BlackRock 13G/A: 6.7% of MP Materials, 11,930,482 shares

Rhea-AI Filing Summary

BlackRock, Inc. filed Amendment No. 2 to Schedule 13G for MP Materials Corp. (Class A), reporting beneficial ownership of 11,930,482 shares, representing 6.7% of the class as of 09/30/2025.

The filing lists sole voting power over 11,374,851 shares and sole dispositive power over 11,930,482 shares, with no shared voting or dispositive power. It certifies the holdings were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. Various persons may have rights to dividends or sale proceeds through managed accounts, but no single person exceeds five percent.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

MP Materials Corp.

(Name of Issuer)

Class A Stock

(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

BlackRock, Inc.

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 11,374,851.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 11,930,482.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

11,930,482.00

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)

6.7 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MP Materials Corp.
(b)	Address of issuer's principal executive offices: 1700 S. PAVILION CENTER DR., SUITE 800 LAS VEGAS NV 89135
Item 2.
(a)	Name of person filing: BlackRock, Inc. In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by certain business units (collectively, the "Reporting Business Units") of BlackRock, Inc. and its subsidiaries and affiliates. It does not include securities, if any, beneficially owned by other business units whose beneficial ownership of securities are disaggregated from that of the Reporting Business Units in accordance with such release.
(b)	Address or principal business office or, if none, residence: BlackRock, Inc., 50 Hudson Yards New York, NY 10001
(c)	Citizenship: See Item 4 of Cover Page
(d)	Title of class of securities: Class A Stock
(e)	CUSIP No.: 553368101
Item 4.	Ownership
(a)	Amount beneficially owned: 11930482
(b)	Percent of class: 6.7 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 11374851
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 11930482
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the common stock of MP Materials Corp.. No one person's interest in the common stock of MP Materials Corp. is more than five percent of the total outstanding common shares.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99
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 acquired and are held in the ordinary course of business and 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.

BlackRock, Inc.

Signature:	Spencer Fleming
Name/Title:	Managing Director
Date:	10/17/2025

Exhibit Information

Exhibit 24: Power of Attorney Exhibit 99: Item 7

FAQ

What did BlackRock disclose in its Schedule 13G/A for MP (MP Materials)?

BlackRock reported beneficial ownership of 11,930,482 Class A shares, or 6.7% of MP Materials as of 09/30/2025.

How much voting and dispositive power did BlackRock report over MP shares?

BlackRock reported sole voting power over 11,374,851 shares and sole dispositive power over 11,930,482 shares, with no shared powers.

What is the event date for BlackRock’s MP 13G/A filing?

The event date stated is 09/30/2025.

Does BlackRock’s filing indicate a purpose to influence control at MP Materials?

No. It certifies the securities were acquired and are held in the ordinary course of business, not to change or influence control.

Are there others entitled to dividends or sale proceeds from the MP shares?

Yes. The filing notes various persons may have such rights via managed accounts, but no single person exceeds 5% of the class.

Which form and amendment did BlackRock file regarding MP Materials?

BlackRock filed Schedule 13G/A (Amendment No. 2).