MP Materials (NYSE: MP) CEO sells 400,000 shares but keeps large stake

Q: Over what dates did the MP Materials (MP) insider stock sales occur?

The reported insider stock sales occurred over three trading days : May 27, 2026, May 28, 2026, and May 29, 2026. Each day included multiple open-market sale transactions in MP Materials common stock at various prices within the disclosed ranges.

Q: How many MP Materials (MP) shares does James Litinsky still own after these sales?

After the reported sales, the Form 4 shows 11,805,965 shares of MP Materials common stock indirectly owned through James H. Litinsky’s revocable trust, plus a separate direct holding of 216,397 shares as of May 27, 2026, indicating a substantial remaining ownership stake.

Q: Are the MP (MP) insider transactions direct or through a trust?

The sale transactions are reported as indirect ownership , held by “James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011.” The filing also lists a separate direct holding entry of 216,397 MP Materials shares as of May 27, 2026.

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

MP Materials Corp. Chairman and CEO James H. Litinsky reported a series of open-market sales of MP common stock executed through his revocable trust over May 27–29, 2026. The Form 4 shows an aggregate of 400,000 shares sold in multiple tranches at prices in the mid‑$60 range.

All sale transactions were reported as indirect ownership, held by James Henry Litinsky as trustee of his revocable trust. After these sales, the filing shows 11,805,965 shares of MP common stock indirectly owned by the trust, and a separate direct holding entry of 216,397 shares as of May 27, 2026, indicating Litinsky retains a substantial equity stake in the company.

Insights

CEO sold 400,000 MP shares but still holds a large stake.

The Form 4 shows Chairman and CEO James H. Litinsky executing open-market sales totaling 400,000 common shares of MP Materials through his revocable trust over May 27–29, 2026. Open-market sales by a CEO are typically the strongest type of insider trading signal because they are discretionary transactions.

However, the filing also reports 11,805,965 shares indirectly owned by the trust after the sales, plus a separate direct position of 216,397 shares as of May 27, 2026. This indicates that, despite the sales, Litinsky continues to hold a significant equity interest. No derivative exercises, gifts, or tax-withholding events are reported, and there is no mention of a Rule 10b5‑1 trading plan in the provided excerpt.

From an investment perspective, this looks like a sizeable but proportionally modest reduction in holdings rather than an exit, given the large remaining position. The filing does not provide any explanation for the sales, so their motivation cannot be inferred from this data alone.

Insider Trade Summary

Net Seller: 400,000 shares ($26,225,225)

Net Sell 10 txns

Insider Litinsky James H.

Role Chairman and CEO

Sold 400,000 shs ($26.23M)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,950	$65.13	$127K
Sale	Common Stock	48,050	$64.56	$3.10M
Sale	Common Stock	6,710	$68.18	$457K
Sale	Common Stock	39,445	$67.78	$2.67M
Sale	Common Stock	49,265	$66.52	$3.28M
Sale	Common Stock	44,117	$65.65	$2.90M
Sale	Common Stock	95,114	$64.67	$6.15M
Sale	Common Stock	23,113	$66.06	$1.53M
Sale	Common Stock	92,236	$65.20	$6.01M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 11,854,015 shares (Indirect, Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011); Common Stock — 216,397 shares (Direct, null)

Footnotes (1)

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.00 to $66.19. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1) to this Form 4. James Litinsky as sole trustee of the James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.00 to $65.80. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (3) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $68.13 to $68.29. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (4) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.13 to $68.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (5) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.13 to $67.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (6) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.14 to $66.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (7) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.13 to $65.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (8) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.10 to $65.23. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (9) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.09 to $65.09. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (10) to this Form 4.

Key Figures

Total shares sold: 400,000 shares Sample sale price: $64.56 per share Highest reported tranche price: $68.18 per share +3 more

6 metrics

Total shares sold 400,000 shares Aggregate insider open-market sales May 27–29, 2026

Sample sale price $64.56 per share Common stock sale on May 29, 2026

Highest reported tranche price $68.18 per share Common stock sale on May 28, 2026

Indirect holdings after sales 11,805,965 shares Shares indirectly owned via revocable trust after reported transactions

Direct holdings entry 216,397 shares Directly held common stock as of May 27, 2026

Number of sale transactions 9 transactions Non-derivative open-market sales of common stock

Key Terms

open-market sale, weighted average price, Revocable Trust, indirect ownership, +1 more

5 terms

open-market sale financial

"transaction_action: "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Revocable Trust financial

"James Henry Litinsky Revocable Trust u/a/d 10/19/2011"

A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.

indirect ownership financial

"ownership_type: "indirect" and ownership_code: "I""

Form 4 regulatory

"set forth in footnote (1) to this Form 4."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/29/2026 - 08:59 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^*

Litinsky James H.

(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
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026

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	05/27/2026		S		23,113	D	$66.06⁽¹⁾	12,182,852	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/27/2026		S		92,236	D	$65.2⁽³⁾	12,090,616	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/28/2026		S		6,710	D	$68.18⁽⁴⁾	12,083,906	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/28/2026		S		39,445	D	$67.78⁽⁵⁾	12,044,461	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/28/2026		S		49,265	D	$66.52⁽⁶⁾	11,995,196	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/28/2026		S		44,117	D	$65.65⁽⁷⁾	11,951,079	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/28/2026		S		95,114	D	$64.67⁽⁸⁾	11,855,965	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/29/2026		S		1,950	D	$65.13⁽⁹⁾	11,854,015	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock	05/29/2026		S		48,050	D	$64.56⁽¹⁰⁾	11,805,965	I	Held by James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011⁽²⁾
Common Stock								216,397	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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.00 to $66.19. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1) to this Form 4.

2. James Litinsky as sole trustee of the James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.00 to $65.80. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (3) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $68.13 to $68.29. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (4) to this Form 4.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.13 to $68.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (5) to this Form 4.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.13 to $67.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (6) to this Form 4.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.14 to $66.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (7) to this Form 4.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.13 to $65.12. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (8) to this Form 4.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.10 to $65.23. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (9) to this Form 4.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.09 to $65.09. The reporting person undertakes to provide to MP Materials Corp., any security holder of MP Materials Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (10) to this Form 4.

Remarks:

	/s/ Elliot D. Hoops, Attorney-In-Fact for James H. Litinsky	05/29/2026
	** 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

How many MP (MP Materials) shares did CEO James Litinsky sell in this Form 4?

The Form 4 reports that James H. Litinsky’s revocable trust sold 400,000 shares of MP Materials common stock. These were open-market sales executed in multiple tranches over May 27–29, 2026, at prices generally in the mid‑$60 per share range.

Over what dates did the MP Materials (MP) insider stock sales occur?

The reported insider stock sales occurred over three trading days: May 27, 2026, May 28, 2026, and May 29, 2026. Each day included multiple open-market sale transactions in MP Materials common stock at various prices within the disclosed ranges.

What prices did James Litinsky’s trust receive for the MP (MP) shares sold?

Individual transactions show sale prices such as $64.56, $65.13, $64.67, $65.65, $66.52, $67.78, and $68.18 per share. Footnotes clarify these are weighted average prices for multiple trades within specified intraday price ranges.

How many MP Materials (MP) shares does James Litinsky still own after these sales?

After the reported sales, the Form 4 shows 11,805,965 shares of MP Materials common stock indirectly owned through James H. Litinsky’s revocable trust, plus a separate direct holding of 216,397 shares as of May 27, 2026, indicating a substantial remaining ownership stake.

Are the MP (MP) insider transactions direct or through a trust?

The sale transactions are reported as indirect ownership, held by “James Henry Litinsky, Trustee of James Henry Litinsky Revocable Trust u/a/d 10/19/2011.” The filing also lists a separate direct holding entry of 216,397 MP Materials shares as of May 27, 2026.

Does this MP Materials (MP) Form 4 involve any option exercises or derivative securities?

No derivative transactions are shown in the provided data. The derivativeSummary is empty, and all reported trades involve non-derivative MP Materials common stock. There are no option exercises, conversions, gifts, or tax-withholding entries associated with this Form 4 excerpt.