Ayrton Capital LLC, Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, and Waqas Khatri report beneficial ownership in China Natural Resources Inc. through warrants. They hold 69,743 common shares issuable upon exercise of certain warrants, representing 5.26% of the common shares on an adjusted basis.
The percentage is calculated using 1,256,388 common shares outstanding as of December 31, 2025 plus the 69,743 warrant shares. The warrants are subject to a 9.99% beneficial ownership blocker, limiting exercises that would push ownership above that level. Each reporting person has sole voting and dispositive power over the 69,743 shares. The reported holdings are as of June 30, 2026.
Positive
None.
Negative
None.
Key Figures
Warrant Shares Beneficially Owned:69,743 sharesBeneficial Ownership Percentage:5.26%Shares Outstanding:1,256,388 shares+2 more
5 metrics
Warrant Shares Beneficially Owned69,743 sharesCommon Stock issuable on exercise of warrants held by the reporting persons
Beneficial Ownership Percentage5.26%Each of Ayrton Capital LLC, Alto Opportunity Master Fund SPC, and Waqas Khatri
Shares Outstanding1,256,388 sharesCommon Stock outstanding as of December 31, 2025 used for ownership calculation
Beneficial Ownership Blocker9.99%Limit on ownership from exercise of the warrants
Reporting Date of HoldingsJune 30, 2026Date as of which the holdings of the reporting persons are reported
Key Terms
Schedule 13G/A, beneficial ownership blocker, sole voting power, sole dispositive power, +1 more
5 terms
Schedule 13G/Aregulatory
"Amendment No. 3 to a Schedule 13G/A reporting beneficial ownership"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
beneficial ownership blockerfinancial
"shares issuable on exercise of the Warrants are subject to a 9.99% beneficial ownership blocker"
A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.
sole voting powerfinancial
"Sole Voting Power 69,743.00 6 | Shared Voting Power 0.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
sole dispositive powerfinancial
"Sole Dispositive Power 69,743.00 8 | Shared Dispositive Power 0.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
FAQ
What ownership stake in CHNR is reported by Ayrton Capital and related parties?
Ayrton Capital LLC, Alto Opportunity Master Fund SPC, and Waqas Khatri report 69,743 CHNR common shares issuable from warrants, representing 5.26% of the class. This percentage is based on 1,256,388 shares outstanding plus the warrant shares.
How many China Natural Resources (CHNR) shares are outstanding for this 13G/A calculation?
The ownership calculation uses 1,256,388 CHNR common shares outstanding as of December 31, 2025. The 5.26% stake reflects these shares plus 69,743 shares issuable upon warrant exercise held by the reporting persons.
What is the beneficial ownership blocker on the CHNR warrants held by the reporting persons?
The warrants held by the reporting persons include a 9.99% beneficial ownership blocker. This provision limits warrant exercises so that their beneficial ownership of China Natural Resources common shares does not exceed 9.99% at any time.
Who are the reporting persons in the CHNR Schedule 13G/A Amendment No. 3?
The reporting persons are Ayrton Capital LLC, Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, and Waqas Khatri. They collectively report beneficial ownership of 69,743 China Natural Resources common shares issuable upon exercise of warrants.
As of what date are the CHNR holdings of Ayrton Capital and affiliates reported?
The holdings of Ayrton Capital LLC, Alto Opportunity Master Fund SPC, and Waqas Khatri in CHNR are reported as of June 30, 2026. The outstanding share count reference is from December 31, 2025, based on the issuer’s Form 20-F.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
CHINA NATURAL RESOURCES INC
(Name of Issuer)
Common Shares, no par value
(Title of Class of Securities)
G2110U117
(CUSIP Number)
06/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
G2110U117
1
Names of Reporting Persons
Ayrton Capital LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
69,743.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
69,743.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
69,743.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.26 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
G2110U117
1
Names of Reporting Persons
Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
69,743.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
69,743.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
69,743.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.26 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
G2110U117
1
Names of Reporting Persons
Waqas Khatri
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
69,743.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
69,743.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
69,743.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.26 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
CHINA NATURAL RESOURCES INC
(b)
Address of issuer's principal executive offices:
Room M07, 7/F, Valiant Industrial Building, 2-12 Au Pui Wan Street, Fo Tan, K3 00000
Item 2.
(a)
Name of person filing:
(i) Ayrton Capital LLC; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B; and (iii) Waqas Khatri
(b)
Address or principal business office or, if none, residence:
(i) Ayrton Capital LLC, 55 Post Rd West, 2nd Floor Westport, CT 06880; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, Suite #7 Grand Pavilion Commercial Centre, 802 West Bay Road, Grand Cayman, P.O. Box 10250, Cayman Islands; and (iii) Waqas Khatri 55 Post Rd West, 2nd Floor Westport, CT 06880
(c)
Citizenship:
(i) Ayrton Capital LLC: United States; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: Cayman Islands; and (iii) Waqas Khatri: United States
(d)
Title of class of securities:
Common Shares, no par value
(e)
CUSIP No.:
G2110U117
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Ayrton Capital LLC: 69,743; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 69,743; and (iii) Waqas Khatri: 69,743. Represents 69,743 shares of Common Stock issuable on the exercise of certain warrants (the "Warrants") held by the Reporting Persons. The issuable shares of Common Stock related to the exercise of the Warrants are subject to a 9.99% beneficial ownership blocker. The shares reported herein represent Common Stock of China Natural Resources, Inc. (the "Issuer") held by Alto Opportunity Master Fund, SPC- Segregated Master Portfolio B, a Cayman Islands exempted company (the "Fund"). The Fund is a private investment vehicle for which Ayrton Capital LLC, a Delaware limited liability company (the "Investment Manager"), serves as the investment manager. Waqas Khatri serves as the managing member of the Investment Manager (all of the foregoing, collectively, the "Reporting Persons").
(b)
Percent of class:
The percentages below are based on (i) 1,256,388 shares of Common Stock of the Issuer that were outstanding as of December 31, 2025; and (ii) 69,743 shares of Common Stock issuable on the exercise of the Warrants held by the Reporting Persons. The amount of shares outstanding was based upon a statement in the Issuer's Form 20-F filed on May 15, 2026. For the sake of clarity, the holdings of the Reporting Persons reported herein are as of June 30, 2026. (i) Ayrton Capital LLC: 5.26%; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 5.26%; and (iii) Waqas Khatri: 5.26%.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(i) Ayrton Capital LLC: 69,743; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 69,743; and (iii) Waqas Khatri: 69,743
(ii) Shared power to vote or to direct the vote:
(i) Ayrton Capital LLC: 0; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 0; and (iii) Waqas Khatri: 0
(iii) Sole power to dispose or to direct the disposition of:
Ownership of more than 5 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
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
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.
Ayrton Capital LLC
Signature:
/s/ Waqas Khatri
Name/Title:
Waqas Khatri / Managing Member
Date:
08/13/2026
Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B