SC 13G: MP Materials Corp. / DE

AI Summary

SC 13G filing by MP Materials Corp. / DE.

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.0001 — suer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• ea0203396-13ghancock_mpmat.htm (SC 13G) — 77KB
• 0001213900-24-030809.txt ( ) — 79KB

Ownership

Item 4. Ownership Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. 1. Hancock Prospecting Pty Limited (a) Amount beneficially owned: 8,783,700 (1) (b) Percent of class: 5.3% (1)(2) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 8,783,700 (1) (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 8,783,700 (1) 2. Georgina Hope Rinehart (a) Amount beneficially owned: 8,783,700 (1) (b) Percent of class: 5.3% (1)(2) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 8,783,700 (1) (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 8,783,700 (1) (1) The reported securities are held directly by Hancock Prospecting Pty Limited and indirectly by Georgina Hope Rinehart, who is the principal shareholder and a director of Hancock Prospecting Pty Limited, with approximately 76.55% ownership. As a result, each of Hancock Prospecting Pty Limited and Georgina Hope Rinehart may be deemed to have or share beneficial ownership of securities held directly by Hancock Prospecting Pty Limited. (2) Based on 178,077,678 shares of the Issuer’s Common Stock as of February 20, 2024, as reported in the Issuer’s Form 10-K filed with the Commission on February 28, 2024, as reduced by approximately 12,300,000 shares of Common Stock following repurchase by the Issuer, as announced in the Issuer’s Form 8-K filed with the Commission on March 8, 2024. 5

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following . Not applicable.

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person Not applicable.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group Not applicable.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group Not applicable.

Certification

Item 10. Certification By signing below each Reporting Person certifies that, to the best of his or her knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11. 6 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. April 5, 2024 (Date) HANCOCK PROSPECTING PTY LIMITED By: /s/ Jay Eliot Newby Name: Jay Eliot Newby Title: Director GEORGINA HOPE RINEHART By: /s/ Georgina Hope Rinehart 7 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing on its behalf of a statement on Schedule 13G (the “Statement”) and any amendments thereto, with respect to the beneficial ownership by each of the undersigned of the Class A Common Stock, par value $0.0001 per share, of MP Materials Corp., a Delaware corporation, and further agrees to the filing of this Joint Filing Agreement as an exhibit to the Statement and any amendments thereto. April 5, 2024 (Date) HANCOCK PROSPECTING PTY LIMITED By: /s/ Jay Eliot Newby Name: Jay Eliot Newby Title: Director GEORGINA HOPE RINEHART By: /s/ Georgina Hope Rinehart 8

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View this SC 13G filing on SEC EDGAR