Shenghe Resources reports 5.55M MP Materials shares in Schedule 13G

Rhea-AI Filing Summary

Shenghe Resources Holding Co., Ltd. and its Singapore subsidiaries filed an amended Schedule 13G reporting a passive ownership stake in MP Materials Corp. (MP) Class A common stock. Together they report beneficial ownership of 5,546,140 shares, or 3.1% of the class, based on 177,230,483 shares outstanding as of October 31, 2025. Of this total, Shenghe Resources (Singapore) PTE LTD holds 3,251,175 shares and Shenghe Resources (Singapore) International Trading Pte. Ltd. holds 2,294,965 shares. Shenghe states that the securities are not held for the purpose of changing or influencing control of MP Materials, consistent with a passive investment filing under Schedule 13G.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

MP Materials Corp. / DE

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

553368101

(CUSIP Number)

09/30/2025

(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

Shenghe Resources Holding Co., Ltd.

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

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 5,546,140.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,546,140.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,546,140.00

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)

3.1 %

12

Type of Reporting Person (See Instructions)

FI

Comment for Type of Reporting Person: Amount in rows 6, 8 and 9 consists of 3,251,175 shares of Class A Common Stock, par value $0.0001 per share ("Common Stock"), of MP Materials Corp., a Delaware corporation (the "Issuer") owned by Shenghe Resources (Singapore) PTE. LTD. and 2,294,965 shares of Common Stock owned by Shenghe Resources (Singapore) International Trading Pte. Ltd., which may be deemed to be beneficially owned by Shenghe Resources Holding Co., Ltd. Shenghe Resources Holding Co., Ltd. disclaims beneficial interest in the shares of Common Stock held by Shenghe Resources (Singapore) PTE. LTD. and Shenghe Resources (Singapore) International Trading Pte. Ltd., except to the extent of its pecuniary interest therein. Percentage in row 11 is based on 177,230,483 shares of Common Stock issued and outstanding as of October 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 7, 2025.

SCHEDULE 13G

CUSIP No. 553368101

1

Names of Reporting Persons

Shenghe Resources (Singapore) International Trading Pte. Ltd.

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

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,294,965.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,294,965.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,294,965.00

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)

1.3 %

12

Type of Reporting Person (See Instructions)

FI

Comment for Type of Reporting Person: Percentage in row 11 is based on 177,230,483 shares of Common Stock issued and outstanding as of October 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 7, 2025.

SCHEDULE 13G

CUSIP No. 553368101

1

Names of Reporting Persons

Shenghe Resources (Singapore) PTE LTD

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

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,251,175.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,251,175.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,251,175.00

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)

1.8 %

12

Type of Reporting Person (See Instructions)

FI

Comment for Type of Reporting Person: Percentage in row 11 is based on 177,230,483 shares of Common Stock issued and outstanding as of October 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 7, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MP Materials Corp. / DE
(b)	Address of issuer's principal executive offices: 1700 S. Pavilion Center Drive, Suite 800, Las Vegas, Nevada, 89135
Item 2.
(a)	Name of person filing: This Amendment No. 1 to Schedule 13G/A (the "Statement") is filed by each of the entities and persons listed below, each of whom together are referred to herein collectively as the "Reporting Persons" and individually as a "Reporting Person": (i) Shenghe Resources Holding Co., Ltd. ("SRH"). (ii) Shenghe Resources (Singapore) International Trading Pte. Ltd. ("SRSIT"), an indirect majority-owned subsidiary of SRH. (iii) Shenghe Resources (Singapore) PTE LTD ("SRS"), an indirect wholly-owned subsidiary of SRH.
(b)	Address or principal business office or, if none, residence: (i) For SRH: 399# Yiteng Road Shuangliu District, Chengdu Sichuan, China, 610200 (ii) For SRSIT: 60 Paya Lebar Road #04-23 Paya Lebar Square Singapore 409051 (iii) For SRS: 60 Paya Lebar Road #04-23 Paya Lebar Square Singapore 409051
(c)	Citizenship: SRH is a company organized under the laws of the People's Republic of China. SRSIT and SRS are companies organized under the laws of Singapore.
(d)	Title of class of securities: Class A Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 553368101
Item 4.	Ownership
(a)	Amount beneficially owned: The percentages used in this Statement are calculated based upon 177,230,483 shares of Common Stock issued and outstanding as of October 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 7, 2025. The information required by Items 4(a)-(c) is set forth in Rows (5)-(11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. Reporting Person holdings are as of the date of filing.
(b)	Percent of class:
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote:
	(ii) Shared power to vote or to direct the vote:
	(iii) Sole power to dispose or to direct the disposition of:
	(iv) Shared power to dispose or to direct the disposition of:
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 securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

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.

Shenghe Resources Holding Co., Ltd.

Signature:	/s/ Huang Ping
Name/Title:	Huang Ping, Vice Chairman & CEO
Date:	11/25/2025

Shenghe Resources (Singapore) International Trading Pte. Ltd.

Signature:	/s/ Lu Shasha
Name/Title:	Lu Shasha, Director
Date:	11/25/2025

Shenghe Resources (Singapore) PTE LTD

Signature:	/s/ Wang Quangen
Name/Title:	Wang Quangen, CEO & Director
Date:	11/25/2025

FAQ

What ownership in MP Materials (MP) does Shenghe Resources report in this Schedule 13G/A?

The reporting persons disclose beneficial ownership of 5,546,140 shares of MP Materials Class A common stock, representing 3.1% of the outstanding class.

How is Shenghe Resources’ MP Materials stake split between its Singapore subsidiaries?

Shenghe Resources (Singapore) PTE LTD holds 3,251,175 shares, while Shenghe Resources (Singapore) International Trading Pte. Ltd. holds 2,294,965 shares of MP Materials Class A common stock.

What share count did Shenghe Resources use to calculate its 3.1% stake in MP Materials?

The reported 3.1% ownership is based on 177,230,483 shares of MP Materials Class A common stock issued and outstanding as of October 31, 2025, as disclosed in MP’s Form 10-Q.

Does Shenghe Resources intend to influence control of MP Materials according to this filing?

No. The certification states that the securities were not acquired and are not held for the purpose of changing or influencing the control of MP Materials, consistent with a passive Schedule 13G filing.

Which entities are listed as reporting persons in the MP Materials Schedule 13G/A?

The reporting persons are Shenghe Resources Holding Co., Ltd., Shenghe Resources (Singapore) PTE LTD, and Shenghe Resources (Singapore) International Trading Pte. Ltd., all reporting holdings in MP Materials Class A common stock.

What is the event date for Shenghe Resources’ MP Materials ownership reported here?

The date of the event that triggered this Schedule 13G amendment is September 30, 2025, as stated on the cover information.