Lars Bader trims Guardian Metal (GMTL) holding to 2.99%

Rhea-AI Filing Summary

Guardian Metal Resources PLC reports a change in a major shareholding after investor Lars Bader reduced his position. Following a disposal of voting rights on 30/03/2026, he now holds 2.99% of voting rights, representing 5,801,823 shares in class GB00BPQY8R36.

This stake was previously disclosed at 3.48%, so the holding has fallen but remains a notifiable interest under UK Disclosure Guidance and Transparency Rules. Bader holds no reportable voting rights through financial instruments, and the position is entirely attached to ordinary shares.

Key Figures

Current voting rights percentage: 2.99% Previous voting rights percentage: 3.48% Voting rights attached to shares: 5,801,823 voting rights +2 more

5 metrics

Current voting rights percentage 2.99% Resulting holding after threshold crossed on 30/03/2026

Previous voting rights percentage 3.48% Position of previous notification before disposal

Voting rights attached to shares 5,801,823 voting rights Total voting rights held via shares in GB00BPQY8R36

Voting rights through financial instruments 0% No voting rights held via DTR5.3.1 financial instruments

Date threshold crossed 30/03/2026 Date on which major holding threshold was crossed

Key Terms

Disclosure Guidance and Transparency Rules Chapter 5 (DTR5), voting rights, financial instruments, non-UK issuer, +1 more

5 terms

Disclosure Guidance and Transparency Rules Chapter 5 (DTR5) regulatory

"Please note this form should be read jointly with the applicable Disclosure Guidance and Transparency Rules Chapter 5 (DTR5)"

voting rights financial

"Total number of voting rights held in issuer (8.A + 8.B)"

Voting rights are the ability of shareholders to have a say in important company decisions, like choosing leaders or approving big changes. They matter because they give owners a voice in how the company is run, similar to how voters influence elections, ensuring the company acts in shareholders’ interests.

financial instruments financial

"An acquisition or disposal of financial instruments"

Financial instruments are assets or contracts that hold monetary value and can be bought, sold, or traded. They serve as tools for investors to grow, protect, or transfer money, much like how a ticket or voucher can be used to access goods or services. These instruments help individuals and organizations manage financial goals and risks across different markets and economic conditions.

non-UK issuer regulatory

"Please indicate if the issuer is a non-UK issuer"

A non-UK issuer is a company or other entity that issues securities but is based, incorporated, or primarily regulated outside the United Kingdom. For investors, this matters because such issuers often follow different reporting rules, legal protections and market practices than UK-based issuers, so buying their securities can be like shopping in a different country: you may face different information, oversight, tax treatment and claim rights if things go wrong.

proxy voting regulatory

"In case of proxy voting, please identify"

Proxy voting is a process that allows investors to have their voting power on company decisions exercised by someone else if they cannot attend meetings in person. It ensures that their opinions are still represented, similar to authorizing someone else to vote on their behalf at an election. This helps investors influence company actions even when they cannot be physically present.

Form 6-K: How Foreign Companies Report to the SEC →

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

01 April, 2026

Commission File Number 001-43199

Guardian Metal Resources PLC

c/o Orana Corporate LLP

25 Eccleston Place

London SW1W 9NF

United Kingdom

(Address of principal executive offices)

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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Guardian Metal Resources PLC

On 01 April, 2026, Guardian Metal Resources PLC issued a press release titled “Holding(s) in Company.”

A copy of the press release is attached hereto as Exhibit 99.1.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned, thereunto duly authorized.

Guardian Metal Resources PLC

(Registrant)

Date: 01 April, 2026		By: /s/ Oliver Friesen
		Name: Oliver Friesen
		Title: Chief Executive Officer

Exhibit Index

Exhibit	Description of Exhibit
99.1	Holding(s) in Company dated 01 April, 2026.

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:			GUARDIAN METAL RESOURCES PLC
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)
Non-UK issuer
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			Lars Bader
City and country of registered office (if applicable)			Sliema, SLM 3175, Malta
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:			30/03/2026
6. Date on which issuer notified (DD/MM/YYYY):			30/03/2026
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	2.99%	0		2.99%	2.99%
Position of previous notification (if applicable)	3.48%	0		3.48%

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 ofshares 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)
GB00BPQY8R36		5,801,823					2.99%
SUBTOTAL 8. A		5,801,823					2.99%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expirationdate x	Exercise/Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expirationdate x		Exercise/Conversion Period xi		Physical or cash Settlement xii			Number of voting rights	% of voting rights
					SUBTOTAL 8.B.2

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				X
Full chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv
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
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

Place of completion	Sliema, SLM 3175, Malta
Date of completion	30/03/2026

Notes

i Please note this form should be read jointly with the applicable Disclosure Guidance and Transparency Rules Chapter 5 (DTR5) available on the following link: https://www.handbook.fca.org.uk/handbook/DTR/5/?view=chapter

ii Full name of the legal entity and further specification of the issuer or underlying issuer, provided it is reliable and accurate (e.g. address, LEI, domestic number identity). Indicate in the relevant section whether the issuer is a non UK issuer.

iii Other reason for the notification could be voluntary notifications, changes of attribution of the nature of the holding (e.g. expiring of financial instruments) or acting in concert.

iv This should be the full name of (a) the shareholder; (b) the natural person or legal entity acquiring, disposing of or exercising voting rights in the cases provided for in DTR5.2.1 (b) to (h); (c) all parties to the agreement referred to in DTR5.2.1 (a) or (d) the holder of financial instruments referred to in DTR5.3.1.

As the disclosure of cases of acting in concert may vary due to the specific circumstances (e.g. same or different total positions of the parties, entering or exiting of acting in concert by a single party) the standard form does not provide for a specific method how to notify cases of acting in concert.

In relation to the transactions referred to in  DTR5.2.1 (b) to (h), the following list is provided as indication of the persons who should be mentioned:

- in the circumstances foreseen in DTR5.2.1 (b), the natural person or legal entity that acquires the voting rights and is entitled to exercise them under the agreement and the natural person or legal entity who is transferring temporarily for consideration the voting rights;

- in the circumstances foreseen in DTR5.2.1 (c), the natural person or legal entity holding the collateral, provided the person or entity controls the voting rights and declares its intention of exercising them, and natural person or legal entity lodging the collateral under these conditions;

- in the circumstances foreseen in DTR5.2.1 (d), the natural person or legal entity who has a life interest in shares if that person or entity is entitled to exercise the voting rights attached to the shares and the natural person or legal entity who is disposing of the voting rights when the life interest is created;

- in the circumstances foreseen in DTR5.2.1 (e), the controlling natural person or legal entity and, provided it has a notification duty at an individual level under DTR 5.1, under DTR5.2.1 (a) to (d) or under a combination of any of those situations, the controlled undertaking;

- in the circumstances foreseen in DTR5.2.1 (f), the deposit taker of the shares, if he can exercise the voting rights attached to the shares deposited with him at his discretion, and the depositor of the shares allowing the deposit taker to exercise the voting rights at his discretion;

- in the circumstances foreseen in DTR5.2.1 (g), the natural person or legal entity that controls the voting rights;

- in the circumstances foreseen in DTR5.2.1 (h), the proxy holder, if he can exercise the voting rights at his discretion, and the shareholder who has given his proxy to the proxy holder allowing the latter to exercise the voting rights at his discretion (e.g. management companies).

v Applicable in the cases provided for in DTR5.2.1 (b) to (h). This should be the full name of the shareholder who is the counterparty to the natural person or legal entity referred to DTR5.2 unless the percentage of voting rights held by the shareholder is lower than the lowest notifiable threshold for the disclosure of voting rights holdings in accordance with national practices (e.g. identification of funds managed by management companies).

vi The date on which threshold is crossed or reached should be the date on which the acquisition or disposal took place or the other reason triggered the notification obligation. For passive crossings, the date when the corporate event took effect.

vii The total number of voting rights held in the issuer shall be composed of all the shares, including depository receipts representing shares, to which voting rights are attached even if the exercise thereof is suspended.

viii If the holding has fallen below the lowest applicable threshold, please note that it might not be necessary to disclose the extent of the holding, only that the new holding is below that threshold.

ix In case of combined holdings of shares with voting rights attached "direct holding" and voting rights "indirect holding", please split the voting rights number and percentage into the direct and indirect columns - if there is no combined holdings, please leave the relevant box blank.

x Date of maturity/expiration of the financial instrument i.e. the date when right to acquire shares ends.

xi If the financial instrument has such a period - please specify this period - for example once every 3 months starting from [date].

xii In case of cash settled instruments the number and percentages of voting rights is to be presented on a delta-adjusted basis (DTR 5.3.3.A).

xiii If the person subject to the notification obligation is either controlled and/or does control another undertaking then the second option applies.

xiv The full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity has to be presented also in the cases, in which only on subsidiary level a threshold is crossed or reached and the subsidiary undertaking discloses the notification as only in this way will the markets get always the full picture of the group holdings. In case of multiple chains through which the voting rights and/or financial instruments are effectively held the chains have to be presented chain by chain by numbering each chain accordingly. Please see the below example: 

Name of ultimate controlling person A (chain 1)

Name of controlled undertaking B

Name of controlled undertaking C

Name of ultimate controlling person A (chain 2)

Name of controlled undertaking B

Name of controlled undertaking D

Name of ultimate controlling person A (chain3)

Name of controlled undertaking E

Name of controlled undertaking F

xv The names of controlled undertakings through which the voting rights and/or financial instruments are effectively held have to be presented irrespectively whether the controlled undertakings cross or reach the lowest applicable threshold themselves.

xvi Example: Correction of a previous notification.

FAQ

What change in major shareholding did Guardian Metal Resources PLC (GMTL) disclose?

Guardian Metal Resources PLC disclosed that investor Lars Bader reduced his stake. His holding fell from 3.48% to 2.99% of voting rights, representing 5,801,823 shares, triggering a major holdings notification under UK transparency rules.

Who is the shareholder involved in the Guardian Metal Resources PLC (GMTL) TR-1 notification?

The shareholder is Lars Bader of Sliema, Malta. He is the person subject to the notification obligation after his voting interest in Guardian Metal Resources PLC changed and crossed a disclosure threshold on 30/03/2026, as required under DTR5 rules.

How many Guardian Metal Resources PLC (GMTL) voting rights does Lars Bader now hold?

Lars Bader now holds 5,801,823 voting rights in Guardian Metal Resources PLC. This represents 2.99% of the company’s voting rights, all attached directly to ordinary shares with ISIN GB00BPQY8R36 and no additional financial instruments reported.

When did Lars Bader’s Guardian Metal Resources PLC (GMTL) holding cross the reportable threshold?

The threshold was crossed on 30/03/2026. That is the date on which the change in voting rights occurred, prompting a TR-1 major holdings notification, which Guardian Metal Resources PLC then received and reflected in its disclosure.

Does the Guardian Metal Resources PLC (GMTL) TR-1 show any financial instruments held by Lars Bader?

No financial instruments are reported in the TR-1. The notification shows 2.99% of voting rights, equal to 5,801,823 votes, all attached to Guardian Metal Resources PLC shares, with zero voting rights held through DTR5.3.1 financial instruments.

Is Guardian Metal Resources PLC (GMTL) classified as a non-UK issuer in this notification?

Yes, the TR-1 form marks Guardian Metal Resources PLC as a non-UK issuer. Despite this status, its shares have voting rights subject to UK Disclosure Guidance and Transparency Rules, requiring notification when major shareholding thresholds are crossed.