International Ba SEC Filings

EV Metals 9 LLC, a ten percent owner of INTERNATIONAL BATTERY METALS LTD., has filed an initial statement of beneficial ownership. The filing shows direct ownership of 26,427,053 Common Shares with no par value.

The LLC also holds Warrants that are immediately exercisable to acquire 26,427,053 additional Common Shares at an exercise price of $0.10 per share. This reflects a Canadian dollar exercise price of CAD$0.14, converted using a Bank of Canada rate of $1.00 to CAD$1.3689 as of February 23, 2026, with the Warrants expiring on February 23, 2030.

International Battery Metals Ltd. major investors filed Amendment No. 3 to their Schedule 13D, updating their stake and financing arrangements. Jacob Aaron Warnock now reports beneficial ownership of 264,383,217 Common Shares, representing 70.1% of the 377,348,974 shares calculated as outstanding.

Affiliated entities EV Metals VI, 7, 8 and 9 LLC together hold significant positions, including warrants from multiple private placements between February 2024 and April 2026 at exercise prices ranging from CAD$0.14 to CAD$1.25. The filing also describes investor rights, including board nomination rights and registration rights tied to a Form S-1 the company has agreed to pursue.

International Battery Metals LTD reported a private placement financing with an affiliate of a company director. On April 29, 2026, it issued 34,315,465 Units to EV Metals 9 LLC at USD $0.08 per Unit, for gross proceeds of USD $2.8 million. Each Unit includes one common share and a four-year warrant to buy one additional share at C$0.148. The transaction was completed under a previously announced binding letter of intent, relied on a U.S. private offering exemption, and includes a four‑month plus one‑day hold period.

International Battery Metals Ltd. entered into a non-brokered private placement with EV Metals VII LLC affiliates, an insider group controlled by director Jacob Warnock. The affiliates agreed to purchase USD $2.8 million of units, each priced at USD $0.08 and consisting of one common share and one warrant.

Each warrant allows the purchase of one additional common share at C$0.15 for four years from issuance. The offering is expected to close on or around April 24, 2026, subject to TSX Venture Exchange approval. The company will pay Jacob Warnock a 5% cash structuring fee on gross proceeds, and the units will be subject to a four-month plus one-day hold and treated as restricted securities, relying on a Section 4(a)(2) exemption from registration.

INTERNATIONAL BATTERY METALS LTD. senior vice president of corporate development James Garrett Galloway reported his initial holdings of restricted share units and performance-based restricted share units, which are rights to receive common shares if future conditions are met.

The holdings include 400,000 time-based RSUs granted on June 2, 2025 that vest in full on June 15, 2026, each representing one common share. He also holds several blocks of performance-based RSUs: 800,000 tied to completing and deploying two additional Direct Lithium Extraction plants, 200,000 that vest 60 days after a successful listing on a major stock exchange, 1,721,810 linked to annualized EBITDA targets of $25 million and $50 million, and 860,905 linked to achieving $750 million and $1.5 billion market capitalizations over 60-day volume weighted average trading prices. The filing shows ownership of these awards but no open-market share purchases or sales.

International Battery Metals Ltd. shareholder Jacob Aaron Warnock filed an amended Schedule 13D reporting beneficial ownership of 195,752,287 common shares, or 57.1% of the class. The filing is based on 316,573,123 shares outstanding as of January 30, 2026, plus 26,427,053 shares issued in a February 2026 private placement.

The amendment reflects EV Metals 9 LLC’s purchase of 26,427,053 units, each with one share and one warrant, under a February 23, 2026 subscription agreement. Affiliates EV Metals VI, 7 and 8 LLC collectively hold significant positions through common shares and multiple warrant series with exercise prices between CAD$0.14 and CAD$1.25 and expiries from 2028 to 2030.

Investor rights agreements give the EV Metals group the right to nominate one board member while maintaining at least 5% ownership and to approve an additional independent director if the board expands. Registration rights allow EV Metals VI LLC to demand or join certain underwritten offerings and require the company to use reasonable best efforts to make a Form S-1 registration statement effective.

INTERNATIONAL BATTERY METALS LTD. reported a large insider‑related purchase. On February 23, 2026, EV Metals 9 LLC, an entity managed through EV Metals GP LLC by director and 10% owner Jacob Aaron Warnock, bought 26,427,053 common shares in indirect ownership at $0.08 per share and 26,427,053 Warrants at no stated cost in an open‑market or private transaction. Each Warrant is immediately exercisable for one common share at an exercise price of CAD$0.14, translated using a Bank of Canada rate referenced in the disclosure. Following these transactions, entities associated with Mr. Warnock indirectly held 108,784,978 common shares and 86,426,183 Warrants, while he also directly held 541,126 common shares.

International Battery Metals Ltd. now has a highly concentrated shareholder base led by Jacob Aaron Warnock and affiliated EV Metals entities. Amendment No. 1 to a Schedule 13D shows Mr. Warnock beneficially owning 142,898,181 Common Shares, or 45.1% of 316,573,123 shares outstanding as of January 30, 2026.

EV Metals VI LLC, EV Metals 7 LLC and EV Metals 8 LLC are added as reporting persons, holding 12.1%, 18.5% and 6.9% of the Common Shares, respectively, including shares issuable from multiple warrant series. A series of private placements from 2024–2025 provided units combining shares and long-dated warrants at exercise prices between CAD$0.30 and CAD$1.25.

Through an Investor Rights Agreement and its amendment, EV Metals secured the right to nominate one board member while it holds at least 5% of outstanding shares, and to approve an additional independent director when the board exceeds five members. A Restated Registration Rights Agreement grants EV Metals VI registration and underwritten offering rights tied to a Form S‑1, with the company bearing related registration expenses.

INTERNATIONAL BATTERY METALS LTD. filed an amended insider ownership report detailing the holdings of director and 10% owner Jacob Aaron Warnock and related EV Metals entities. The filing shows Mr. Warnock directly holding 541,126 Common Shares, with additional large indirect positions held through multiple LLCs and a trust.

One indirect line item lists 82,357,925 Common Shares, while various EV Metals LLCs and EV Metals 8 LLC hold substantial Warrants. Each Warrant represents the right to acquire one Common Share and is immediately exercisable, with exercise prices ranging from CAD$0.30 to CAD$1.25, converted to U.S. dollars using a Bank of Canada rate of $1.00 to CAD$1.3562 as of January 30, 2026. The disclosure explains that Mr. Warnock may be deemed to beneficially own securities held by these entities but he and each entity disclaim beneficial ownership except to the extent of any pecuniary interest.