STOCK TITAN

Ospraie group discloses large SSMR stake and warrants in Form 3 filing

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Sunshine Silver Mining & Refining Co reported that Ospraie-affiliated entities are ten percent owners and filed an initial statement of holdings. The group reports direct ownership of 22,699,490 shares of common stock, plus an option for 250,000 shares at an exercise price of $4.00 per share and a warrant for 2,615,060 shares at an exercise price of $2.868 per share. Footnotes explain that several Ospraie entities and Dwight Anderson may be deemed to share beneficial ownership through management, general partner, or investment-manager roles, while each disclaims beneficial ownership beyond its pecuniary interest. The warrant is exercisable until the earlier of a specified September 2, 2027 date or the closing of an initial public offering, and the options vest in three equal annual installments beginning July 15, 2026.

Positive

  • None.

Negative

  • None.
Insider Ospraie Real Assets Fund LP, Ospraie Real Assets GP LLC, Ospraie Management, LLC, Ospraie Holding I, L.P., Ospraie Management, Inc., Anderson Dwight
Role null | null | null | null | null | null
Type Security Shares Price Value
holding Warrant (right to buy) -- -- --
holding Option (right to buy) -- -- --
holding Common Stock, par value $0.001 per share -- -- --
Holdings After Transaction: Warrant (right to buy) — 2,615,060 shares (Direct, null); Option (right to buy) — 250,000 shares (Direct, null); Common Stock, par value $0.001 per share — 22,699,490 shares (Direct, null)
Footnotes (1)
  1. Ospraie Management, LLC ("OM LLC") is the investment manager of Ospraie Real Assets Fund LP ("ORA Fund") and has been delegated voting and investment power and thus beneficial ownership of the securities of Sunshine Silver Mining & Refining Company (the "Issuer") held directly by ORA Fund. Ospraie Holding I, LP ("Ospraie Holding") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the managing member of OM LLC. Ospraie Management, Inc. ("OM Inc.") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the general partner of Ospraie Holding. Ospraie Real Assets GP LLC ("Ospraie GP") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the general partner of ORA Fund. Dwight Anderson may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the managing member of Ospraie GP and as the sole owner of OM Inc. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any. The warrant held by ORA Fund is exercisable until the earlier of (i) September 2, 2027 and (ii) the closing of an initial public offering by the Issuer. The options vest and become exercisable in three equal annual installments beginning on July 15, 2026.
Common shares held 22,699,490 shares Directly held common stock after reported holdings
Option underlying shares 250,000 shares Common stock underlying option position
Option exercise price $4.0000 per share Exercise price for option expiring July 15, 2035
Warrant underlying shares 2,615,060 shares Common stock underlying warrant position
Warrant exercise price $2.8680 per share Exercise price for warrant exercisable until earlier of Sept 2, 2027 or IPO closing
Reporting persons 6 entities/individuals All designated as ten percent owners
beneficial ownership financial
"may be deemed to beneficially own the securities of the Issuer held by ORA Fund"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein"
Option (right to buy financial
"security_title": "Option (right to buy)"
Warrant (right to buy financial
"security_title": "Warrant (right to buy)"
ten percent owner regulatory
"each reporting person is listed with "is_ten_percent_owner": 1"
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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Ospraie Real Assets Fund LP

(Last)(First)(Middle)
C/O OSPRAIE MANAGEMENT, LLC
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
06/03/2026
3. Issuer Name and Ticker or Trading Symbol
Sunshine Silver Mining & Refining Co [ SSMR ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.001 per share22,699,490D(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrant (right to buy)09/02/2022 (3)Common Stock2,615,060$2.868D(1)(2)
Option (right to buy) (4)07/15/2035Common Stock250,000$4D(1)(2)
1. Name and Address of Reporting Person*
Ospraie Real Assets Fund LP

(Last)(First)(Middle)
C/O OSPRAIE MANAGEMENT, LLC
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Ospraie Real Assets GP LLC

(Last)(First)(Middle)
C/O OSPRAIE MANAGEMENT, LLC
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Ospraie Management, LLC

(Last)(First)(Middle)
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Ospraie Holding I, L.P.

(Last)(First)(Middle)
C/O OSPRAIE MANAGEMENT, LLC
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Ospraie Management, Inc.

(Last)(First)(Middle)
C/O OSPRAIE MANAGEMENT, LLC
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Anderson Dwight

(Last)(First)(Middle)
C/O OSPRAIE MANAGEMENT, LLC
411 THEODORE FREMD AVENUE, SUITE 240

(Street)
RYE NEW YORK 10580

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Ospraie Management, LLC ("OM LLC") is the investment manager of Ospraie Real Assets Fund LP ("ORA Fund") and has been delegated voting and investment power and thus beneficial ownership of the securities of Sunshine Silver Mining & Refining Company (the "Issuer") held directly by ORA Fund. Ospraie Holding I, LP ("Ospraie Holding") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the managing member of OM LLC. Ospraie Management, Inc. ("OM Inc.") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the general partner of Ospraie Holding.
2. Ospraie Real Assets GP LLC ("Ospraie GP") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the general partner of ORA Fund. Dwight Anderson may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the managing member of Ospraie GP and as the sole owner of OM Inc. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any.
3. The warrant held by ORA Fund is exercisable until the earlier of (i) September 2, 2027 and (ii) the closing of an initial public offering by the Issuer.
4. The options vest and become exercisable in three equal annual installments beginning on July 15, 2026.
Ospraie Real Assets Fund LP By: Ospraie Real Assets GP LLC, its General Partner By: /s/ Dwight Anderson Managing Member06/03/2026
Ospraie Real Assets GP LLC By: Dwight Anderson Managing Member06/03/2026
Ospraie Management, LLC By: Ospraie Holding I, L.P., its Managing Member By: Ospraie Management, Inc., its General Partner By: /s/ Dwight Anderson Sole Owner06/03/2026
Ospraie Holding I, L.P. By: Ospraie Management, Inc., its General Partner By: /s/ Dwight Anderson Sole Owner06/03/2026
Ospraie Management, Inc. By: /s/ Dwight Anderson Sole Owner06/03/2026
/s/ Dwight Anderson06/03/2026
** Signature of Reporting PersonDate
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 5 (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 3: SEC 1473 (03-26)

FAQ

What does the Ospraie filing on Form 3 reveal about Sunshine Silver Mining (SSMR)?

The Form 3 shows Ospraie-affiliated entities as ten percent owners of Sunshine Silver Mining, holding 22,699,490 common shares, a 250,000-share option, and a 2,615,060-share warrant. It establishes their initial beneficial ownership position as the company’s securities become registered.

How many Sunshine Silver Mining (SSMR) common shares do the Ospraie entities report on Form 3?

They report direct beneficial ownership of 22,699,490 shares of Sunshine Silver Mining common stock. This figure reflects the aggregate shares attributed to Ospraie Real Assets Fund LP and related entities as ten percent owners, before considering any exercise of options or warrants disclosed.

When do the option and warrant reported by Ospraie in SSMR become exercisable or expire?

The options vest and become exercisable in three equal annual installments starting July 15, 2026. The warrant is exercisable until the earlier of September 2, 2027, or the closing of an initial public offering by Sunshine Silver Mining, according to the footnotes.

How is beneficial ownership of SSMR shares structured among the Ospraie entities?

Ospraie Management, LLC is investment manager to Ospraie Real Assets Fund LP, with related entities such as Ospraie Holding I, L.P., Ospraie Management, Inc., Ospraie Real Assets GP LLC, and Dwight Anderson potentially deemed beneficial owners. Each reporting person disclaims beneficial ownership beyond its pecuniary interest.

Does the Ospraie Form 3 for SSMR indicate any recent share purchases or sales?

The disclosure classifies the entries as holdings with unknown transaction codes, focusing on reporting existing positions. The transaction summary shows no buy or sell transactions, suggesting this Form 3 serves as an initial ownership statement rather than recording new market trades.