s contribution to the employee 401(k) retirement plan. All other compensation in 2024 represents fees paid for board service.\n\n98\n\n[Table of Contents](#TOC)\n\n(5)\n\nAll other compensation in 2025 represents the Company’s contribution to the employee 401(k) retirement plan.\n\nCompensation for all executive officers, except for the CEO position, is recommended to the compensation committee of the Board by the CEO. The compensation committee makes a recommendation for the compensation of the CEO. The compensation committee has identified a peer group of companies to aid in reviewing the CEO’s compensation recommendations for executives, and for reviewing the compensation of the CEO. The full Board approves the compensation amounts recommended by the compensation committee. The material compensation components of named executive officers include salary, bonus, and equity awards.\n\nThe following table provides information related to outstanding equity awards of our named executive officers as of December 31, 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**Number of**\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**  ​ ​ ​**\n\n​\n\n**  ​ ​ ​**\n\n**Number of**\n\n**  ​ ​ ​**\n\n**Value of**\n\n​\n\n​\n\n**Securities**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Shares or**\n\n​\n\n**Shares or**\n\n​\n\n​\n\n**Underlying**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Units of**\n\n​\n\n**Units of**\n\n​\n\n​\n\n**Unexercised**\n\n​\n\n**Option**\n\n​\n\n**Option**\n\n​\n\n**Stock that**\n\n​\n\n**Stock that**\n\n​\n\n​\n\n**Options (#)**\n\n​\n\n**Exercise**\n\n​\n\n**Expiration**\n\n​\n\n**have not**\n\n​\n\n**have not**\n\n**Name and Principal Position**\n\n​\n\n**unexercisable**\n\n​\n\n**Price ($)**\n\n​\n\n**Date**\n\n​\n\n**Vested (#)**\n\n​\n\n**Vested ($)**\n\nGary C. Evans, Chairman and CEO\n\n \n\n500,000\n\n​\n\n$\n\n0.22\n\n \n\n3/1/2027\n\n \n\n250,000\n\n  ​\n\n$\n\n1,255,000\n\n​\n\n \n\n750,000\n\n​\n\n$\n\n2.57\n\n \n\n5/27/2035\n\n \n\n500,000\n\n  ​\n\n$\n\n2,510,000\n\nLloyd Joseph Bardswich, EVP, Chief Mining Engineer & Director\n\n \n\n333,333\n\n​\n\n$\n\n0.22\n\n \n\n3/1/2027\n\n \n\n166,666\n\n  ​\n\n$\n\n836,663\n\n​\n\n \n\n225,000\n\n​\n\n$\n\n2.57\n\n \n\n5/27/2035\n\n \n\n120,000\n\n  ​\n\n$\n\n602,400\n\nRichard R. Isaak, SVP, Chief Financial Officer\n\n \n\n266,667\n\n​\n\n$\n\n0.22\n\n \n\n3/1/2027\n\n \n\n66,667\n\n  ​\n\n$\n\n334,668\n\n​\n\n \n\n200,000\n\n​\n\n$\n\n2.57\n\n \n\n5/27/2035\n\n \n\n120,000\n\n  ​\n\n$\n\n602,400\n\n​\n\n**Equity Award Timing**\n\nThe Board and compensation committee are responsible for approving stock grants for executive officers. Stock awards are typically granted at the start of employment with the Company and after the end of the calendar year. The purpose of these stock grants is to set performance expectations for the executive officer over the next several years for the financial and operational success of the Company, thereby advancing the Company’s interests and the interests of the Company’s shareholders. One of the Board and Compensation Committee’s considerations when approving stock grants is reviewing the timing of the grant in relation to potential upcoming events, especially if the potential event involves material nonpublic information. The intention of the Board and compensation committee is to avoid having disclosure of material nonpublic information affect the value of the stock grant. During the year ended December 31, 2025, stock grants were not awarded to a named executive officer in close proximity to a filing with the Securities and Exchange Commission that disclosed material nonpublic information.\n\n**Insider Trading Policy**\n\nThe Company has adopted an Insider Trading Policy that applies to all our directors, officers and employees. We believe our Insider Trading Policy is reasonably designed to deter wrongdoing and promote honest and ethical conduct, to comply with applicable laws, and to provide accountability for adherence to the policy. Our Insider Trading Policy is included in Exhibit 19 to this Annual Report and is also available on our web site at www.usantimony.com.\n\n**Compensation of Directors**\n\nThe following table provides information related to compensation of our directors for the year ended December 31, 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**Fees Earned or**\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**  ​ ​ ​**\n\n​\n\n​\n\n**Name**\n\n​\n\n**Paid in Cash **\n\n​\n\n**Stock Awards **(1)\n\n​\n\n**Option Awards **(1)\n\n​\n\n**Total**\n\nDr. Blaise Aguirre, Director\n\n​\n\n$\n\n124,000\n\n​\n\n$\n\n175,274\n\n​\n\n$\n\n69,564\n\n​\n\n$\n\n368,838\n\nJoseph A. Carrabba, Director\n\n​\n\n$\n\n140,000\n\n​\n\n$\n\n175,274\n\n​\n\n$\n\n69,564\n\n​\n\n$\n\n383,338\n\nMichael A. McManus, Director\n\n​\n\n$\n\n137,500\n\n​\n\n$\n\n175,274\n\n​\n\n$\n\n69,564\n\n​\n\n$\n\n382,338\n\nGeneral John M. Keane, Director\n\n​\n\n$\n\n34,780\n\n​\n\n$\n\n290,532\n\n​\n\n$\n\n115,258\n\n​\n\n$\n\n440,570\n\nJon R. Marinelli, Director\n\n​\n\n$\n\n9,181\n\n​\n\n$\n\n149,995\n\n​\n\n$\n\n74,999\n\n​\n\n$\n\n234,175\n\n(1)\n\nThe amounts reported in the ‘Stock Awards’ and ‘Option Awards’ columns reflect the aggregate grant date fair value of awards granted during 2025, computed in accordance with FASB ASC Topic 718. As of December 31, 2025, the aggregate number of\n\n99\n\n[Table of Contents](#TOC)\n\nunvested stock awards and the aggregate number of option awards (vested and unvested) held by each non-employee director were as follows:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**Aggregate**\n\n**  ​ ​ ​**\n\n**Aggregate**\n\n​\n\n​\n\n**Unvested Stock**\n\n​\n\n**Unexercised**\n\n**Name**\n\n​\n\n**Awards**\n\n​\n\n**Option Awards**\n\nDr. Blaise Aguirre, Director\n\n \n\n128,801\n\n \n\n534,100\n\nJoseph A. Carrabba, Director\n\n \n\n87,133\n\n \n\n284,100\n\nMichael A. McManus, Director\n\n \n\n128,801\n\n \n\n367,433\n\nGeneral John M. Keane, Director\n\n \n\n68,200\n\n \n\n34,100\n\nJon R. Marinelli, Director\n\n \n\n24,509\n\n \n\n15,182\n\n​\n\nThe fees earned by our directors follow the results of a study prepared an independent firm using peer data, among other things, to determine market pay for our directors and can be calculated as follows: $65,000 annual retainer for each Board member, $70,000 additional annual retainer for the chairman, $30,000 additional annual retainer for the lead director, which the Board does not have at this time, $20,000, $15,500, $13,500, and $13,500 additional annual retainers for the chairs of the audit, finance, compensation, and nominating and governance committees, respectively, $10,000, $7,500, $7,500, and $5,000 additional annual retainer for each member of the audit, finance, compensation, and nominating and governance committees, respectively, $2,500 for each Board member for attending each Board meeting, $2,000 for the audit committee chair for attending each audit committee meeting, $1,500 for the finance committee chair for attending each finance committee meeting $1,500 for each audit committee member for attending each audit committee meeting, $1,500 for each finance committee member for attending each finance committee meeting, and $1,500 for each compensation and nominating and governance committee chair and member for attending each compensation and nominating and governance committee meeting.\n\nRestricted stock and stock options are granted to our directors as a means of developing a sense of proprietorship and personal involvement in our development and financial success and encouraging them to devote their best efforts to our business, thereby advancing our interests and the interests of our shareholders. These grants typically vest over three years to aid with board service longevity.\n\n​\n\n100\n\n[Table of Contents](#TOC)"}