STOCK TITAN

International Battery Metals (IBATF) CFO trades RSUs and sells 197K shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

International Battery Metals Ltd. Chief Financial Officer Michael A. Rutledge reported a mix of stock transactions. He exercised 450,000 Restricted Share Units into common shares at $0.0000 per share and sold 197,292 common shares at $0.0940 per share in an open-market transaction.

Following these moves, he directly holds 252,708 common shares. He also holds several performance-based restricted share unit awards that each represent the right to receive one common share, with vesting tied to milestones such as deploying two additional Direct Lithium Extraction plants, a successful listing on a major stock exchange, achieving annualized EBITDA targets of $25 million and $50 million, and reaching market capitalization thresholds of $750 million and $1.5 billion based on 60-day volume-weighted average trading price.

Positive

  • None.

Negative

  • None.
Insider RUTLEDGE MICHAEL A
Role Chief Financial Officer
Sold 197,292 shs ($19K)
Type Security Shares Price Value
Exercise Restricted Share Units 450,000 $0.00 --
Exercise Common Shares, no par value 450,000 $0.00 --
Sale Common Shares, no par value 197,292 $0.094 $19K
holding Performance Based Restricted Share Units -- -- --
holding Performance Based Restricted Shares Units -- -- --
holding Performance Based Restricted Share Units -- -- --
holding Performance Based Restricted Share Units -- -- --
Holdings After Transaction: Restricted Share Units — 0 shares (Direct, null); Common Shares, no par value — 450,000 shares (Direct, null); Performance Based Restricted Share Units — 900,000 shares (Direct, null); Performance Based Restricted Shares Units — 300,000 shares (Direct, null)
Footnotes (1)
  1. The Restricted Share Units ("RSUs") each represent a contingent right to receive one common share of International Battery Metals Ltd. (the "Issuer"). Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations incurred by the reporting person as a result of the shares received on June 2, 2026. Represents Restricted Share Units ("RSUs") granted on June 2, 2025, under International Battery Metals Ltd.'s (the "Issuer") Amended and Restated Restricted Share Unit Plan (as amended, the "Plan"), which vests in full on June 2, 2026. Each RSU represents a contingent right to receive one Common Share. The Performance Based Restricted Share Unit ("PBRSU") each represent a contingent right to receive one common share of International Battery Metals Ltd. (the "Issuer"). Represents Performance Based Restricted Share Units ("PBRSUs") granted on June 2, 2025, under the Plan, which shall vest upon completion of and deployment of two additional Direct Lithium Extraction Plants, subject to the terms of the associated Restricted Share Unit Agreement. Represents Performance Based Restricted Share Units granted on February 4, 2026, which will vest in full 60 days following the Issuer's successful listing on a major stock exchange. Represents Performance Based Restricted Share Units granted on February 4, 2026, of which, 50% shall vest upon the Issuer achieving an annualized EBITDA of $25 million and the remaining 50% shall vest upon the Issuer achieving an annualized EBITDA of $50 million. Represents Performance Based Restricted Share Units granted on February 4, 2026, of which, 50% shall vest upon the Issuer achieving a $750 million market capitalization over a 60 day volume weighted average trading price and the remaining 50% shall vest upon the Issuer achieving $1.5 billion market capitalization over a 60 day volume weighted average trading price.
Common shares sold 197,292 shares at $0.0940 Open-market or private sale on June 2, 2026
RSUs exercised 450,000 shares at $0.0000 Restricted Share Units converted to common shares on June 2, 2026
Common shares held after 252,708 shares Direct ownership following June 2, 2026 transactions
EBITDA vesting threshold 1 $25 million annualized EBITDA Milestone for 50% of a PBRSU grant
EBITDA vesting threshold 2 $50 million annualized EBITDA Milestone for remaining 50% of a PBRSU grant
Market cap milestone 1 $750 million 60-day VWAP market capitalization target for 50% of PBRSUs
Market cap milestone 2 $1.5 billion 60-day VWAP market capitalization target for remaining PBRSUs
Restricted Share Units financial
"The Restricted Share Units ("RSUs") each represent a contingent right to receive one common share"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
Performance Based Restricted Share Units financial
"The Performance Based Restricted Share Unit ("PBRSU") each represent a contingent right to receive one common share"
annualized EBITDA financial
"50% shall vest upon the Issuer achieving an annualized EBITDA of $25 million and the remaining 50% shall vest upon the Issuer achieving an annualized EBITDA of $50 million"
market capitalization financial
"shall vest upon the Issuer achieving a $750 million market capitalization over a 60 day volume weighted average trading price"
Market capitalization is the total market value of a company’s outstanding shares, calculated by multiplying the current share price by the number of shares issued. It gives a quick snapshot of a company’s size and how investors value it, influencing perceived risk, index membership, and roughly how much it might cost to buy the whole company — like using a sticker price to compare the relative size and price of different houses.
volume weighted average trading price financial
"over a 60 day volume weighted average trading price"
Volume weighted average trading price (VWAP) is the average price of a security over a set period, calculated by giving more weight to prices where more shares were traded — in other words, prices with higher volume count more. Investors use VWAP as a benchmark to judge trade execution and market activity: it helps tell whether a buy or sell occurred at a better or worse price than the market’s typical traded level, like comparing your purchase to the crowd’s average.
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SEC Form 4
FORM 4UNITED 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).
X
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*
RUTLEDGE MICHAEL A

(Last)(First)(Middle)
12 GREENWAY PLAZA
SUITE 1100

(Street)
HOUSTON TEXAS 77046

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL BATTERY METALS LTD. [ IBATF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Shares, no par value06/02/2026M450,000A$0(1)450,000D
Common Shares, no par value06/02/2026S197,292(2)D$0.094252,708D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(1)06/02/2026M450,000 (3) (3)Common Stock, no par value450,000$00D
Performance Based Restricted Share Units(4) (5) (5)Common Shares, no par value900,000900,000D
Performance Based Restricted Shares Units(4) (6) (6)Common Shares, no par value300,000300,000D
Performance Based Restricted Share Units(4) (7) (7)Common Shares, no par value1,937,0361,937,036D
Performance Based Restricted Share Units(6) (8) (8)Common Shares, no par value1,076,1311,076,131D
Explanation of Responses:
1. The Restricted Share Units ("RSUs") each represent a contingent right to receive one common share of International Battery Metals Ltd. (the "Issuer").
2. Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations incurred by the reporting person as a result of the shares received on June 2, 2026.
3. Represents Restricted Share Units ("RSUs") granted on June 2, 2025, under International Battery Metals Ltd.'s (the "Issuer") Amended and Restated Restricted Share Unit Plan (as amended, the "Plan"), which vests in full on June 2, 2026. Each RSU represents a contingent right to receive one Common Share.
4. The Performance Based Restricted Share Unit ("PBRSU") each represent a contingent right to receive one common share of International Battery Metals Ltd. (the "Issuer").
5. Represents Performance Based Restricted Share Units ("PBRSUs") granted on June 2, 2025, under the Plan, which shall vest upon completion of and deployment of two additional Direct Lithium Extraction Plants, subject to the terms of the associated Restricted Share Unit Agreement.
6. Represents Performance Based Restricted Share Units granted on February 4, 2026, which will vest in full 60 days following the Issuer's successful listing on a major stock exchange.
7. Represents Performance Based Restricted Share Units granted on February 4, 2026, of which, 50% shall vest upon the Issuer achieving an annualized EBITDA of $25 million and the remaining 50% shall vest upon the Issuer achieving an annualized EBITDA of $50 million.
8. Represents Performance Based Restricted Share Units granted on February 4, 2026, of which, 50% shall vest upon the Issuer achieving a $750 million market capitalization over a 60 day volume weighted average trading price and the remaining 50% shall vest upon the Issuer achieving $1.5 billion market capitalization over a 60 day volume weighted average trading price.
/s/ Norma Garcia, Attorney-in-Fact for Michael A. Rutledge06/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did IBATF CFO Michael Rutledge report in this Form 4 filing?

Michael Rutledge reported exercising 450,000 Restricted Share Units into common shares at $0.0000 and selling 197,292 common shares at $0.0940 each. After these transactions, he directly holds 252,708 common shares of International Battery Metals Ltd.

How many International Battery Metals (IBATF) shares did the CFO sell?

The CFO sold 197,292 common shares at a price of $0.0940 per share in an open-market or private transaction. This sale occurred on June 2, 2026, as part of the transactions disclosed in the Form 4 filing.

How many IBATF shares does the CFO hold after the reported transactions?

After the reported transactions, the CFO directly holds 252,708 common shares. This figure reflects the net position after exercising 450,000 Restricted Share Units into common shares and selling 197,292 common shares on June 2, 2026.

What Restricted Share Units did the IBATF CFO exercise in this Form 4?

The CFO exercised 450,000 Restricted Share Units into common shares at an exercise price of $0.0000 per share. Each Restricted Share Unit represents a contingent right to receive one common share of International Battery Metals Ltd. when the unit vests and is settled.

What performance milestones affect the CFO’s Performance Based Restricted Share Units at IBATF?

His Performance Based Restricted Share Units vest upon milestones including deploying two additional Direct Lithium Extraction plants, a successful listing on a major stock exchange, achieving annualized EBITDA of $25 million and $50 million, and reaching $750 million and $1.5 billion market capitalization over a 60-day volume-weighted average price.

When do some of the IBATF CFO’s Restricted Share Units vest?

One grant of Restricted Share Units was made on June 2, 2025, under the company’s Amended and Restated Restricted Share Unit Plan and vests in full on June 2, 2026. Each of these units represents a contingent right to receive one common share upon vesting.