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Caledonia Mining (CMCL) details BlackRock’s 6.18% voting-rights position

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6-K

Rhea-AI Filing Summary

Caledonia Mining Corporation Plc reported a change in a major shareholding after receiving a TR-1 notification from BlackRock, Inc.. As of 14 July 2026, BlackRock holds a total of 1,196,365 voting rights in Caledonia, representing 6.18% of the company’s voting rights.

Of this position, 5.00% of voting rights are attached to shares, corresponding to 967,921 voting rights. The remaining exposure comes through financial instruments: securities lending representing 151,911 voting rights (0.78%) and cash-settled CFDs representing 76,533 voting rights (0.39%). A previous notification had indicated a combined holding of 6.22%. The change was reported as relating to an acquisition or disposal of voting rights under the AIM Rules for Companies.

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Total voting-rights percentage 6.18% Resulting position on 14 July 2026 from TR-1 notification
Total voting rights held 1,196,365 BlackRock voting rights in Caledonia as of 14 July 2026
Voting rights attached to shares 967,921 Direct share-based voting rights representing 5.00% holding
% voting rights attached to shares 5.00% Share-based portion of BlackRock’s Caledonia holding
% voting rights via financial instruments 1.18% Combined securities lending and CFD exposure
Securities lending voting rights 151,911 Exposure via securities lending equal to 0.78% of voting rights
CFD voting rights 76,533 Exposure via cash-settled CFDs equal to 0.39% of voting rights
Date threshold crossed 14/07/2026 Date on which the notifiable threshold was crossed or reached
TR-1 regulatory
"TR-1: Standard form for notification of major holdings"
A TR-1 is a financial form used by investors to report significant ownership stakes in a company, typically when they acquire or dispose of a large number of shares. It helps keep the market informed about major shareholders and potential changes in control, allowing other investors to make better-informed decisions. This transparency encourages fair trading and reduces surprises related to ownership shifts.
voting rights attached to shares financial
"% of voting rights attached to shares (total of 8. A)"
Securities Lending financial
"Securities Lending | N/A | N/A | 151,911 | 0.78%"
Securities lending is when an owner of stocks or bonds temporarily loans them to another party, usually so the borrower can sell them short or meet settlement needs; the lender receives a fee and typically some form of security in return. Investors should care because lending can generate extra income on holdings and affects market liquidity and short-selling activity, much like renting out a spare room brings income while someone else uses the space.
CFD financial
"CFD | N/A | N/A | Cash | 76,533 | 0.39%"
A CFD (contract for difference) is a financial agreement that lets an investor profit from the change in an asset’s price without actually owning that asset — like betting on a car’s value rising or falling without buying the car. It matters because CFDs use leverage, which can amplify gains and losses and allow easy access to different markets, so they change an investor’s potential return and risk profile and can lead to rapid losses if prices move unfavorably.
financial instruments according to DTR5.3.1R regulatory
"Financial Instruments according to DTR5.3.1R (1) (a)"
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FAQ

What change in BlackRock’s holding in Caledonia Mining (CMCL) was reported?
Caledonia reported that BlackRock notified a revised holding of 6.18% of its voting rights, equal to 1,196,365 voting rights. A previous notification showed a combined interest of 6.22%, indicating a small adjustment in BlackRock’s overall exposure.

How many Caledonia Mining (CMCL) voting rights does BlackRock now control?
BlackRock now controls 1,196,365 voting rights in Caledonia Mining, representing 6.18% of total voting rights. This consists of directly held shares plus exposure through securities lending and cash-settled contracts for difference (CFDs).

What portion of Caledonia Mining (CMCL) does BlackRock hold via shares versus instruments?
BlackRock holds 5.00% of Caledonia’s voting rights via shares, equal to 967,921 voting rights. An additional 1.18% comes through financial instruments, including securities lending and cash-settled CFDs, bringing the total to 6.18%.

What financial instruments does BlackRock use for its Caledonia Mining (CMCL) exposure?
BlackRock’s financial-instrument exposure includes securities lending over 151,911 voting rights (0.78%) and cash-settled CFDs over 76,533 voting rights (0.39%). Combined with shares, these instruments take its total voting-rights interest to 6.18%.

On what dates did BlackRock cross the threshold and notify Caledonia Mining (CMCL)?
The relevant threshold was crossed on 14 July 2026, triggering a major-holdings notification. Caledonia received BlackRock’s TR-1 notice on 15 July 2026, and subsequently informed the market of the updated voting-rights position.

Why did Caledonia Mining (CMCL) issue this major-holdings update?
Caledonia issued the update because BlackRock crossed a notification threshold for a relevant change in holdings under the AIM Rules. The TR-1 form shows BlackRock’s resulting 6.18% voting-rights interest and the breakdown between shares and financial instruments.

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer

 


Pursuant to Rule 13a-16 or 15d-16
Of the Securities Exchange Act of 1934

 

For the month of July 2026

 


Commission File Number: 001-38164

 

CALEDONIA MINING CORPORATION PLC


(Translation of registrant's name into English)

 

2 Mulcaster Street
St Helier
Jersey JE2 3NJ
(Address of principal executive office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒      Form 40-F ☐

 

 

 

 

 

 

 

 

 

   

 

SIGNATURES

Pursuant to the requirements 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.

 

  CALEDONIA MINING CORPORATION PLC
  Registrant
   
July 16, 2026 /s/ JOHN MARK LEARMONTH
  John Mark Learmonth
  CEO and Director

 

 

 

 

 

  

 

 2 

 

 

EXHIBIT INDEX

  

Exhibit NumberDescription
 
99.1Press Release dated July 16, 2026

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 3 

Exhibit 99.1

 

 

Caledonia Mining Corporation Plc

 

Notification of relevant change to significant shareholder

 

(NYSE AMERICAN: CMCL; AIM: CMCL; VFEX: CMCL)

 

July 16, 2026: Caledonia Mining Corporation Plc ("Caledonia" or "the Company") announces that it received notification on July 15, 2026 from BlackRock, Inc. that on July 14, 2026 it had crossed a threshold for notification of a relevant change (as defined by the AIM Rules for Companies).

 

A copy of the notification is below.

 

Enquiries:

 

Caledonia Mining Corporation Plc

Mark Learmonth

Camilla Horsfall

 

 

Tel: +44 1534 679 800

Tel: +44 7817 841 793

Cavendish Capital Markets Limited (Nomad and Broker)

Adrian Hadden

George Lawson

 

 

Tel: +44 207 397 1965

Tel: +44 131 220 9775

Camarco, Financial PR (UK)

Elfie Kent

 

 

Tel: +44 20 3757 4980

Curate Public Relations (Zimbabwe)

Debra Tatenda

 

 

Tel: +263 77802131

IH Securities (Private) Limited (VFEX Sponsor - Zimbabwe)

Lloyd Mlotshwa

 

 

Tel: +263 (242) 745

119/33/39

 

 

 

 

 

 1 

 

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i
 
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii: CALEDONIA MINING CORPORATION PLC
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an “X” if appropriate)
Non-UK issuer X
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights X
An acquisition or disposal of financial instruments  
An event changing the breakdown of voting rights  
Other (please specify) iii:  
3. Details of person subject to the notification obligation iv
Name BlackRock, Inc.
City and country of registered office (if applicable) Wilmington, DE, USA
4. Full name of shareholder(s) (if different from 3.) v
Name  
City and country of registered office (if applicable)  
5. Date on which the threshold was crossed or reached vi: 14/07/2026
6. Date on which issuer notified (DD/MM/YYYY): 15/07/2026
7. Total positions of person(s) subject to the notification obligation
  % of voting rights attached to shares (total of 8. A) % of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)		 Total of both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached 5.00% 1.18% 6.18% 1,196,365

Position of previous notification (if

applicable)

 4.92% 1.30% 6.22%  
             

 

 

 

 2 

 

 


8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

 Number of voting rights ix % of voting rights

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

JE00BF0XVB15   967,921   5.00%
         
         
SUBTOTAL 8. A 967,921 5.00%

 

B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument Expiration
date x		 Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

 % of voting rights
Securities Lending N/A N/A 151,911 0.78%
         
         
    SUBTOTAL 8. B 1 151,911 0.78%

 

B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument Expiration
date x		 Exercise/
Conversion Period xi

Physical or cash

Settlement xii

 Number of voting rights % of voting rights
CFD N/A N/A Cash 76,533 0.39%
           
           
      SUBTOTAL 8.B.2 76,533 0.39%
                   

 

 

 3 

 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii  
Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv		 X
Name xv % of voting rights if it equals or is higher than the notifiable threshold % of voting rights through financial instruments if it equals or is higher than the notifiable threshold Total of both if it equals or is higher than the notifiable threshold
       
BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
Trident Merger, LLC      
BlackRock Investment Management, LLC      
       
BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock Holdco 4, LLC      
BlackRock Holdco 6, LLC      
BlackRock Delaware Holdings Inc.      
BlackRock Institutional Trust Company, National Association      
         

 

 

 4 

 

 

BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock Holdco 4, LLC      
BlackRock Holdco 6, LLC      
BlackRock Delaware Holdings Inc.      
BlackRock Fund Advisors 3.420% 0.010% 3.430%
       
BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
       
BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock International Holdings, Inc.      
BlackRock Canada Holdings ULC      
BlackRock Asset Management Canada Limited      
         

 

 

 5 

 

 

BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock Capital Holdings, Inc.      
BlackRock Advisors, LLC      
       
BlackRock, Inc.      
BlackRock Saturn Subco, LLC      
BlackRock Finance, Inc.      
Trident Merger, LLC      
BlackRock Investment Management, LLC      
Amethyst Intermediate, LLC      
Aperio Holdings, LLC      
Aperio Group, LLC      
         
10. In case of proxy voting, please identify:
Name of the proxy holder  
The number and % of voting rights held  
The date until which the voting rights will be held  

 

11. Additional information xvi

BlackRock Regulatory Threshold Reporting Team

Jana Blumenstein

020 7743 3650

         

Place of completion 12 Throgmorton Avenue, London, EC2N 2DL, U.K.
Date of completion 15 July 2026

 

 

 

 6 

 

Source: View Original Filing on SEC EDGAR

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