MP Materials (NYSE: MP) director granted 624 deferred stock units in retainer deferral

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

MP Materials director Connie K. Duckworth reported an acquisition of 624 deferred stock units (DSUs) of common stock on June 30, 2026. The award reflects her election to defer cash retainers into stock-based compensation and carries no cash purchase price.

Each DSU is fully vested at grant and represents the right to receive one MP Materials common share. The DSUs will be settled in stock upon the earlier of a specified June 15 settlement date tied to when retainers are earned, certain changes in control of the company, or Duckworth’s separation from service. Following this grant, she directly holds 41,774 shares and DSUs in total.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DUCKWORTH CONNIE K

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	624	$0.00	--

Holdings After Transaction: Common Stock — 41,774 shares (Direct, null)

Footnotes (1)

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Key Figures

Deferred stock units granted: 624 units Total holdings after transaction: 41,774 shares/units Grant price per unit: $0.0000 +2 more

5 metrics

Deferred stock units granted 624 units Awarded June 30, 2026 as retainer deferral

Total holdings after transaction 41,774 shares/units Direct ownership following June 30, 2026 grant

Grant price per unit $0.0000 Stock-based award, no cash purchase price

Transaction code A Grant, award, or other acquisition of common stock

Transaction direction acquire Non-derivative award of deferred stock units

Key Terms

deferred stock units, cash retainers, separation from service, change in control

4 terms

deferred stock units financial

"Represents deferred stock units ("DSUs") awarded in connection with the election to defer cash retainers"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

cash retainers financial

"awarded in connection with the election to defer cash retainers by the reporting person"

separation from service financial

"the date of the reporting person's separation from service"

change in control financial

"certain changes in control of the registrant"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/30/2026 - 08:31 PM Accepted by SEC EDGAR 06/30/2026 - 08:31 PM

SEC Form 4

FORM 4

UNITED 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).

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^*

DUCKWORTH CONNIE K

(Last)

(First)

(Middle)

1700 S. PAVILION CENTER DRIVE, SUITE 800

(Street)

LAS VEGAS

NEVADA

89135

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MP Materials Corp. / DE [ MP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/30/2026		A		624⁽¹⁾	A	$0	41,774	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents deferred stock units ("DSUs") awarded in connection with the election to defer cash retainers by the reporting person. Each DSU represents a right to receive a share of the registrant's common stock and are fully vested on grant. The DSUs will be settled upon the earlier to occur of the following: (i) June 15th occurring following the close of the fifth calendar year following the close of the calendar year in which the cash retainers are earned; (ii) certain changes in control of the registrant; and (iii) the date of the reporting person's separation from service.

Remarks:

	/s/ Elliot D. Hoops, Attorney-In-Fact for Connie K. Duckworth	06/30/2026
	** Signature of Reporting Person	Date
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did MP (MP) director Connie Duckworth report in this Form 4 filing?

Connie Duckworth reported receiving 624 deferred stock units as director compensation. These units were awarded in lieu of cash retainers, are fully vested at grant, and each represents the right to receive one share of MP Materials common stock at a future settlement date.

How many MP (MP) shares and deferred units does Connie Duckworth own after this transaction?

After this transaction, Connie Duckworth is reported as holding a total of 41,774 MP Materials common shares and deferred stock units directly. This total includes the newly granted 624 deferred stock units from the June 30, 2026 award disclosed in the Form 4.

What are deferred stock units (DSUs) in MP (MP) director compensation?

Deferred stock units are stock-based awards granted instead of cash retainers to directors. Each DSU represents a right to receive one common share, is fully vested at grant, and will be settled in shares at a future date based on pre-defined triggering events.

When will Connie Duckworth’s MP (MP) deferred stock units be settled into shares?

The deferred stock units will be settled into MP Materials shares upon the earliest of three triggers: a specified June 15 date tied to when retainers are earned, certain qualifying changes in control of the company, or Connie Duckworth’s separation from service as a director.

Did Connie Duckworth pay cash for the 624 MP (MP) deferred stock units?

No cash was paid for these 624 deferred stock units. They were awarded in connection with Connie Duckworth’s election to defer her cash retainers as a director, effectively converting that cash compensation into fully vested stock-based units instead of a cash payment.