Tax withholding reduces MP Materials (NYSE: MP) CAO share holdings

Rhea-AI Filing Summary

MP Materials Corp. Chief Accounting Officer reports tax-related share withholding. On January 22, 2026, 1,198 shares of common stock were withheld at a price of $68.37 per share to cover tax obligations arising from the vesting of restricted stock units on the same date. After this withholding, the officer beneficially owned 49,246 shares of MP Materials common stock directly.

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

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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^*

Infuso David Gregory

(Last) (First) (Middle)

1700 S PAVILION CENTER DRIVE

SUITE 800

(Street)

LAS VEGAS NV 89135

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/22/2026		F		1,198(1)	D	$68.37	49,246	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld to satisfy tax withholding obligations applicable to the vesting of restricted stock units that vested on January 22, 2026.

Remarks:

	/s/ Elliot D. Hoops, attorney-in-fact for David Gregory Infuso	01/22/2026
	** 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).
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FAQ

What insider transaction did MP (MP Materials Corp.) report for January 22, 2026?

The Chief Accounting Officer reported a Form 4 transaction where 1,198 shares of MP Materials common stock were withheld on January 22, 2026 to satisfy tax obligations tied to vesting restricted stock units.

Who is the insider involved in this MP Form 4 filing and what is their role?

The insider is David Gregory Infuso, who serves as the Chief Accounting Officer of MP Materials Corp.

How many MP Materials (MP) shares were withheld for taxes and at what price?

The filing shows 1,198 shares of common stock withheld at a price of $68.37 per share to cover tax withholding obligations related to restricted stock unit vesting.

How many MP Materials shares does the Chief Accounting Officer own after this transaction?

Following the reported tax withholding transaction, the Chief Accounting Officer beneficially owned 49,246 shares of MP Materials common stock directly.

Was the MP Materials insider transaction an open-market sale or tax withholding?

According to the explanation, the transaction represents shares withheld to satisfy tax withholding obligations from restricted stock units that vested on January 22, 2026, rather than an open-market sale.

What does transaction code "F" mean in this MP Materials Form 4?

Transaction code "F" on the Form 4 indicates a transaction where shares are withheld by the issuer to pay tax obligations in connection with the vesting of equity awards, such as restricted stock units.