Solai Holdings trims Guardian Metal (GMTL) stake to 5.025566% of votes

Rhea-AI Filing Summary

Guardian Metal Resources PLC reported a change in a major shareholding. Solai Holdings Limited, through its 100%-owned subsidiary Purebond Limited, now holds 9,750,000 voting rights in Guardian Metal Resources, equal to 5.025566% of the company’s voting rights.

The position was previously notified at 6.992306%, indicating a reduction in this shareholder’s percentage stake. The holding is entirely in ordinary shares with ISIN GB00BPQY8R36, and there are no associated financial instruments contributing additional voting rights.

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

26 March, 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 26 March, 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: 26 March, 2026	By: /s/ Oliver Friesen
	Name: Oliver Friesen
	Title: Chief Executive Officer

Exhibit Index

Exhibit	Description of Exhibit
99.1	Press release dated 26 March, 2026

TR-1: Standard form for notification of major holdings

1. Issuer Details

ISIN

GB00BPQY8R36

Issuer Name

GUARDIAN METAL RESOURCES PLC

UK or Non-UK Issuer

UK

2. Reason for Notification

An event changing the breakdown of voting rights

3. Details of person subject to the notification obligation

Name

Purebond Limited

City of registered office (if applicable)

Wembley

Country of registered office (if applicable)

England

4. Details of the shareholder

Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above

City of registered office (if applicable)

Country of registered office (if applicable)

5. Date on which the threshold was crossed or reached

26-Mar-2026

6. Date on which Issuer notified

26-Mar-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
Resulting situation on the date on which threshold was crossed or reached	5.025566	0.000000	5.025566	9750000
Position of previous notification (if applicable)	6.992306	0.000000	6.992306

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached

8A. Voting rights attached to shares

Class/Type of shares ISIN code(if possible)	Number of direct voting rights (DTR5.1)	Number of indirect voting rights (DTR5.2.1)	% of direct voting rights (DTR5.1)	% of indirect voting rights (DTR5.2.1)
GB00BPQY8R36	9750000		5.025566
Sub Total 8.A	9750000		5.025566%

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

Type of financial instrument	Expiration date	Exercise/conversion period	Number of voting rights that may be acquired if the instrument is exercised/converted	% of voting rights
Sub Total 8.B1

8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))

Type of financial instrument	Expiration date	Exercise/conversion period	Physical or cash settlement	Number of voting rights	% of voting rights
Sub Total 8.B2

9. Information in relation to the person subject to the notification obligation

2. 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 entities (please add additional rows as necessary)

Ultimate controlling person	Name of controlled undertaking	% 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
Solai Holdings Limited	Purebond Limited	5.025566		5.025566%

10. In case of proxy voting

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

(1) Purebond Limited is a 100% Subsidiary of Solai Holdings Limited.

(2) 3 Named Directors of Solai Holdings Limited off which 2 are also Directors of Purebond Limited are also Trustees of Solai Pension Scheme which has 0.438126% (850,000 Shares) Voting Rights in Guardian Metal Resources Plc

12. Date of Completion

26-Mar-2026

13. Place Of Completion

London

FAQ

What major shareholding change was disclosed for GMTL (Guardian Metal Resources PLC)?

Guardian Metal Resources PLC disclosed that Solai Holdings Limited, via Purebond Limited, now holds 9,750,000 voting rights, representing 5.025566% of the company. This is down from a previously notified level of 6.992306%, indicating a reduced percentage stake in the issuer.

Who is the main shareholder in the new GMTL major holdings notification?

The notification identifies Solai Holdings Limited as the person subject to the obligation, with Purebond Limited as the controlled undertaking. Purebond Limited directly holds 9,750,000 voting rights in Guardian Metal Resources PLC, corresponding to 5.025566% of the company’s voting rights.

How many Guardian Metal Resources (GMTL) shares are held by the notifying shareholder?

Purebond Limited holds 9,750,000 voting rights in Guardian Metal Resources PLC, all attached to ordinary shares with ISIN GB00BPQY8R36. This position corresponds to 5.025566% of the company’s voting rights and reflects the resulting situation when the threshold was crossed.

Did the GMTL major holder use any financial instruments for its position?

No financial instruments are reported for this position. The filing shows 0.000000% of voting rights through financial instruments, with the entire 5.025566% interest in Guardian Metal Resources PLC held as direct voting rights attached to ordinary shares under ISIN GB00BPQY8R36.

What additional interests related to Solai Holdings exist in Guardian Metal Resources (GMTL)?

The filing notes that three named directors of Solai Holdings Limited are trustees of the Solai Pension Scheme, which holds 0.438126% of Guardian Metal Resources PLC, equal to 850,000 shares. This pension scheme interest is separate from Purebond Limited’s 5.025566% holding.

Who ultimately controls the Purebond Limited holding in GMTL?

The filing states that Purebond Limited is a 100% subsidiary of Solai Holdings Limited, making Solai Holdings the ultimate controlling person. Purebond’s 5.025566% voting interest in Guardian Metal Resources PLC is therefore attributed to Solai Holdings under the major holdings disclosure rules.