FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

FRANKLIN JAMES M.
2. Issuer Name and Ticker or Trading Symbol

UR-ENERGY INC [ URG ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

10758 W. CENTENNIAL ROAD, SUITE 200
3. Date of Earliest Transaction (MM/DD/YYYY)

1/26/2023
(Street)

LITTLETON, CO 80127
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common shares 1/26/2023  M  193574 A$0.5918 (1)799501 D  
Common shares 1/26/2023  S  193574 D$1.2407 (2)605927 D  
Common shares 1/26/2023  M  142609 A$0.4719 (3)748536 D  
Common shares 1/26/2023  S  142609 D$1.2320 (4)605927 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common share options (right to buy) $0.5918 (1)1/26/2023  M     193574   (5)11/5/2024 Common shares 193574 $0 499257 D  
Common share options (right to buy) $0.4719 (3)1/26/2023  M     142609   (6)11/13/2025 Common shares 142609 $0 356648 D  

Explanation of Responses:
(1) The options were exercised and the shares were acquired at $0.79 Canadian dollars; $0.5918 U.S. dollars is the equivalent of the exercise price pursuant to the exchange rate realized as of the transaction date (Cdn$1.00 = US$0.7491).
(2) The shares were sold at $1.6563 Canadian dollars; $1.2407 U.S. dollars is the equivalent of the sales price pursuant to the exchange rate realized as of the transaction date (Cdn$1.00 = US$0.7491).
(3) The options were exercised and the shares were acquired at $0.63 Canadian dollars; $0.4719 U.S. dollars is the equivalent of the exercise price pursuant to the exchange rate realized as of the transaction date (Cdn$1.00 = US$0.7491).
(4) The shares were sold at $1.6446 Canadian dollars; $1.2320 U.S. dollars is the equivalent of the sales price pursuant to the exchange rate realized as of the transaction date (Cdn$1.00 = US$0.7491).
(5) A total of 193,574 options were granted on 11/5/2019 vested and became exercisable as follows: 64,524 on 11/5/2020; 64,524 on 11/5/2021 and 64,526 on 11/5/2022.
(6) A total of 213,914 options were granted on 11/13/2020 which vested and became exercisable as follows: 71,305 on 11/13/2021; 71,305 on 11/13/22. Another 71,304 options will vest on 11/13/2023.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
FRANKLIN JAMES M.
10758 W. CENTENNIAL ROAD
SUITE 200
LITTLETON, CO 80127
X



Signatures
/s/ Roger L. Smith Roger L. Smith pursuant to Power of Attorney1/30/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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