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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K/A(Amendment No. 1)

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2014

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to
_____________

Commission File No. 001-34487

LIGHTBRIDGE CORPORATION(Exact Name of Registrant as Specified in Its Charter)

|Nevada                                           | 91-1975651                          
|------------------------------------------------ | ------------------------------------
|(State or Other Jurisdiction of Incorporation or |                                     
|Organization)                                    | (I.R.S. Employer Identification No.)

1600 Tysons Boulevard, Suite 550Mclean,
Virginia 22102(Address of Principal Executive Offices)

(571) 730-1200(Registrants telephone
number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

|Title of each class                      | Name of each exchange on which registered
|---------------------------------------- | -----------------------------------------
|Common Stock, par value $0.001 per share | The NASDAQ Capital Market                

Securities registered pursuant to Section 12(g) of the Exchange
Act: None

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act.Yes
[   ]      No [X]

Indicate by check mark if the registrant is not required to
file reports pursuant to Section 13 or Section 15(d) of the Act.Yes
[   ]      No [X]

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes
[X]      No [   ]

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Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files)Yes
[X]      No [   ]

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrants knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.

|Large Accelerated Filer [   ] |                                                     | Accelerated
      Filer                 
      [   ]
|----------------------------- | --------------------------------------------------- | ----------------------------------------------------
|Non-Accelerated Filer   [   ] | (Do not check if a smaller
      reporting company) | Smaller reporting company [X]                       
|                              |                                                     |                                                     

Indicate by check mark whether registrant is a shell company
(as defined in Rule 12b-2 of the Act) Yes [  
]      No [X]

At June 30, 2014, the aggregate market value of shares held by
non-affiliates of the registrant (based upon the closing sale price of such
shares on the NASDAQ Capital Market on June 30, 2014 was $35,186,138.

At March 2, 2015 there were 18,082,874 shares of the
registrants common stock issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None.

2

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LIGHTBRIDGE CORPORATIONFORM 10-KFor the
Fiscal Year Ended December 31, 2014

TABLE OF CONTENTS

|EXPLANATORY NOTE                                                                                                                | 3 
|------------------------------------------------------------------------------------------------------------------------------- | --
|PART III                                                                                                                        | 4 
|**ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND
      CORPORATE** GOVERNANCE.                                                      | 4 
|ITEM 11. EXECUTIVE COMPENSATION.                                                                                                | 15
|**ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
      OWNERS AND** **MANAGEMENT AND RELATED****STOCKHOLDER
      MATTERS.** | 20
|**ITEM 13. CERTAIN RELATIONSHIPS AND RELATED
      TRANSACTIONS, AND** DIRECTOR INDEPENDENCE.                                   | 22
|ITEM 14. PRINCIPAL ACCOUNTING FEES AND
      SERVICES.                                                                          | 22
|PART IV                                                                                                                         | 23
|ITEM 15. EXHIBITS, FINANCIAL STATEMENT
      SCHEDULES.                                                                         | 23

EXPLANATORY NOTE

This Amendment No.1 on Form 10-K/A (this Amendment) amends
the Annual Report on Form 10-K of Lightbridge Corporation (the Company) for
the year ended December 31, 2014, as filed with the Securities and Exchange
Commission on March 25, 2015 (the Original Form 10-K). This Amendment is being
filed solely for the purpose of disclosing information required in Part III of
the Original Form 10-K that the Company will not be incorporating by reference
to a definitive proxy statement by the required deadline. No other parts or
disclosures from the Original Form 10-K are included in this Amendment other
than Part III and Part IV below, and except as required to reflect the matters
set forth in such included disclosure, this Amendment does not reflect events or
developments that have occurred after the date of the Original Form 10-K and
does not modify or update disclosures presented in the Original Form 10-K in any
way.

Among other things, forward-looking statements made in the
Original Form 10-K have not been revised to reflect events, results, or
developments that have occurred or facts that have become known to us after the
date of the Original Form 10-K (other than as discussed above), and such
forward-looking statements should be read in their historical context.
Accordingly, this Amendment should be read in conjunction with our filings made
with the Securities and Exchange Commission subsequent to the filing of the
Original Form 10-K.

3

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE.

Directors and Executive Officers

Set forth below are the names of our current directors,
executive officers and significant employees, their ages, all positions and
offices that they hold with us, the period during which they have served as
such, and their business experience during at least the last five years.

|                          |  |     |  | Position with the                                                 |  | Term as Director of   
|------------------------- |  | --- |  | ----------------------------------------------------------------- |  | ----------------------
|Name                      |  | Age |  | Company                                                           |  | Company               
|Seth Grae                 |  | 52  |  | President, CEO and Director                                       |  | April 2006  Present  
|Thomas Graham, Jr.        |  | 81  |  | Chairman and Corporate Secretary                                  |  | April 2006  Present  
|Victor E. Alessi          |  | 75  |  | Director                                                          |  | August 2006  Present 
|Kathleen Kennedy Townsend |  | 63  |  | Director                                                          |  | October 2013  Present
|Daniel B. Magraw          |  | 68  |  | Director                                                          |  | October 2006  Present
|Linda Zwobota             |  | 64  |  | Chief Financial Officer                                           |  | -                     
|Andrey Mushakov           |  | 38  |  | Executive Vice President 
      International Nuclear Operations |  | -                     

|Name               | Position with the Company and
      Principal Occupations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Seth Grae          | Mr. Grae was named the Chief Executive Officer and
      President of the Company on March 17, 2006 and, effective April 2, 2006,
      became a director of the Company. Seth Grae has led the development and
      implementation of Lightbridges business efforts to develop and deploy
      advanced nuclear fuel technologies and to provide comprehensive advisory
      services based on safety, non-proliferation, and transparency for emerging
      commercial nuclear power programs.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|                   | Mr. Grae is a member of the Civil Nuclear Trade Advisory
      Committee to the U.S. Secretary of Commerce and he is a member of the
      Nuclear Energy Institute's Suppliers Advisory Committee. He is also a
      member of the Deans Advisory Council at the Washington College of Law at
      American University. Mr. Grae has served as Vice Chair of the Governing
      Board of the Bulletin of the Atomic Scientists and as Co-Chair of the
      American Bar Associations Arms Control and Disarmament Committee. He has
      also been a member of the Board of Directors of the Lawyers Alliance for
      World Security. Mr. Grae reviews the work of the Companys principal
      financial and accounting officers on significant matters related to the
      Companys financial position and results of operations, and the
      presentation of its financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Thomas Graham, Jr. | Ambassador Graham became a director of the Company on
      April 2, 2006, and chairman of the Board on April 4, 2006. Ambassador
      Graham served as a member of the board of directors of Thorium Power,
      Inc., from 1997 until the merger with the Company. He is one of the
      worlds leading experts on nuclear non- proliferation and has served as a
      senior U.S. diplomat involved in the negotiation of every major
      international arms control and non- proliferation agreement involving the
      United States during the period from 1970 to 1997, including the Strategic
      Arms Limitations Talks (the Interim Agreement on Strategic Offensive Arms,
      the Anti- Ballistic Missile Treaty, and the Salt II Treaty), the Strategic
      Arms Reduction Talks (the Start I Treaty and the Start II Treaty), the
      Intermediate Nuclear Forces Treaty, the Nuclear Non- Proliferation Treaty
      Extension, the Conventional Armed Forces in Europe Treaty, and the Comprehensive Test Ban
      Treaty. In 1993, Ambassador Graham served as the Acting Director of the
      U.S. Arms Control and Disarmament Agency (ACDA), and for seven months in
      1994 served as the Acting Deputy Director. From 1994 through 1997, he
      served as the Special Representative of the President of the United States
      for Arms Control, Non-Proliferation and Disarmament with the rank of
      Ambassador, and in this capacity successfully led U.S. government efforts
      to achieve the permanent extension of the Nuclear Non-Proliferation Treaty
  in 1995. He also served for 15 years as the general counsel of ACDA.

4

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|                 | Ambassador Graham worked on the negotiation of the
      Chemical Weapons Convention and the Biological Weapons Convention. He
      drafted the implementing legislation for the Biological Weapons Convention
      and managed the Senate approval of the ratification of the Geneva Protocol
      banning the use in war of chemical and biological weapons. In 2009, Mr.
      Graham was appointed as a member of the International Advisory Board for
      the nuclear program of the United Arab Emirates. He is also Chairman of
      the Board of CanAlaska Uranium Ltd. of Vancouver, Canada (TSX: CVV) a
      uranium exploration company. In addition, he was Chairman of Mexco Energy
      Inc. (NYSEMKT: MXC) during the last five years, resigning in 2011.
      Ambassador Graham received an A.B. in 1955 from Princeton and a J.D. in
      1961 from Harvard University. He is a member of the Kentucky, the District
      of Columbia and the New York Bar Associations and is a member of the
      Council on Foreign Relations. He chaired the Committee on Arms Control and
      Disarmament of the American Bar Association from 1986-1994. Ambassador
      Graham received the Trainor Award for Distinction in Diplomacy from
      Georgetown University in 1995 and the World Order Under Law award from the
      International Law Section of the American Bar Association in 2007. He has
      taught at a number of universities as an adjunct professor including the
      University of Virginia Law School, Georgetown University Law Center,
      Georgetown University School of Foreign Service, the University of
      Washington, The University of Tennessee, and Stanford University. He has
    published six books, the most recent being Unending Crisis in 2012.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|---------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|Victor E. Alessi | Dr. Alessi became a director of the Company on August 23,
      2006. Dr. Victor E. Alessi, who holds a Ph.D. in nuclear physics, is
      President Emeritus of the United States Industry Coalition (USIC), an
      organization dedicated to facilitating the commercialization of
      technologies of the New Independent States (NIS) of the former Soviet
      Union through cooperation with its members. He has held such position
      since August 1, 2006; prior to becoming President Emeritus, Dr. Alessi
      held the positions of CEO and President of USIC since 1999. Previously, he
      was President of DynMeridian, a subsidiary of DynCorp, specializing in
      arms control, non-proliferation, and international security affairs.
      Before joining DynMeridian in early 1996, Dr. Alessi was the Executive
      Assistant to the Director, U.S. Arms Control and Disarmament Agency
      (ACDA). At ACDA he resolved inter- bureau disputes, and advised the
      director on all arms control and non-proliferation issues. Dr. Alessi
      served as Director of the Office of Arms Control and Non-proliferation in
      the Department of Energy (DOE) prior to his work at ACDA, overseeing all
      DOE arms control and non-proliferation activities. As a senior DOE
      representative, Dr. Alessi participated in U.S. efforts that led to
      successful conclusion of the Intermediate Nuclear Forces (INF),
      Conventional Forces in Europe, Threshold Test Ban, Peaceful Nuclear
      Explosions, Open Skies, Strategic Arms Reductions Talks Treaties and the
      Chemical Weapons Convention. In this role, he was instrumental in
      implementing the U.S. unilateral nuclear initiative in 1991 and was a
      member of the U.S. delegation discussing nuclear disarmament with Russia
      and other states of the former Soviet Union. He was in charge of DOEs
      support to the U.N. Special Commission on Iraq, to the Nunn-Lugar
      Initiative, and represented DOE in discussions on the Comprehensive Test
      Ban (CTB) with the other nuclear weapons states before the CTB
      negotiations began in Geneva in 1994. Dr. Alessi served as the U.S. board
      member to the International Science and Technology Center in Moscow since
      its founding in 1992 until 2011. He is also the former U.S. board member
      to the Science and Technology Center in Ukraine. Dr. Alessi is a 1963
      graduate of Fordham University, where he also earned a licentiate in
      Philosophy (Ph.L.) in 1964. He studied nuclear physics at Georgetown
      University, receiving his M.S. in 1968 and Ph.D. in 1969.

5

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|Kathleen Kennedy Townsend | Ms. Townsend became a director of the Company in October
      2013. Ms. Townsend has a long history of accomplishment in the public
      arena, and for the last decade has in the private sector. She has been a
      Managing Director at the Rock Creek Group, an investment management
      company since 2007. Ms. Townsend also serves on the board of directors for
      the Pension Rights Center (a nonprofit consumer advocacy organization),
      NewTower Trust Company (a non-depository trust company that provides
      fiduciary and trustee services to the Multi-Employer Property Trust
      (MEPT), an open-end commingled real estate equity fund), and CanAlaska
  Uranium Ltd. (TSX: CVV) (a Canadian uranium exploration company).
|------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | As the State of Marylands first woman Lt. Governor, Ms.
      Townsend was in charge of a multimillion dollar budget and had oversight
      of major cabinet departments, including Economic Development and
      Transportation, State Police, Public Safety and Correction and Juvenile
      Justice. Prior to being elected Lt. Governor, Ms. Townsend served as
      Deputy Assistant Attorney General of the United States. In that role, she
      led the planning to put 100,000 police officers into the community and she
      ignited the Police Corps, a program to give college scholarships to young
      people who pledge to work as police officers for four years after
      graduation.                                                
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | Prior to serving at the Department of Justice, Ms.
      Townsend spent seven years as the founder and director of the Maryland
      Student Service Alliance where she led the fight to make Maryland the
      firstand onlystate to make service a graduation requirement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | She has been appointed Special Advisor at the Department
      of State, a Research Professor at the McCourt School of Public Policy at
      Georgetown University, where she focuses on retirement security. She is a
      Woodrow Wilson Fellow. She taught foreign policy at the University of
      Pennsylvania and the University of Maryland, Baltimore County and has been
      a visiting Fellow at the Kennedy School of Government at Harvard. In the
  mid-1980s, she founded the Robert F. Kennedy Human Rights Award.                                                                                                                                                                                                                            
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | She chairs Center for Popular Democracy which builds the
      strength and capacity of democratic organizations. She also serves on the
      boards of the Center for American Progress, Institute for Contemplative
      Practice, and New Tower Trust. Ms. Townsend is also a member of the
      Council of Foreign Relations and the Inter-American Dialogue. For the last
      eight years she has been Vice-Chair of the Future of Science conference
      held in Venice Italy and for the last four years Vice-Chair of Science for
      Peace held in Milan.                                                                                                                                                                                       
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | Ms. Townsend has chaired the Institute of Human Virology
      founded by Dr. Robert Gallo, which treats over 700,000 patients in Africa
      as part of the PEPFAR program, has chaired the Robert Kennedy Memorial and
      has been on the Board of Directors of the John F Kennedy Library
      Foundation. Previously, she served on a number of boards including the
      Export-Import Bank, Johns Hopkins School of Advanced International Studies
      (SAIS), the Wilderness Society, the Points of Light Foundation, the
      National Catholic Reporter and the Institute for Womens Policy Research,
      and the Baltimore Urban League.                                                                                                    
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | An honors graduate of Harvard University, Ms. Townsend
      received her law degree from the University of New Mexico where she was a
      member of the law review. She has received fourteen honorary degrees. A
      member of the bar in Maryland, Connecticut and Massachusetts, she is also
      a certified broker-dealer.                                                                                                                                                                                                                                                                                                                                                                                                                             
|                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                          | Ms. Townsends book, Failing Americas Faithful: How
      Todays Churches Mixed God with Politics and Lost Their Wayhas
      been published by Warner Books in March 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

6

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|Daniel B. Magraw | Mr. Magraw became a director of the Company on October
      23, 2006. Mr. Magraw is a leading expert on international environmental
      law and policy, as well as on international human rights. Mr. Magraw is a
      Senior Fellow and Professorial Lecturer at the Foreign Policy Institute at
      Johns Hopkins School of Advanced International Studies (SAIS) and
      President Emeritus of the Center for International Environmental Law (CIEL).
      Mr. Magraw was the President and CEO of CIEL from 2002- 2010. From
      1992-2001, he was Director of the International Environmental Law Office
      of the U.S. Environmental Protection Agency, during which time he also
      served at the White House (2000-2001) and as Acting Assistant
      Administrator of the EPAs Office of International Activities. He was a
      member of the Trade and Environment Policy Advisory Committee to the
      Office of the U.S. Trade Representative (TEPAC) from 2002-2010, chairs the
      American Bar Association (ABA) Section of International Laws Task Force
      on Magna Carta, serves as a consultant to the United Nations, was a member
      of the U.S. Department of State Study Group on International Business
      Transactions, and was Chair of the 15,000-member Section of International
      Law and Practice of the ABA. He practiced international law,
      constitutional law, and bankruptcy law at Covington & Burling in
      Washington, DC from 1978-1983. Mr. Magraw is a widely-published author in
      the field of international law and has received many awards. He graduated
      from Harvard University with High Honors in Economics, where he was
      student body president, and from the University of California, Berkeley
      Law School, where he was Editor-in-Chief of the Law Review. While working
      as an economist for the Peace Corps in India from 1968 to 1972, Mr. Magraw
      helped develop and managed the largest and most successful cooperative of
      its type (wholesale, retail, furniture manufacturing and food processing)
      in India. In 1996, Mr. Magraw became a member of the board of directors of
      Thorium Power, Inc., which is now a wholly-owned subsidiary of the
      Company.
|---------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Linda Zwobota    | Ms. Zwobota was appointed the Chief Financial Officer of
      the Company on March 25, 2015. Prior to her appointment as Chief Financial
      Officer, Ms. Zwobota was the Companys interim Chief Financial Officer
      since November 2014. Prior to that appointment, Ms. Zwobota served as the
      Companys Controller, a position she held since October 2009, when she
      joined the Company. Ms. Zwobota is the Companys principal accounting
      officer and is responsible for the Companys financial reporting and
      analysis, including the Companys quarterly and annual SEC reporting,
      Sarbanes Oxley compliance, and general financial management, among other
      things.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                 | From May 2000 until October 2009, Ms. Zwobota held the
      position of Associate at Resources Global Professionals (RGP), a
      consulting firm, where she provided RGP clients with a broad range of
      services, including accounting, regulatory reporting, internal audit, and
      IT system support. Prior to joining RGP, from 1999 to May 2000, Ms.
      Zwobota held the position of Senior Internal Auditor for BAA, USA, Inc., a
      subsidiary of BAA plc, a developer and manager of retail, food and
      beverage concessions at airports. Ms. Zwobota performed high-level,
      risk-based audits of BAA plcs investments in North America, including
      World Duty Free Americas, World Duty Free Inflight, airport and retail
      operations, and development activities. Prior to joining BAA, USA, Inc.,
      from 1997 through 1999, Ms. Zwobota was the Revenue Accounting Manager for
      World Duty Free, another BAA plc company with global operations, sales of
      $43 million denominated in 54 different currencies worldwide, servicing 23
      airline concessions, at 31 stations in 18 countries. From 1992-1997, Ms.
      Zwobota worked at a subsidiary of Wartsila, a global power solutions
      company, as a Senior Accountant and as the Assistant Treasurer. Ms.
      Zwobota earned a Bachelors Degree from the University of Maryland, College
      Park. She has been a certified public accountant since November 1991 and a
      Certified Internal Auditor (CIA®) since May 1999.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Andrey Mushakov  | Dr. Mushakov became the Executive Vice President-
      International Nuclear Operations of the Company on July 27, 2006 and he
      oversees the nuclear fuel technology division of Lightbridge Corporation.
      Dr. Mushakov has been with Lightbridge since 2000. In 2009, he led
      Lightbridges efforts to establish its Russian branch office in Moscow and
      currently oversees its operations. He also acts as the primary liaison
      between Lightbridge Corporation and various Russian nuclear organizations,
      including Russian State Corporation Rosatom, TVEL, MSZ
Electrostal, OKBM, Kurchatov Institute, and other Russian entities. Dr. Mushakov
was instrumental in negotiating Lightbridges collaborative agreements with
AREVA, the worlds largest nuclear energy firm, to investigate the use of
thorium fuel in light water reactors and directing successful execution of the
consulting projects thereunder in 2009-2010. Dr. Mushakov has been a featured
speaker at international conferences and panels on nuclear fuel technology,
including the Wharton Energy Conference and the World Nuclear Fuel Cycle
Conference. Before joining Lightbridge, Dr. Mushakov worked in commercial bank
oversight and corporate finance in the banking and construction sectors in
Russia. Dr. Mushakov earned a Ph.D. in economics from St. Petersburg State
University of Economics and Finance, an M.S. in management from Hult
International Business School, and a B.S. in banking and finance from the
Financial University under the Government of Russia.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

7

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There are no agreements or understandings for any of our
executive officers or director to resign at the request of another person and no
officer or director is acting on behalf of nor will any of them act at the
direction of any other person.

Directors are elected until their successors are duly elected
and qualified.

Director Qualifications

Directors are responsible for overseeing the Companys business
consistent with their fiduciary duty to stockholders. This significant
responsibility requires highly-skilled individuals with various qualities,
attributes and professional experience. The Board believes that there are
general requirements for service on the Board that are applicable to all
directors and that there are other skills and experience that should be
represented on the Board as a whole but not necessarily by each director. The
Board and the Governance and Nominating Committee of the Board consider the
qualifications of directors and director candidates individually and in the
broader context of the Board's overall composition and the Company's current and
future needs.

Qualifications for All Directors

In its assessment of each potential candidate, including those
recommended by stockholders, the Governance and Nominating Committee considers
the nominee's judgment, integrity, experience, independence, understanding of
the Company's business or other related industries and such other factors the
Governance and Nominating Committee determines are pertinent in light of the
current needs of the Board. The Governance and Nominating Committee also takes
into account the ability of a Director to devote the time and effort necessary
to fulfill his or her responsibilities to the Company.

The Board and the Governance and Nominating Committee require
that each Director be a recognized person of high integrity with a proven record
of success in his or her field. Each Director must demonstrate innovative
thinking, familiarity with and respect for corporate governance requirements and
practices, an appreciation of multiple cultures and a commitment to
sustainability and to dealing responsibly with social issues. In addition to the
qualifications required of all Directors, the Board assesses intangible
qualities including the individual's ability to ask difficult questions and,
simultaneously, to work collegially.

The Board does not have a specific diversity policy, but
considers diversity of race, ethnicity, gender, age, cultural background and
professional experiences in evaluating candidates for Board membership.
Diversity is important because a variety of points of view contribute to a more
effective decision-making process.

Qualifications, Attributes, Skills and Experience to be
Represented on the Board as a Whole

The Board has identified particular qualifications, attributes,
skills and experience that are important to be represented on the Board as a
whole, in light of the Company's current needs and business priorities. The Company's services are performed in various countries around
the world and significant areas of future growth are located outside of the
United States. The Company's business is truly global and multicultural.
Therefore, the Board believes that international experience or specific
knowledge of key geographic growth areas and diversity of professional
experiences should be represented on the Board. The Company's business is
multifaceted and involves complex financial transactions in various countries.
Therefore, the Board believes that the Board should include some Directors with
a high level of financial literacy and some Directors who possess relevant
business experience as a Chief Executive Officer or President. Our business
involves complex technologies in a highly specialized industry. Therefore, the
Board believes that extensive knowledge of the Company's business and the
nuclear industry should be represented on the Board. The Company's business also
requires compliance with a variety of regulatory requirements across a number of
countries and relationships with various governmental entities. Therefore, the
Board believes that governmental, political or diplomatic expertise should be
represented on the Board.

8

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Summary of Qualifications of Directors

Set forth below are the specific qualifications, attributes,
skills and experiences of our directors.

Seth GraeMr. Grae was named the Chief Executive
Officer and President of the Company on March 17, 2006 and, effective April 2,
2006, became a director of the Company. Seth Grae has led the development and
implementation of Lightbridge's business efforts to develop and deploy advanced
nuclear fuel technologies and to provide comprehensive advisory services based
on safety, non-proliferation, and transparency for emerging commercial nuclear
power programs.

Mr. Grae is a member of the Civil Nuclear Trade Advisory
Committee to the U.S. Secretary of Commerce and he is a member of the Nuclear
Energy Institute's Suppliers Advisory Committee. He is also a member of the
Dean's Advisory Council at the Washington College of Law at American University.
Mr. Grae has served as Vice Chair of the Governing Board of the Bulletin of the
Atomic Scientists and as Co-Chair of the American Bar Association's Arms Control
and Disarmament Committee. He has also been a member of the Board of Directors
of the Lawyers Alliance for World Security. Mr. Grae reviews the work of the
Company's principal financial and accounting officers on significant matters
related to the Company's financial position and results of operations, and the
presentation of its financial statements.

Thomas Graham, Jr.Ambassador Graham became a
director of the Company on April 2, 2006, and chairman of the Board on April 4,
2006. He is one of the world's leading experts in nuclear non-proliferation and
was appointed in 2009 as a member of the International Advisory Board for the
UAE Nuclear Program. Ambassador Graham served as a senior U.S. diplomat involved
in the negotiation of every major international arms control and
non-proliferation agreement in which the United States took part during the
period from 1970 to 1997. Ambassador Graham also is the Chairman of the Board of
CanAlaska Uranium Ltd. of Vancouver, Canada (Toronto: CVV:CN), a uranium
exploration company. He is a member of the Kentucky, the District of Columbia
and the New York Bar Associations and is a member of the Council on Foreign
Relations. He chaired the Committee on Arms Control and Disarmament of the
American Bar Association from 1986-1994.

Victor E. AlessiDr. Alessi became a director of the
Company on August 23, 2006. Dr. Alessi holds a Ph.D. in nuclear physics and is
President Emeritus of the United States Industry Coalition, or USIC, an
organization dedicated to facilitating the commercialization of technologies of
the New Independent States, or NIS, of the former Soviet Union through
cooperation with its members. Victor Alessi served as President and CEO of USIC
from 1999 to 2006, focusing on commercializing technologies developed in nuclear
institutes in the former Soviet Union by companies in the United States thus
creating peaceful jobs for former Soviet weapons scientists and preventing the
spread of nuclear weapons. Coinciding with his tenure at USIC, Dr. Alessi also
served the U.S. Representative on the Governing Board of the International
Science and Technology Center in Moscow since its founding in 1992 until 2011.
He also served as a board member of the Science and Technology Center in Ukraine. Earlier, Dr.
Alessi served as Director of the Office of Arms Control and Non-proliferation at
the Department of Energy, or DOE, where he oversaw arms control and
non-proliferation activities during the administrations of Presidents Ronald
Reagan, George H.W. Bush, and William Clinton. As a senior DOE official, he also
played an instrumental role implementing the U.S. unilateral nuclear initiative
in 1991 which eliminated over 7000 nuclear weapons.

9

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Kathleen Kennedy TownsendMs. Kennedy Townsend became
a director of the Company on October 1, 2013, and Ms. Townsend brings a long
history of accomplishments in the public and private sectors that demonstrate
her high level of financial literacy, her experience as a director, her risk
oversight and management expertise, as well as her experience in the political
arena. She is a manager at The Rock Creek Group, a Washington, D.C. based
investment advisor founded by the former treasurer of the World Bank. She was
the State of Maryland's first woman Lieutenant Governor, serving from 1995 to
2003. She had responsibility for a multibillion-dollar budget and oversight of
major cabinet departments. Before her 1995 election, Ms. Townsend served as
Deputy Assistant Attorney General of the United States. She led the planning to
put 100,000 police officers into communities and she ignited the Police Corps, a
program to give college scholarships to young people who pledge to work as
police officers for four years after graduating. Earlier in her career, Ms.
Townsend served as the founder and director of the Maryland Student Service
Alliance.

Ms. Townsend is an honors graduate of Harvard University, and
earned her law degree from the University of New Mexico. She has received 14
honorary degrees. A member of the bar in Maryland, Connecticut and
Massachusetts, she is also a certified broker-dealer and author.

Daniel B. MagrawMr. Magraw became a director of the
Company on October 23, 2006, and is a leading expert on international
environmental law and policy. Mr. Magraw is a Fellow and Professorial Lecturer
at the Foreign Policy Institute at Johns Hopkins School of Advanced
International Studies, and is President Emeritus of the Center for International
Environmental Law, or CIEL. Mr. Magraw served as the President and CEO of CIEL
from 2002-2010. From 1992-2001, he was Director of the International
Environmental Law Office of the U.S. Environmental Protection Agency. He was a
member of the Trade and Environment Policy Advisory Committee to the Office of
the U.S. Trade Representative, chairs the American Bar Association Section of
International Laws Task Force on Magna Carta, serves as a consultant to the
United Nations, was a member of the U.S. Department of State Study Group on
International Business Transactions, was Chair of the 15,000-member Section of
International Law and Practice of the American Bar Association and is a member
of the International Panel of Arbitrators of the American Arbitration
Association. Mr. Magraw is a widely-published author in the field of
international environmental law.

Family Relationships

There are no family relationships among our directors or
officers.

Involvement in Certain Legal Proceedings

To the best of our knowledge, none of our directors or
executive officers has, during the past ten years:

- been convicted in a criminal proceeding or been subject to a pending
  criminal proceeding (excluding traffic violations and other minor offences);
- had any bankruptcy petition filed by or against the business or property
  of the person, or of any partnership, corporation or business association of
  which he was a general partner or executive officer, either at the time of the
  bankruptcy filing or within two years prior to that time;
- been subject to any order, judgment, or decree, not subsequently reversed,
  suspended or vacated, of any court of competent jurisdiction or federal or
  state authority, permanently or temporarily enjoining, barring, suspending or
  otherwise limiting, his involvement in any type of business, securities, futures, commodities, investment,
  banking, savings and loan, or insurance activities, or to be associated with
  persons engaged in any such activity;

10

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- been found by a court of competent jurisdiction in a civil action or by
  the Securities and Exchange Commission or the Commodity Futures Trading
  Commission to have violated a federal or state securities or commodities law,
  and the judgment has not been reversed, suspended, or vacated;
- been the subject of, or a party to, any federal or state judicial or
  administrative order, judgment, decree, or finding, not subsequently reversed,
  suspended or vacated (not including any settlement of a civil proceeding among
  private litigants), relating to an alleged violation of any federal or state
  securities or commodities law or regulation, any law or regulation respecting
  financial institutions or insurance companies including, but not limited to, a
  temporary or permanent injunction, order of disgorgement or restitution, civil
  money penalty or temporary or permanent cease-and-desist order, or removal or
  prohibition order, or any law or regulation prohibiting mail or wire fraud or
  fraud in connection with any business entity; or
- been the subject of, or a party to, any sanction or order, not
  subsequently reversed, suspended or vacated, of any self- regulatory
  organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C.
  78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the
  Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange,
  association, entity or organization that has disciplinary authority over its
  members or persons associated with a member.

Board Composition and Committees

Our current corporate governance practices and policies are
designed to promote stockholder value and we are committed to the highest
standards of corporate ethics and diligent compliance with financial accounting
and reporting rules. Our Board provides independent leadership in the exercise
of its responsibilities. Our management oversees a system of internal controls
and compliance with corporate policies and applicable laws and regulations, and
our employees operate in a climate of responsibility, candor and integrity.

Corporate Governance Guidelines

We and our Board are committed to high standards of corporate
governance as an important component in building and maintaining stockholder
value. To this end, we regularly review our corporate governance policies and
practices to ensure that they are consistent with the high standards of other
companies. We also closely monitor guidance issued or proposed by the SEC and
the provisions of the Sarbanes-Oxley Act, as well as the emerging best practices
of other companies. The current corporate governance guidelines are available on
the Companys website www.ltbridge.com. Printed copies of our corporate
governance guidelines may be obtained, without charge, by contacting the
Corporate Secretary, Lightbridge Corporation, 1600 Tysons Boulevard, Suite 550,
McLean, Virginia 22102 USA.

The Board and Committees of the Board

The Company is governed by the Board that currently consists of
five members: Seth Grae, Thomas Graham, Victor Alessi, Kathleen Kennedy
Townsend, and Daniel Magraw. The Board has established four Committees: the
Audit Committee, the Compensation Committee, the Nominating and Governance
Committee and the Executive Committee. Each of the Audit Committee, Compensation
Committee and Nominating and Governance Committee are comprised entirely of
independent directors. From time to time, the Board may establish other
committees. The Board met seven times in 2014. The Board has adopted a written
charter for each of its committees which are available on the Companys website
www.ltbridge.com. Printed copies of these charters may be obtained,
without charge, by contacting the Corporate Secretary, Lightbridge Corporation,
1600 Tysons Boulevard, Suite 550, McLean, Virginia 22102 USA.

11

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Governance Structure

The Company has chosen to separate the roles of the Chairman of the Board and the Chief Executive Officer, though our current Chairman, Thomas Graham, Jr., is a member of the Company’s executive management. We have chosen to implement such a
governance structure to allow our Chief Executive Officer the ability to focus the majority of his time and efforts on the day to day operations of the Company. We believe that this governance structure has served the Company’s shareholders
well over the years.

We encourage our shareholders to learn more about our Company’s governance practices at our website, www.ltbridge.com.

The Board’s Role in Risk Oversight

The Board oversees that the assets of the Company are properly safeguarded, that the appropriate financial and other controls are maintained, and that the Company’s business is conducted wisely and in compliance with applicable laws and
regulations and proper governance. Included in these responsibilities is the Board’s oversight of the various risks facing the Company. In this regard, the Board seeks to understand and oversee critical business risks. The Board does not view
risk in isolation. Risks are considered in virtually every business decision and as part of the Company’s business strategy. The Board recognizes that it is neither possible nor prudent to eliminate all risk. Indeed, purposeful and appropriate
risk-taking is essential for the Company to be competitive on a global basis and to achieve its objectives.

While the Board oversees risk management, Company management is charged with managing risk. The Company has robust internal processes and a strong internal control environment to identify and manage risks and to communicate with the Board. The Board
and the Audit Committee monitor and evaluate the effectiveness of the internal controls and the risk management program at least annually. Management communicates routinely with the Board, Board committees and individual Directors on the significant
risks identified and how they are being managed. Directors are free to, and indeed often do, communicate directly with senior management.

The Board implements its risk oversight function both as a whole and through committees. Much of the work is delegated to various committees, which meet regularly and report back to the full Board. All committees play significant roles in carrying
out the risk oversight function. In particular:

- The Audit Committee oversees risks related to the Company’s financial statements, the financial reporting process, accounting and legal matters. The Audit Committee oversees the internal audit function and the Company’s ethics programs,
including the Code of Business Conduct. The Audit Committee members meet separately with representatives of the independent auditing firm.
- The Compensation Committee evaluates the risks and rewards associated with the Company’s compensation philosophy and programs. The Compensation Committee reviews and approves compensation programs with features that mitigate risk without
diminishing the incentive nature of the compensation. Management discusses with the Compensation Committee the procedures that have been put in place to identify and mitigate potential risks in compensation.

Independent Directors

In considering and making decisions as to the independence of each of the directors of the Company, the Board considered transactions and relationships between the Company (and its subsidiaries) and each director (and each member of such
director’s immediate family and any entity with which the director or family member has an affiliation such that the director or family member may have a material indirect interest in a transaction or relationship with such entity). The Board
has determined that the following members of the Board are independent as defined in applicable SEC and NASDAQ rules and regulations, and that each constitutes an “Independent Director” as defined in NASDAQ Marketplace Rule 5605, and

that such members constitute a majority of the entire Board: Mr. Alessi, Ms. Kennedy Townsend, and Mr. Magraw.

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Audit Committee

Our Audit Committee consists of Messrs. Alessi and Magraw and Ms. Kennedy Townsend, each of whom is “independent” as that term is defined under the Nasdaq listing standards. The Audit Committee oversees our accounting and financial
reporting processes and the audits of the financial statements of our company. Ms. Kennedy Townsend is our Audit Committee financial expert as that term is defined by the applicable SEC rules. The Audit Committee is responsible for, among other
things:

- selecting our independent auditors and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors;
- reviewing with our independent auditors any audit problems or difficulties and management’s response;
- reviewing and approving all proposed related-party transactions, as defined in Item 404 of Regulation S- K under the Securities Act of 1933, as amended;
- discussing the annual audited financial statements with management and our independent auditors;
- reviewing major issues as to the adequacy of our internal controls and any special audit steps adopted in light of significant internal control deficiencies;
- annually reviewing and reassessing the adequacy of our Audit Committee charter;
- meeting separately and periodically with management and our internal and independent auditors; and
- reporting regularly to the full Board ; and
- such other matters that are specifically delegated to our Audit Committee by our Board from time to time.

All members of the Audit Committee met by telephone or in person four times during the fiscal year ended December 31, 2014.

Compensation Committee

Our Compensation Committee consists of Messrs. Alessi and Magraw and Ms. Kennedy Townsend, each of whom is “independent” as that term is defined under the Nasdaq listing standards. Our Compensation Committee assists the Board in
reviewing and approving the compensation structure of our directors and executive officers, including all forms of compensation to be provided to our directors and executive officers. Our chief executive officer, and our chief operating officer and
chief financial officer, may not be present at any committee meeting during which his compensation is deliberated. The Compensation Committee is responsible for, among other things:

- approving and overseeing the compensation package for our executive officers;
- reviewing and making recommendations to the Board with respect to the compensation of our directors;
- reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level
of our chief executive officer based on this evaluation; and
- reviewing periodically and making recommendations to the Board regarding any long-term incentive compensation or equity plans, programs or similar arrangements, annual bonuses, employee pension and welfare benefit plans.

The Compensation Committee has sole authority to retain and terminate outside counsel, compensation consultants retained to assist the Compensation Committee in determining the compensation of the Chief
Executive Officer or senior executive officers, or other experts or consultants, as it deems appropriate, including sole authority to approve the firms' fees and other retention terms. The Compensation Committee may also form and delegate authority
to subcommittees and may delegate authority to one or more designated members of the Compensation Committee. The Compensation Committee may from time to time seek recommendations from the executive officers of the Company regarding matters under the
purview of the Compensation Committee, though the authority to act on such recommendations rests solely with the Compensation Committee.

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Our Compensation Committee met one time during the fiscal year ended December 31, 2014. All members were in attendance.

Governance and Nominating Committee

Our Governance and Nominating Committee consists of Messrs. Alessi and Magraw, and Ms. Kennedy Townsend, each of whom is “independent” as that term is defined under the NASDAQ listing standards. The Governance and Nominating Committee
assists the Board of directors in identifying individuals qualified to become our directors and in determining the composition of the Board and its committees. The Governance and Nominating Committee is responsible for, among other things:

- identifying and recommending to the Board nominees for election or re-election to the Board, or for appointment to fill any vacancy;
- reviewing annually with the Board the current composition of the Board in light of the characteristics of independence, age, skills, experience and availability of service to us;
- identifying and recommending to the Board the directors to serve as members of the Board’s committees; and
- monitoring compliance with our code of business conduct and ethics.

Our Governance and Nominating Committee does not have a specific policy with regard to the consideration of candidates recommended by stockholders, however any nominees proposed by our stockholders will be considered on the same basis as nominees
proposed by the Board. If you or another stockholder want to submit a candidate for consideration to the Board, you may submit your proposal to our Corporate Secretary:

- by sending a written request by mail to:

Lightbridge Corporation
1600 Tysons Boulevard, Suite 550
McLean, VA 22102
Attention: Corporate Secretary

- by calling our Corporate Secretary, at 571-730-1200.

Our Governance and Nominating Committee met one time during the fiscal year ended December 31, 2014. All members attended that meeting.

Executive Committee

Our Executive Committee consists of Messrs. Alessi, Grae and Graham. The Executive Committee of the Company exercises the power of the Board between regular meetings of the Board and when timing is critical. The Executive Committee also assists the
Board in fulfilling its oversight responsibility with respect to management-level staff, outside service providers and third party vendors.

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Code of Ethics

The Board has adopted a Code of Business and Ethics that applies to the Company’s directors, officers and employees. A copy of this policy is available via our website at http://ir.ltbridge.com/corporate-governance.cfm. Printed copies
of our Code of Ethics may be obtained, without charge, by contacting the Corporate Secretary, Lightbridge Corporation, 1600 Tysons Boulevard, Suite 550, McLean, Virginia 22102 USA. During the fiscal year ended December 31, 2014, there were no
waivers of our Code of Ethics.

Stockholder Communication with the Board of Directors

Stockholders may communicate with the Board, including non-management directors, by sending a letter to our Board, c/o Corporate Secretary, Lightbridge Corporation, 1600 Tysons Boulevard, Suite 550, McLean, Virginia 22102 USA for submission to the
Board or committee or to any specific director to whom the correspondence is directed. Stockholders communicating through this means should include with the correspondence evidence, such as documentation from a brokerage firm, that the sender is a
current record or beneficial stockholder of the Company. All communications received as set forth above will be opened by the Corporate Secretary or his designee for the sole purpose of determining whether the contents contain a message to one or
more of our directors. Any contents that are not advertising materials, promotions of a product or service, patently offensive materials or matters deemed, using reasonable judgment, inappropriate for the Board will be forwarded promptly to the
chairman of the Board, the appropriate committee or the specific director, as applicable.

Section 16(a) Beneficial Ownership Reporting Compliance

Under U.S. securities laws, directors, certain executive officers and persons beneficially owning more than 10% of our Common Stock must report their initial ownership of the Common Stock, and any changes in that ownership, to the SEC. The SEC has
designated specific due dates for these reports. Based solely on our review of copies of such reports filed with the SEC and written representations of our directors and executive offers, we believe that all persons subject to reporting filed the
required reports on time in fiscal year 2014, except for the following: A Form 3 disclosing Ms. Linda Zwobota’s beneficial ownership of our Common Stock upon her appointment as our Interim Chief Financial Officer on November 26, 2014 was filed
on March 27, 2015, after her appointment as Chief Financial Officer on March 25, 2015. In addition, Forms 4 disclosing beneficial ownership of stock options granted on May 5, 2014 to Mr. Seth Grae, Mr. Games Guerra, Mr. Andrey Mushakov, Mr. Victor
Alessi, Mr. Daniel Magraw, and Ms. Kathleen Kennedy Townsend were filed on June 3, 2014.

ITEM 11. EXECUTIVE COMPENSATION.

The following table sets forth information concerning all cash and non-cash compensation awarded to, earned by or paid to the named executive officers for services rendered in all capacities during the noted periods. No other named executive
officers received total annual salary and bonus compensation in excess of $100,000.

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Summary Compensation Table

Name and Principal Position
    Year
    Salary ($)
    Bonus ($)
    Option Awards
      ($)
    All Other Compensation
      ($)(1)
    Total ($)Seth Grae CEO, President and
      Director
    2014 2013
    412,290 412,290
    56,824
    277,630
    21,380 21,146
    711,299 490,260Thomas Graham, Jr. Chairman
      (2)
    2014 2013
    178,833 178,833
    
    
    240 245
    179,073 179,078James Guerra Former CFO and COO
      (3)
    2014 2013
    277,686 277,686
    39,222
    174,767
    21,915 18,751
    474,368 335,659Linda Zwobota CFO (4)
    2014 2013
    112,802 112,344
    8,662
    34,601
    21,810 19,050
    169,213 140,056


|(1) | The heading "All Other Compensation" includes life
      insurance, disability insurance, medical insurance and dental
      insurance.                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|(2) | Though his official title is Chairman of the Board of
      Directors, Mr. Graham is considered to be an executive officer of the
      Company.                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|(3) | On November 26, 2014, the Company provided
      notice to James D. Guerra, the Companys Chief Financial Officer, Chief
      Operating Officer and Executive Vice President, that it was terminating
      his employment with the Company without cause, and that his duties with
      such positions would be terminated immediately. Mr. Guerra received salary
      and benefit compensation under his employment agreement through December
      31, 2014. The Company also discontinued the office of Chief Operating
    Officer.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|(4) | On November 26, 2014, the Company appointed Linda Zwobota
      as the Companys interim Chief Financial Officer. On March 25, 2015, Ms.
      Zwobota was appointed as the Companys Chief Financial
  Officer.                                                                                                                                                                                                                                                                                                                             

Narrative Disclosure to Summary Compensation Table

On February 14, 2006, the Company entered into an employment
agreement with Seth Grae. Mr. Grae is also eligible to receive raises and
discretionary bonuses, as well as stock based compensation over the term of the
agreement. As of March 16, 2011, Mr. Grae's salary was increased to an annual
salary of $412,290. For the year ended December 31, 2013, Mr. Grae earned a
bonus in the amount of $56,824, which was paid to him in May 2014. In May 2014,
Mr. Grae was granted 155,308 stock options with a fair market value of $277,630
and a five year term that vest 1/3 on each anniversary of the grant date.

Upon termination by the Company other than for cause, Mr. Grae
will receive severance payments equal to his base salary at the time of
termination for twelve months, payable in installments in accordance with the
Companys normal payroll practices.

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On August 1, 2007, the Company entered into an employment
agreement with Mr. Graham. Pursuant to the agreement, Mr. Graham earns an annual
salary in the amount of $178,833.

On October 23, 2007, the Company entered into an employment
agreement with Mr. Guerra. Mr. Guerra was also eligible to receive raises and
discretionary bonuses, as well as stock based compensation over the term of the
agreement. In May 2013, Mr. Guerra earned a bonus in the amount of $39, 222,
which was paid to him in May 2014. Mr. Guerra was granted options in May 2014,
however these options were forfeited prior to vesting. Mr. Guerra was paid his
full annual salary of $277,686 plus benefits through December 31, 2014. The
Company has not made any severance payments to Mr. Guerra. The Company believes
that it is no longer required to pay severance to Mr. Guerra because he failed
to deliver the Company a release as required by his employment agreement. Mr.
Guerra has filed a lawsuit against the Company as described under the Section
captioned Legal Proceedings in the Original Form 10-K.

On November 26, 2014, Ms. Zwobota agreed to assume the role of
Interim CFO of the Company. Prior to that appointment, Ms. Zwobota served as the
Companys Controller, a position she held since October 2009, when she joined
the Company. Ms. Zwobota is employed by the Company at-will. She received an
annual base compensation of $112,802 and $112,344 in 2014 and 2013 respectively,
and was eligible to receive an annual incentive award of between 10% and 40%
(with a target of 25%) of her annual base salary provided that applicable
performance goals were satisfied. Ms. Zwobota earned a bonus in the amount of
$8662 in 2013, which was paid in May 2014. In May 2014, Ms. Zwobota was granted
19,356 options with a term of five years and a fair market value of $34,601
which vest 1/3 on each anniversary date of the grant over three years.

In 2015, the Board of Directors of the Company appointed Ms.
Zwobota as its CFO, and her salary was increased to $178,690, beginning April
2015.

Outstanding Equity Awards at Fiscal Year End

The following table sets forth all outstanding equity awards to
our named executive officers as of December 31, 2014. The market value of all
restricted stock awards is based on the closing price of our common stock as of
December 31, 2014 ($1.55) .

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Option Awards
    Stock AwardsName
    Number ofSecuritiesUnderlyingUnexercisedOptions (#)**Exercisable**
    Number ofSecurities**Underlying**Unexercised**Options (#)**
      **Unexercisable(1)**
    EquityIncentivePlanAwards:Number ofSecuritiesUnderlying**Unexercised**Unearned**Options (#)**
    **Option**
      **Exercise**Price($)
    Option**Expiration**Date
    NumberofSharesor UnitsofStockThatHaveNot**Vested**
      (#)(1)
    MarketValue ofShares orUnits ofStock ThatHave NotVested ($)(1)
    EquityIncentivePlanAwards:NumberofUnearnedShares,Units orOtherRightsThat**Have Not**Vested(#)
    Equity**Incentive** Plan**Awards:****Market or**PayoutValue of**Unearned** Shares,Units orOtherRights**That Have**NotVested ($)Seth Grae, President, CEO and
      Director
    240,000 36,311 166,667
      112,868 66,638 42,604
        
      155,308
        
      
    $ 23.85 $ 10.50 $
      13.50 $ 5.70 $ 8.65 $ 5.53 $2.55
    2/14/2016 12/5/2017
      12/5/2015 7/14/2019 3/11/2020 03/19/21 5/5/2019
        
      
        
      
$   
        
      
        
      Thomas Graham Chairman and
      Corporate Secretary
    50,000 9,615
      50,000
      
      
    $ 14.70 $ 10.50
      $ 8.10
    7/27/2016 12/5/2017
      7/5/2017
      
      
      
      James Guerra, Former
      CFO and COO (2)
    33,334 1,863
      32,942 19,449 26,819
      
       
      
       
    $ 7.05 $ 10.50
      $ 5.70 $ 8.65 $ 5.53
    3/26/2015 3/26/2015
      3/26/2015 3/26/2015 3/26/2015
      
       
      
       
$  
      
       
      
       Linda Zwobota, CFO (3)
    
    19,356
    
    $ 2.55
    5/5/2019
    
    
    
    


(1)    1/3 of the unexercisable options become
exercisable on May 5, 2014, 2015, and 2016.

(2) On November 26, 2014, the Company provided  notice
to James D. Guerra, the Companys Chief Financial Officer, Chief Operating
Officer and Executive Vice President, that it was terminating his employment
with the Company without cause, and that his duties with such positions would be
terminated immediately. Mr. Guerra received salary and benefit compensation
under his employment agreement through December 31, 2014. The Company also
discontinued the office of Chief Operating Officer.

(3) On November 26, 2014, the Company appointed Linda Zwobota
as the Companys interim Chief Financial Officer.On March 25, 2015, Ms. Zwobota
was appointed as the Companys Chief Financial Officer.

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Narrative to Outstanding Equity Awards Table

See the narrative to the summary compensation table above.

Director Compensation

The following table sets forth certain information concerning
the compensation paid to our directors for services rendered to us during the
fiscal year ending December 31, 2014. Neither Mr. Grae nor Mr. Graham were
compensated for their service as directors in 2014.

|Name                      | Fees Earned or Paid
      in Cash ($) | Option Awards(1) ($) | Total ($)
|------------------------- | ------------------------------------- | -------------------- | ---------
|Victor Alessi             | $30,400                               | $34,955              | $65,355  
|Daniel Magraw             | $30,400                               | $34,955              | $65,355  
|Kathleen Kennedy Townsend | $32,000                               | $34,955              | $66,955  

|(1) | Each of Messrs. Alessi and Magraw individually had an
      aggregate of 39,015 option awards outstanding as of December 31, 2014.
      Kathleen Kennedy Townsend had 36,221 option awards outstanding as of
      December 31, 2014.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Narrative to Director Compensation Table

We currently have three independent, non-employee directors:
Victor Alessi, Kathleen Kennedy Townsend, and Daniel Magraw. Mr. Alessi became a
director of the Company on August 21, 2006. Pursuant to the Independent Director
Contract between Mr. Alessi and the Company, Mr. Alessi receives $30,400 in cash
per year for acting as a director of the Company. Ms. Kennedy Townsend became a
director of the Company on October 1, 2013, and pursuant to the Independent
Director Contract between Ms. Kennedy Townsend and the Company, Ms. Kennedy
Townsend receives $32,000 in cash per year for serving on our Board. Mr. Magraw
became a director of the Company on October 23, 2006. Pursuant to his
Independent Director Contract with the Company, Mr. Magraw receives $30,400 in
cash per year for serving on our Board.

Except for Messrs. Alessi and Magraw, and Ms. Kennedy Townsend,
all of our current directors are also our officers and are compensated for the
services that they provide to us in their capacity as officers. Other than
Messrs. Alessi and Magraw, and Ms. Kennedy Townsend, our current directors do
not receive any additional compensation for the services they provide to us as
directors. Directors are reimbursed for out of pocket expenses incurred as a
result of their participation on our Board.

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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT ANDRELATED STOCKHOLDER MATTERS.

Securities Ownership of Certain Beneficial Owners and
Management

The following table sets forth information known to us with
respect to the beneficial ownership of our Common Stock as of April 30, 2015
for: (i) each person known by us to beneficially own more than 5% of our voting
securities, (ii) each executive officer, (iii) each of our directors and
nominees, and (iv) all of our executive officers and directors as a group.

Unless otherwise specified, the address of each of the persons
set forth below is in care of Lightbridge Corporation, 1600 Tysons Boulevard,
Suite 550, McLean, Virginia, 22102 USA.

|Name and Address ofBeneficial Owner(1)                                    | Title                                                 | Amount and Nature ofBeneficial Ownership(1) (2) | Percent of CommonStock(3)
|------------------------------------------------------------------------- | ----------------------------------------------------- | ----------------------------------------------- | -------------------------
|                                                                          |                                                       |                                                 |                          
|                                                                          | Officers and
      Directors                          |                                                 |                          
|Seth Grae                                                                 | President, CEO and Director                           | 1,537,200                                       | 7.93%                    
|Thomas Graham, Jr.                                                        | Chairman and
      Corporate Secretary                | 210,245                                         | 1.15%                    
|Andrey Mushakov                                                           | Executive VP  International
      Nuclear Operations | 337,997                                         | 1.84%                    
|Dan Magraw                                                                | Director                                              | 89,922                                          | *                        
|Victor Alessi                                                             | Director                                              | 55,565                                          | *                        
|Kathleen Kennedy Townsend                                                 | Director                                              | 42,541                                          | *                        
|Directors and Officers as a Group (seven people)                          |                                                       | 2,338,229                                       | 11.64%                   
|                                                                          |                                                       |                                                 |                          
|                                                                          | 5% Shareholders                                       |                                                 |                          
|Seth Grae Austin Marxe (4)527 Madison Ave., Suite 2600 New York, NY 10022 | President, CEO
      and Director                     | 1,537,200
      3,614,766 (4)                   | 7.93%
      19.99% (4)   
|David Greenhouse (4)527 Madison Ave., Suite
      2600 New York, NY 10022 |                                                       | 3,614,766 (4)                                   | 19.99% (4)               
|Adam C. Stettner (4)527
      Madison Ave., Suite 2600 New York, NY 10022 |                                                       | 3,614,766 (4)                                   | 19.99%
      (4)         

* Denotes less than 1% of the
outstanding shares of Common Stock.

|(1) | The number of shares beneficially owned is determined
      under SEC rules, and the information is not necessarily indicative of
      beneficial ownership for any other purpose. Under those rules, beneficial
      ownership includes any shares as to which the individual has sole or
      shared voting power or investment power, and also any shares which the
      individual has the right to acquire within 60 days of the Record Date,
      through the exercise or conversion of any stock option, convertible
      security, warrant or other right (a Presently Exercisable security).
      Including those shares in the table does not, however, constitute an
      admission that the named shareholder is a direct or indirect beneficial
      owner of those shares.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|(2) | Unless otherwise indicated, each person or entity named
      in the table has sole voting power and investment power (or shares that
      power with that persons spouse) with respect to all shares of common
      stock listed as owned by that person or entity.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|(3) | A total of 18,082,874 shares of the Companys common
      stock were considered to be outstanding pursuant to Rule
  13d-3(d)(1) under the Securities Exchange Act of 1934 as of May 15,
      2015. For each beneficial owner above, any options exercisable within 60
  days have been included in the denominator.                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

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|(4) | Austin Marxe, David Greenhouse, and Adam Stettner share
      voting and investment control over all securities owned by Special
      Situations Fund III QP, L.P (QP), Special Situations Cayman Fund, L.P.
      (Cayman) and Special Situations Private Equity Fund, LP (PE). QP owns
      2,109,798 shares of the Companys common stock and warrants to purchase
      2,336,680 shares of the Companys common stock. Cayman owns 712,843 shares
      of the Companys common stock and warrants to purchase 788,961 shares of
      the Companys common stock. PE owns 652,796 shares of the Companys common
      stock and warrants to purchase 634,923 warrants owned by QP, Cayman and PE
      have an exercise price of $2.30 per share. 2,734,590 of the warrants owned
      by QP, Cayman and PE have an exercise price of $2.31 per share We obtained
      this information from a Form 3 filed by AWM Investment Company, Inc. on
      February 10, 2015, a Form 4 filed by AWM Investment Company, Inc. on April
      24, 2015, and a Form 4 filed by AWM Investment Company, Inc. n April 28,
      2015. AWM Investment Company, Inc., a Delaware corporation (AWM), is the
      investment adviser to Special Situations Fund III QP, L.P. (SSFQP),
      Special Situations Cayman Fund, L.P. (CAYMAN) and Special Situations
      Private Equity Fund, L.P. (SSPE and together with SSFQP and CAYMAN, the
      Funds). Austin W. Marxe (Marxe), David M. Greenhouse (Greenhouse) and Adam
      C. Stettner (Stettner) are the controlling principals of AWM. The Form 3
      filed by AWM Investment Company. Inc. on February 10, 2015 states that
      certain of the warrants described above may be exercised to the extent
      that the total number of shares of Common Stock then beneficially owned
      does not exceed 4.99% of the outstanding shares, that the holder may
      request an increase of up to 9.99% of the outstanding shares, effective on
      the 61st day after notice is given to the Company, and that as to certain
      other warrants of the holder, the holder may request an increase of up to
      19.99% of the outstanding shares, effective on the 61st day after notice
      is given to the Company.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Changes in Control

There are no arrangements known to us, including any pledge by
any person of our securities, the operation of which may at a subsequent date
result in a change in control of the Company.

Securities Authorized for Issuance Under Equity Compensation
Plans

The following table sets forth certain information about the
securities authorized for issuance under our 2006 Second Amended and Restated
Stock Plan as of December 31, 2014. Options exercisable for all of the
securities shown in column (a) below were granted under our Stock Option Plan.

|                                                                        |  | Number of securities to be issued upon exercise of
      outstanding options, warrants and rights (a) |  |   | Weighted-average exercise price of outstanding
      options, warrants and rights (b) |  | Number of securities 
      remaining available for future
      issuance under equity compensation plans (excluding securities
      reflected in column (a)) (c)
|----------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------------- |  | - | ------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Equity compensation plans
      approved by
      security holders      |  | 2,026,564                                                                                             |  | $ | 9.19                                                                                  |  | 401,896 (1)                                                                                                                                                       
|                                                                        |  |                                                                                                       |  |   |                                                                                       |  |                                                                                                                                                                   
|Equity compensation plans not 
      approved by
      security holders |  |                                                                                                      |  |   |                                                                                      |  |                                                                                                                                                                  
|                                                                        |  |                                                                                                       |  |   |                                                                                       |  |                                                                                                                                                                   
|Total                                                                   |  | 2,026,564                                                                                             |  | $ | 9.19                                                                                  |  | 401,896 (1)                                                                                                                                                       

(1) Includes 401,896 shares of restricted stock that were
available for future issuance under our 2006 Second Amended and Restated Stock
Plan as of December 31, 2014.

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE.

Transactions with Related Persons

None of our directors, director nominees, executive officers,
5% shareholders, or immediate family member of such persons has been involved in
any transactions with us which are required to be disclosed pursuant to Item 404
of Regulation S-K.

Promoters and Certain Control Persons

We did not have any promoters at any time during the past five
fiscal years.

Director Independence

Victor Alessi, Kathleen Kennedy Townsend, and Daniel Magraw
each serves on our board of directors as an independent director as defined by
Rule 5605(a)(2) of the NASDAQ Listing Rule.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.

Independent Registered Public Accounting Firms Fees and
Services

Independent Registered Public Accounting Firms Fees

The following are the fees billed to us by Anderson Bradshaw
during fiscal years ended December 31, 2014 and 2013:

|                   |   | 2014   |  |   | 2013   | 
|------------------ | - | ------ |  | - | ------ | 
|                   |   |        |  |   |        | 
|Audit Fees         | $ | 60,237 |  | $ | 45,803 | 
|                   |   |        |  |   |        | 
|Audit Related Fees |   |        |  |   |        | 
|                   |   |        |  |   |        | 
|Tax Fees           |   |        |  |   |        | 
|                   |   |        |  |   |        | 
|All Other Fees     |   | 11,450 |  |   | 14,480 | 
|                   |   |        |  |   |        | 
|Total              | $ | 71,687 |  | $ | 64,260 | 

Audit Fees consist of the aggregate fees billed for
professional services rendered for the audit of our annual financial statements
and the reviews of the financial statements included in our Forms 10-Q and for
any other services that were normally provided by Anderson Bradshaw in
connection with our statutory and regulatory filings or engagements.

Audit Related Fees consist of the aggregate fees billed
for professional services rendered for assurance and related services that were
reasonably related to the performance of the audit or review of our financial
statements and were not otherwise included in Audit Fees.

Tax Fees consist of the aggregate fees billed for
professional services rendered for tax compliance, tax advice and tax planning.
Included in such Tax Fees were fees for preparation of our tax returns and
consultancy and advice on other tax planning matters.

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All Other Fees consist of the aggregate fees billed for
products and services provided by Anderson Bradshaw and not otherwise included
in Audit Fees, Audit Related Fees or Tax Fees. Included in such Other Fees were
fees for services rendered by Anderson Bradshaw in connection with our private
and public offerings conducted during such periods.

Our Audit Committee has considered whether the provision of the
non-audit services described above is compatible with maintaining auditor
independence and determined that such services are appropriate. Before auditors
are engaged to provide us audit or non-audit services, such engagement is
(without exception, required to be) approved by the Audit Committee of our
Board.

Pre-Approval Policies and Procedures

Under the Sarbanes-Oxley Act of 2002, all audit and non-audit
services performed by our auditors must be approved in advance by our Board to
assure that such services do not impair the auditors independence from us. In
accordance with its policies and procedures, our Board pre-approved the audit
service performed by Anderson Bradshaw for our consolidated financial statements
as of and for the year ended December 31, 2014.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

Exhibit List

The list of exhibits in the Exhibit Index to this Report is
incorporated herein by reference.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

Date: April 30, 2015

LIGHTBRIDGE CORPORATION

| | By: | /s/ Seth Grae                               
| | --- | --------------------------------------------
| |     | Seth Grae                                   
| |     | Chief Executive Officer,
      President and
| |     | Director                                    

In accordance with the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities on April 30, 2015.

|Signature                          |  | Title                                          
|---------------------------------- |  | -----------------------------------------------
|                                   |  |                                                
|/s/ Seth Grae                      |  | Chief Executive Officer, President and Director
|Seth Grae                          |  | (Principal Executive Officer)                  
|                                   |  |                                                
|/s/ Linda Zwobota                  |  | Chief Financial Officer, and Treasurer         
|Linda Zwobota                      |  | (Principal Financial and Accounting Officer)   
|                                   |  |                                                
|/s/ Thomas Graham,
      Jr.       |  | Director                                       
|Thomas Graham, Jr.                 |  |                                                
|                                   |  |                                                
|/s/ Victor Alessi                  |  | Director                                       
|Victor Alessi                      |  |                                                
|                                   |  |                                                
|/s/Kathleen
      Kennedy Townsend |  | Director                                       
|Kathleen Kennedy Townsend          |  |                                                
|                                   |  |                                                
|/s/ Daniel B.
      Magraw, Jr.    |  | Director                                       
|Dan Magraw                         |  |                                                

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EXHIBIT INDEX

|Exhibit | Description                                                                                            
|------- | -------------------------------------------------------------------------------------------------------
|No.     |                                                                                                        
|31.1*   | Rule
      13a-14(a)/15d-14(a) Certification  Principal Executive Officer.                            
|31.2*   | Rule 13a-14(a)/15d-14(a) Certification Chief Financial
      Officer and Principal Accounting Officer.
|32*     | Section 1350
      Certifications.                                                                     

* Filed herewith

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