0001209191-22-049350.txt : 20220909
0001209191-22-049350.hdr.sgml : 20220909
20220909173530
ACCESSION NUMBER: 0001209191-22-049350
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220907
FILED AS OF DATE: 20220909
DATE AS OF CHANGE: 20220909
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Litinsky James H.
CENTRAL INDEX KEY: 0001831746
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39277
FILM NUMBER: 221236977
MAIL ADDRESS:
STREET 1: 6720 VIA AUSTI PARKWAY
STREET 2: SUITE 450
CITY: LAS VEGAS
STATE: NV
ZIP: 89119
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MP Materials Corp. / DE
CENTRAL INDEX KEY: 0001801368
STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000]
IRS NUMBER: 844465489
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6720 VIA AUSTI PARKWAY
STREET 2: SUITE 450
CITY: LAS VEGAS
STATE: NV
ZIP: 89119
BUSINESS PHONE: (702) 844-6111
MAIL ADDRESS:
STREET 1: 6720 VIA AUSTI PARKWAY
STREET 2: SUITE 450
CITY: LAS VEGAS
STATE: NV
ZIP: 89119
FORMER COMPANY:
FORMER CONFORMED NAME: Fortress Value Acquisition Corp.
DATE OF NAME CHANGE: 20200128
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-09-07
0
0001801368
MP Materials Corp. / DE
MP
0001831746
Litinsky James H.
6720 VIA AUSTI PARKWAY, SUITE 450
LAS VEGAS
NV
89119
1
1
1
0
Chairman and CEO
Class A Common Stock
2022-09-07
4
J
0
1510481
0.00
D
7092930
I
Held by JHL Capital Group Holdings One LLC
Class A Common Stock
2022-09-07
4
J
0
4489519
0.00
D
21081917
I
Held by JHL Capital Group Holdings Two LLC
Class A Common Stock
398502
I
Held by JHL Capital Group LLC
Class A Common Stock
800829
D
Class A Common Stock
16024773
I
Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011
On September 7, 2022, JHL Capital Group Holdings One LLC made an in-kind distribution of shares on a pro rata basis, for no consideration.
JHL Capital Group Master Fund L.P., a Cayman Islands limited partnership ("JHL Master Fund"), is the 100% owner of each of JHL Capital Group Holdings One LLC and JHL Capital Group Holdings Two LLC. JHL Capital Group Master Fund GP Ltd., a Cayman Islands exempted company ("JHL Master Fund GP"), is the general partner of JHL Master Fund. JHL Capital Group LLC, a Delaware limited liability company ("JHL Capital Group"), is the investment manager of JHL Master Fund, and is also the 100% owner of JHL Master Fund GP. JHL Capital Group L.P. and Mr. Litinsky may be deemed to beneficially own the shares held by JHL Capital Group LLC. James H. Litinsky holds a controlling interest in JHL Capital Group L.P. and serves as Chief Executive Officer of JHL Capital Group, as well as director of JHL Master Fund GP.
Accordingly, JHL Master Fund, JHL Master Fund GP, JHL Capital Group, JHL Capital Group L.P. and Mr. Litinsky may be deemed to beneficially own issuer's Class A common stock to be held directly by JHL Capital Group Holdings One LLC and JHL Capital Group Holdings Two LLC. Mr. Litinsky disclaims any beneficial ownership in the shares described in the prior sentence, other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
On September 7, 2022, JHL Capital Group Holdings Two LLC made an in-kind distribution of shares on a pro rata basis, for no consideration.
Includes shares of Class A Common Stock acquired in a pro rata distribution in-kind on September 7, 2022, the acquisition of which was exempt pursuant to Rule 16a-9.
James Litinsky as sole trustee of the James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011.
/s/ Elliot D. Hoops, Attorney-In-Fact for James H. Litinsky
2022-09-09