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Largo Inc. (LGO) replaces KPMG LLP with Brazil-based KPMG Auditores as auditor

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Largo Inc. has changed its independent auditor, as disclosed in this report. KPMG LLP resigned as auditor effective June 15, 2026, following mutual discussions about the benefits of having the auditor located in Brazil. The board’s audit committee and full board approved the appointment of KPMG Auditores Independentes Ltda. as successor auditor effective June 26, 2026 until the next annual general meeting.

The company states that KPMG LLP’s audit reports on the financial years ended December 31, 2025 and December 31, 2024 did not contain modified opinions, and that there were no “reportable events” as defined in National Instrument 51-102. The former auditor confirms agreement with the company’s notice, while the successor auditor agrees with the notice but does not confirm the statement regarding the absence of reportable events.

Positive

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Auditor resignation date June 15, 2026 Effective date KPMG LLP resigned as auditor
Successor auditor appointment date June 26, 2026 Effective date KPMG Auditores Independentes Ltda. appointed
Notice of change of auditor date June 25, 2026 Date on Largo Inc.’s Notice of Change of Auditor
Most recent audited year-end December 31, 2025 Year-end with unmodified audit opinion from former auditor
Prior audited year-end December 31, 2024 Year-end with unmodified audit opinion from former auditor
Notice of Change of Auditor regulatory
"LARGO INC. (the "Corporation") NOTICE OF CHANGE OF AUDITOR"
A notice of change of auditor is a formal announcement that a company is switching the independent firm that reviews and signs off on its financial reports. Investors care because the auditor is the third-party check on a company’s numbers; changing that checker can be like hiring a new doctor or inspector — it can indicate routine rotation, a desire for a fresh view, or potential disagreements about past accounting, and it can affect confidence in the reliability and continuity of financial information.
National Instrument 51-102 regulatory
"pursuant to Section 4.11 of National Instrument 51-102 Continuous Disclosure Obligations"
National Instrument 51-102 is a Canadian securities rule that requires public companies to regularly publish clear, standardized information about their finances and significant developments, such as quarterly and annual reports, management discussion and analysis, and notices of material changes. For investors it acts like a rule forcing businesses to keep their financial “windows” clear and up to date, making it easier to compare companies, spot risks, and make informed decisions.
reportable events regulatory
"There were no "reportable events" as such term is defined in NI 51-102."
Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.
Business Corporations Act (Ontario) regulatory
"Pursuant to section 149(3) of the Business Corporations Act (Ontario), the board of directors"
A provincial law that sets the legal rules for creating, running and winding up corporations incorporated in Ontario; think of it as the operating manual and rulebook that companies and their leaders must follow. It matters to investors because it defines shareholder rights, director duties, reporting and approval processes for major actions like mergers or sales, so those rules affect governance, transparency, legal risk and the value of an investment.
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FAQ

What auditor change did Largo Inc. (LGO) announce in this filing?
Largo Inc. announced that KPMG LLP resigned as its auditor effective June 15, 2026, and KPMG Auditores Independentes Ltda. was appointed as successor auditor effective June 26, 2026, to serve until the next annual general meeting of shareholders.

Why did Largo Inc. (LGO) change from KPMG LLP to a Brazil-based auditor?
The change followed discussions between Largo Inc. and KPMG LLP about the benefits of having the company’s auditor located in Brazil. After these discussions, KPMG LLP resigned, and KPMG Auditores Independentes Ltda. was appointed as the new auditor by the audit committee and board.

Did KPMG LLP issue any modified opinions on Largo Inc. (LGO) financial statements?
KPMG LLP’s reports on Largo Inc.’s consolidated financial statements for the years ended December 31, 2025 and December 31, 2024 did not express any modified opinion. This applies as well to any subsequent audited period preceding the effective date of the auditor change.

Were there any reportable events in connection with Largo Inc.’s (LGO) auditor change?
Largo Inc. states there were no “reportable events” as defined in National Instrument 51-102. The former auditor agrees with the company’s notice, while the successor auditor notes it is not in a position to agree or disagree with that specific statement.

Who approved the appointment of Largo Inc.’s (LGO) new auditor?
Under the Business Corporations Act (Ontario), Largo Inc.’s board may fill an auditor vacancy. The company’s audit committee and full board considered and approved the appointment of KPMG Auditores Independentes Ltda. as successor auditor effective June 26, 2026, until the next annual general meeting.

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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2026

Commission File Number: 001-40333

LARGO INC.

(Translation of registrant's name into English)

1 First Canadian Place,

100 King Street West, Suite 1600

Toronto, Ontario M5X 1G5

Canada

(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 ☒

Exhibit Index

Exhibit   Description
     
99.1   Notice of Change of Auditor dated June 25, 2026
99.2   Letter from Former Auditor dated June 26, 2026
99.3   Letter from Successor Auditor dated June 26, 2026

SIGNATURES

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

Date: July 7, 2026

LARGO INC.

By: /s/ Daniel Tellechea
Name: Daniel Tellechea
Title: Co-Chief Executive Officer

LARGO INC.
(the "Corporation")

NOTICE OF CHANGE OF AUDITOR

TO: Ontario Securities Commission
Alberta Securities Commission
Autorité des 1arches financiers
British Columbia Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
Financial and Consumer Services Division, Prince Edward Island
Financial and Consumer Services Commission, New Brunswick
Manitoba Securities Commission
Nova Scotia Securities Commission
Office of the Superintendent of Securities Service Newfoundland and Labrador
Office of the Superintendent of Securities, Northwest Territories
Office of the Superintendent of Securities, Nunavut
Office of the Yukon Superintendent of Securities
   
AND TO: KPMG LLP
   
AND TO: KPMG Auditores Independentes Ltda.
   
DATE: June 25, 2026

Notice is hereby given, pursuant to Section 4.11 of National Instrument 51-102 Continuous Disclosure Obligations ("NI 51-102") of a change of auditor of the Corporation from KPMG LLP (the "Former Auditor") to KPMG Auditores Independentes Ltda. (the "Successor Auditor"). In accordance with NI 51-102, the Corporation reports that:

1. On June 15, 2026, after discussions between the Former Auditor and the Corporation regarding the benefits of the Corporation's auditor being located in Brazil, the Former Auditor notified the Corporation, as was mutually agreed upon between the Former Auditor and the Corporation, that it was resigning as auditor of the Corporation effective June 15, 2026;

2. Pursuant to section 149(3) of the Business Corporations Act (Ontario), the board of directors (the "Board") of the Corporation is entitled to fill any vacancy in the office of auditor, and the appointment (as that term is defined in NI 51-102) of the Successor Auditor was considered and approved by the audit committee of the Corporation and the Board, effective as of June 26, 2026, until the next annual general meeting of shareholders;

3. The Former Auditor's reports in connection with the audits of the consolidated financial statements for the two most recently completed financial years of the Corporation, being the financial years ended December 31, 2025, and December 31, 2024, and any period subsequent to the most recently completed fiscal year for which an audit report was issued and preceding the Effective Date, have not expressed any modified opinion; and

4. There were no "reportable events" as such term is defined in NI 51-102.

LARGO INC.

Per: (signed) "Daniel Tellechea"
 Daniel Tellechea
 Co-Chief Executive Officer

KPMG LLP

Bay Adelaide Centre
Suite 4600

333 Bay Street

Toronto ON M5H 2S5
Tel 416-777-8500

Fax 416-777-8818
www.kpmg.ca

Ontario Securities Commission

Alberta Securities Commission

Autorité des marchés financiers

British Columbia Securities Commission

Financial and Consumer Affairs Authority of Saskatchewan

Financial and Consumer Services Division, Prince Edward Island

Financial and Consumer Services Commission, New Brunswick

Manitoba Securities Commission

Nova Scotia Securities Commission

Office of the Superintendent of Securities Service Newfoundland and Labrador

Office of the Superintendent of Securities, Northwest Territories

Office of the Superintendent of Securities, Nunavut

Office of the Yukon Superintendent of Securities

26 June 2026

Dear Sir/ Madam

Re: Notice of Change of Auditors of (Largo Inc.)

We have read the Notice of Largo Inc. dated June 25, 2026 and are in agreement with the statements contained in such Notice.

Yours very truly,

/s/ KPMG LLP

Chartered Professional Accountants, Licensed Public Accountants

KPMG Auditores Independentes Ltda.

Av. Tancredo Neves, 2.539, 23º andar

Salas 2.308 a 2.312 - Caminho das Árvores

Edifício CEO Salvador Shopping - Torre Londres

41820-021 - Salvador/BA - Brasil

Telefone +55 (71) 3273-7350

kpmg.com.br

Ontario Securities Commission

Alberta Securities Commission

Autorité des marchés financiers

British Columbia Securities Commission

Financial and Consumer Affairs Authority of Saskatchewan

Financial and Consumer Services Division, Prince Edward Island

Financial and Consumer Services Commission, New Brunswick

Manitoba Securities Commission

Nova Scotia Securities Commission

Office of the Superintendent of Securities Service Newfoundland and Labrador

Office of the Superintendent of Securities, Northwest Territories

Office of the Superintendent of Securities, Nunavut

Office of the Yukon Superintendent of Securities

June 26, 2026

Dear Sir/Madam

Re: Notice of Change of Auditors of Largo Inc.

We have read the Notice of Largo Inc. dated June 25, 2026 and are in agreement with the statements contained in such Notice except that we are not in a position to agree or disagree with the Largo Inc.'s statement that there were no "reportable events", as defined in NI 51-102.

Yours very truly,

/s/ KPMG Auditores Independentes Ltda.

KPMG Auditores Independentes Ltda.

Source: View Original Filing on SEC EDGAR

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