Critical Metals Corp. (CRML) CEO discloses major equity and PSU holdings

Rhea-AI Filing Summary

Critical Metals Corp. Chief Executive Officer Sage Antony William Paul filed an initial Form 3 showing his equity holdings in the company. He reports performance stock units tied to 4,500,000 Ordinary Shares with an exercise price of $12.88 per share, vesting only if specific share price targets are met over set periods.

The performance units vest in three equal tranches if the volume-weighted average price reaches $16.25 through October 31, 2026, $20.31 through October 31, 2027, and $25.39 through October 31, 2028, with any unmet tranche terminating. He also reports 3,500,000 Ordinary Shares held directly, plus additional Ordinary Shares held indirectly through Okewood Pty Ltd, over which he has investment control, and by his children who share his household.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Sage Antony William Paul

(Last) (First) (Middle)

251 LITTLE FALLS DRIVE

(Street)

WILMINGTON 19808

(City) (State) (Zip)

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Critical Metals Corp. [ CRML ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	3,500,000(1)	D
Ordinary Shares	2,697,310	I	See footnote(2)
Ordinary Shares	150,000	I	See footnote(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(4)	(4)	Ordinary Shares	4,500,000	$12.88	D

Explanation of Responses:

1. Represents ordinary shares of the Issuer, par value $0.001 per share ("Ordinary Shares"), underlying restricted stock units ("RSUs") granted on November 1, 2025 that will vest in three equal annual installments commencing on November 1, 2026, subject to the reporting person's continued service through such date. Each RSU represents a contingent right to receive one Ordinary Share.

2. Held by Okewood Pty Ltd. The reporting person has investment control over securities held by Okewood Pty Ltd.

3. Held by the reporting person's children who share the reporting person's household.

4. Each performance stock unit ("PSUs") was granted on October 30, 2025 and represents a right to receive an option for one Ordinary Share. The Ordinary Shares underlying the PSUs vest, if at all, based on the achievement of a certain volume weighted average price per Ordinary Share for any trailing twenty (20) consecutive trading days ("VWAP") beginning on or after November 28, 2025, as determined, approved and certified by the Compensation Committee of the Board of Directors. The PSUs will vest upon satisfaction of the following thresholds: 1/3rd upon the achievement of a $16.25 VWAP through October 31, 2026, 1/3rd upon the achievement of a $20.31 VWAP through October 31, 2027, and 1/3rd upon the achievement of a $25.39 VWAP through October 31, 2028. Any tranche of PSUs that has not vested by the last day of the applicable period shall automatically terminate.

Remarks:

Ex. 24.1 Power of Attorney

	/s/ John Thomas, Attorney-in-Fact for Tony Sage	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does the Critical Metals Corp. (CRML) Form 3 for Sage Antony William Paul show?

The Form 3 lists Sage Antony William Paul’s existing equity holdings, including Ordinary Shares and performance stock units. It is an initial ownership report, not a record of new share purchases or sales, giving investors transparency into the CEO’s stake and incentive structure.

How many performance stock units does the Critical Metals (CRML) CEO report on Form 3?

The CEO reports performance stock units tied to 4,500,000 underlying Ordinary Shares at an exercise price of $12.88. These units only vest if specified volume-weighted average price targets are met over several years, aligning potential rewards with sustained share price performance.

What are the vesting conditions for the Critical Metals (CRML) performance stock units?

The performance stock units vest in three equal parts if the volume-weighted average price reaches $16.25 by October 31, 2026, $20.31 by October 31, 2027, and $25.39 by October 31, 2028. Any tranche that does not meet its price target by the deadline automatically terminates.

How many Ordinary Shares does the Critical Metals (CRML) CEO hold directly and indirectly?

He reports 3,500,000 Ordinary Shares held directly. Additional Ordinary Shares are held indirectly through Okewood Pty Ltd, where he has investment control, and by his children who share his household, reflecting both personal and family-related exposure to Critical Metals Corp. equity.

Does the Critical Metals (CRML) Form 3 indicate any recent insider buying or selling?

The Form 3 does not report new purchases or sales; it is an initial statement of beneficial ownership. The transactions are categorized as holdings, with transaction codes and directions shown as unknown, focusing solely on disclosing existing positions rather than recent trading activity.

What do the footnotes in the Critical Metals (CRML) Form 3 reveal about the CEO’s equity awards?

The footnotes explain that some Ordinary Shares are underlying restricted stock units granted on November 1, 2025 and vest annually, and that performance stock units vest only if defined price hurdles are achieved. They also clarify that certain shares are held via Okewood Pty Ltd and by his children.