Bank of Nova Scotia reports 3.72% MP Materials (MP) stake in 13G/A

Rhea-AI Filing Summary

Bank of Nova Scotia has disclosed a minority stake in MP Materials Corp. The filing reports beneficial ownership of 6,795,441 shares of MP Materials common stock, representing 3.72% of the outstanding class as of the reporting date of 12/31/2025. The bank reports sole power to vote and dispose of all of these shares, with no shared voting or dispositive power.

The Bank of Nova Scotia is classified in this filing as a parent holding company under Rule 13d-1(b)(1)(ii)(G), and states that it owns 5 percent or less of the class. This Schedule 13G/A is an amended institutional ownership report and does not describe any transaction terms, only the level of beneficial ownership and control rights over the shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

MP Materials Corp. / DE

(Name of Issuer)

Common Stock

(Title of Class of Securities)

553368101

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 553368101

1

Names of Reporting Persons

BANK OF NOVA SCOTIA

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CANADA (FEDERAL LEVEL)

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 6,795,441.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 6,795,441.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,795,441.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

3.72 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MP Materials Corp. / DE
(b)	Address of issuer's principal executive offices: 1700 S. PAVILION CENTER DR., SUITE 800, LAS VEGAS, NEVADA 89135
Item 2.
(a)	Name of person filing: BANK OF NOVA SCOTIA
(b)	Address or principal business office or, if none, residence: 40 TEMPERANCE STREET TORONTO, Ontario, Canada M5H 0B4
(c)	Citizenship: BANK OF NOVA SCOTIA - CANADA (FEDERAL LEVEL)
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 553368101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
	A parent holding company, in accordance with 13d-1(b)(i)(ii)(g)
Item 4.	Ownership
(a)	Amount beneficially owned: 6,795,441
(b)	Percent of class: 3.72 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: BANK OF NOVA SCOTIA - 6,795,441
	(ii) Shared power to vote or to direct the vote: BANK OF NOVA SCOTIA - 0
	(iii) Sole power to dispose or to direct the disposition of: BANK OF NOVA SCOTIA - 6,795,441
	(iv) Shared power to dispose or to direct the disposition of: BANK OF NOVA SCOTIA - 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to The Bank of Nova Scotia is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BANK OF NOVA SCOTIA

Signature:	Raj Sachdeva
Name/Title:	Vice President, Head of GBM&T, Compliance Canada
Date:	01/27/2026

FAQ

What percentage of MP (MP Materials Corp.) does Bank of Nova Scotia report owning?

Bank of Nova Scotia reports beneficial ownership of 3.72% of MP Materials Corp.'s common stock as of 12/31/2025.

How many MP Materials Corp. shares does Bank of Nova Scotia beneficially own?

The filing states that Bank of Nova Scotia beneficially owns 6,795,441 shares of MP Materials Corp. common stock.

Does Bank of Nova Scotia have sole or shared voting power over its MP shares?

Bank of Nova Scotia reports sole voting power over 6,795,441 shares and no shared voting power in MP Materials Corp.

What type of SEC filing is this for MP Materials Corp. and Bank of Nova Scotia?

This is an amended Schedule 13G/A, which reports institutional beneficial ownership of MP Materials Corp.'s common stock by Bank of Nova Scotia.

How is Bank of Nova Scotia classified in this MP Materials ownership filing?

Bank of Nova Scotia is classified as a parent holding company in accordance with Rule 13d-1(b)(1)(ii)(G).

Who signed the MP (MP Materials) Schedule 13G/A on behalf of Bank of Nova Scotia?

The Schedule 13G/A was signed by Raj Sachdeva, Vice President, Head of &T, Compliance Canada, dated 01/27/2026.