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BEP Special Situations IV boosts 5E Advanced (FEAM) stake with 4M-share buy

Filing Impact
(Very High)
Filing Sentiment
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

BEP Special Situations IV LLC, a 10% owner and director affiliate of 5E Advanced Materials, Inc., reported buying 4,000,000 shares of common stock on February 2, 2026 at $2 per share. After this transaction, the reporting group shows beneficial ownership of 12,130,997 common shares.

The filing lists both BEP Special Situations IV LLC and its general partner, Bluescape Energy Partners IV GP LLC, as reporting persons. They state that each reporting person disclaims beneficial ownership beyond its pecuniary interest in the securities held by BEP Special Situations IV LLC.

Positive

  • None.

Negative

  • None.

Insights

Investment entity tied to 5E Advanced Materials increases its share position.

BEP Special Situations IV LLC, associated with 5E Advanced Materials, Inc. as both a director and 10% owner, purchased 4,000,000 common shares at $2 per share on February 2, 2026. Following the trade, the reporting group reflects beneficial ownership of 12,130,997 shares of common stock.

The structure involves Bluescape Energy Partners IV GP LLC as general partner of the fund that wholly owns BEP Special Situations IV LLC. The entities note that each reporting person disclaims beneficial ownership beyond its pecuniary interest, which is common language for fund-related Form 4s and clarifies that the interest is primarily economic.

This transaction indicates a larger reported stake by a significant shareholder that is also represented at the board level, but the filing does not discuss motives, financing terms, or any related governance changes. Subsequent company disclosures may further describe how these holdings relate to board influence or future capital decisions.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
BEP Special Situations IV LLC

(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 1860

(Street)
DALLAS TX 75201

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
5E Advanced Materials, Inc. [ FEAM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/02/2026 P 4,000,000 A $2 12,130,997 D(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
BEP Special Situations IV LLC

(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 1860

(Street)
DALLAS TX 75201

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Bluescape Energy Partners IV GP LLC

(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 1860

(Street)
DALLAS TX 75201

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Bluescape Energy Partners IV GP LLC ("Bluescape GP") is the general partner of Bluescape Energy Recapitalization and Restructuring Fund IV LP, which wholly owns BEP Special Situations IV LLC ("Bluescape", together with Bluescape GP, the "Reporting Persons"). As such, Bluescape GP may be deemed to have beneficial ownership of the securities held by Bluescape. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
/s/ Jonathan Siegler, Managing Director and Chief Financial Officer, on behalf of BEP Special Situations IV LLC 02/04/2026
/s/ Jonathan Siegler, Managing Director and Chief Financial Officer, on behalf of Bluescape Resources GP Holdings LLC, managing member of Bluescape Energy Partners IV GP LLC 02/04/2026
** 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 4 (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.

FAQ

What did BEP Special Situations IV LLC report in this FEAM Form 4 filing?

BEP Special Situations IV LLC reported purchasing 4,000,000 shares of 5E Advanced Materials, Inc. common stock at $2 per share. After this transaction, the reporting group’s beneficial ownership increased to 12,130,997 common shares, as reflected in the Form 4 filing.

Who are the reporting persons in this 5E Advanced Materials (FEAM) Form 4?

The reporting persons are BEP Special Situations IV LLC and Bluescape Energy Partners IV GP LLC. Bluescape GP is the general partner of the fund that wholly owns BEP Special Situations IV LLC, and both are listed as director and 10% owner affiliates.

How many FEAM shares does the reporting group own after this transaction?

Following the reported purchase, the filing shows beneficial ownership of 12,130,997 shares of 5E Advanced Materials, Inc. common stock. This figure reflects the position after acquiring 4,000,000 shares at $2 per share on February 2, 2026.

What transaction price is disclosed in this FEAM insider purchase?

The Form 4 discloses that 4,000,000 common shares of 5E Advanced Materials, Inc. were purchased at a price of $2 per share. This price applies to the non-derivative common stock transaction reported with transaction code “P.”

What does the beneficial ownership disclaimer mean in this FEAM Form 4?

The reporting persons state they disclaim beneficial ownership of the securities beyond their pecuniary interest. This means BEP Special Situations IV LLC and Bluescape entities limit the filing to their economic stake and do not concede broader ownership rights beyond that interest.

How are Bluescape entities related to BEP Special Situations IV LLC in the FEAM filing?

Bluescape Energy Partners IV GP LLC is the general partner of a fund that wholly owns BEP Special Situations IV LLC. Through this structure, Bluescape GP may be deemed to have beneficial ownership of the securities that BEP Special Situations IV LLC holds in 5E Advanced Materials.
5E Advanced Materials Inc

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FEAM Stock Data

88.84M
33.62M
36.58%
41.99%
0.38%
Specialty Chemicals
Mining & Quarrying of Nonmetallic Minerals (no Fuels)
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United States
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