Electrum entities, Kaplan (SSMR) exercise warrants and receive new RSU grant

Rhea-AI Filing Summary

Sunshine Silver Mining & Refining Co (SSMR) reported several insider-related equity moves centered on entities affiliated with chairman Thomas S. Kaplan. Electrum Silver US LLC completed a net exercise of warrants for 2,739,640 shares of common stock at an exercise price of $2.87 per share, immediately prior to the initial public offering. As part of this, 582,022 shares of common stock were delivered at $13.50 per share to cover the exercise price or tax liabilities, and Electrum Silver US LLC’s indirect holdings rose to 78,677,940 shares after the transactions. Kaplan also received a direct grant of 8,929 restricted stock units, each representing one share of common stock, which vest in full on the earlier of the first anniversary of the grant date or just before the 2027 annual stockholder meeting, subject to his continued board service. Additional indirect holdings are reported through GRAT Holdings LLC, Manul Capital Management LLC, Tigris Financial Group Ltd., and Electrum Silver US II LLC.

Insights

Equity compensation and governance analyst

Filing shows warrant exercise, tax withholding, and routine RSU grant via Kaplan-affiliated entities.

The key activity is a net exercise of warrants by Electrum Silver US LLC to acquire 2,739,640 shares of Sunshine Silver Mining & Refining common stock at an exercise price of $2.87 per share, immediately before the company’s IPO.

To fund the exercise price or related tax obligations, 582,022 shares were delivered at $13.50 per share as a tax-withholding disposition, which is a mechanistic step rather than an open-market sale. After these moves, Electrum Silver US LLC holds 78,677,940 shares indirectly, indicating a large continuing position.

Separately, Thomas S. Kaplan received 8,929 restricted stock units that vest on the earlier of the first anniversary of grant or just before the 2027 annual meeting, contingent on continued board service. Overall, the filing mainly reflects equity compensation and warrant housekeeping around the IPO, not discretionary open-market buying or selling.

Insider Trade Summary

2,739,640 shares exercised/converted

Mixed 8 txns

Insider KAPLAN THOMAS SCOTT, Electrum Silver US LLC, Electrum Strategic Management LLC, ELECTRUM GLOBAL HOLDINGS L.P., TEG Global GP Ltd., Electrum Group LLC, Electrum Silver US II LLC, Electrum Strategic Opportunities Fund II L.P., Electrum Strategic Opportunities Fund II GP L.P., ESOF II GP Ltd.

Role null | null | null | null | null | null | null | null | null | null

Type	Security	Shares	Price	Value
Exercise	Warrant (right to buy)	2,739,640	$0.00	--
Grant/Award	Common Stock	8,929	$0.00	--
Exercise	Common Stock	2,739,640	$2.87	$7.86M
Tax Withholding	Common Stock	582,022	$13.50	$7.86M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Warrant (right to buy) — 0 shares (Indirect, By Electrum Silver US LLC); Common Stock — 8,929 shares (Direct, null); Common Stock — 78,677,940 shares (Indirect, By Electrum Silver US LLC)

Footnotes (1)

1. Represents restricted stock units ("RSUs") granted to Thomas S. Kaplan. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest in full on the earlier of (i) the first anniversary of the grant date or (ii) the day immediately proceeding the date of the Issuer's 2027 Annual Meeting of Stockholders, subject to Mr. Kaplan's continued service as a member of the Issuer's Board of Directors through such date. This transaction relates to the net exercise of warrants to purchase 2,739,640 shares of the Issuer's common stock immediately prior to the completion of the initial public offering of the Issuer's common stock, in accordance with the terms of the warrants. These securities are owned directly by Electrum Silver US LLC ("ESUS"). Electrum Strategic Management LLC ("ESM") is the manager of ESUS. ESM is wholly owned by Electrum Global Holdings L.P. ("Global Holdco"), and TEG Global GP Ltd. ("TEG Global") is the general partner of Global Holdco. The Electrum Group LLC ("TEG") acts as an investment advisor to Global Holdco. Thomas S. Kaplan, Chairman of the Issuer's Board of Directors, is also Chairman, Chief Executive Officer and Chief Investment Officer of TEG. Each of these reporting persons (other than Mr. Kaplan who is a director of the Issuer) may be deemed to be a director by deputization of the Issuer. These securities are owned directly by Electrum Silver US II LLC ("ESUS II"). Electrum Strategic Opportunities Fund II L.P. ("ESOF II") owns 99% of ESUS II, and ESM is the manager of ESUS II. ESM is wholly owned by Global Holdco, and TEG Global is the general partner of Global Holdco. The general partner of ESOF II is Electrum Strategic Opportunities Fund II GP L.P. ("ESOF II GP L.P."), and the general partner of ESOF II GP L.P. is ESOF II GP Ltd. ("ESOF II GP"). ESOF II GP is wholly owned by Global Holdco. TEG acts as an investment advisor to ESOF II. Thomas S. Kaplan, Chairman of the Issuer's Board of Directors, is also Chairman, Chief Executive Officer and Chief Investment Officer of TEG. Each of these reporting persons (other than Mr. Kaplan who is a director of the Issuer) may be deemed to be a director by deputization of the Issuer. These securities are owned directly by Tigris Financial Group Ltd., which is wholly owned by Thomas S. Kaplan. These securities are owned directly by Manul Capital Management LLC. Thomas S. Kaplan serves as managing member of Manul Capital Management LLC. These securities are owned directly by GRAT Holdings LLC. Thomas S. Kaplan serves as managing member of GRAT Holdings LLC.

Key Figures

Warrants exercised: 2,739,640 shares Warrant exercise price: $2.87 per share Shares delivered for tax/exercise: 582,022 shares at $13.50 +4 more

7 metrics

Warrants exercised 2,739,640 shares Net exercise of warrants into common stock before IPO

Warrant exercise price $2.87 per share Exercise price for 2,739,640-share warrant exercise

Shares delivered for tax/exercise 582,022 shares at $13.50 Payment of exercise price or tax liability in shares

Post-transaction ESUS holdings 78,677,940 shares Common stock held indirectly by Electrum Silver US LLC

RSU grant to Kaplan 8,929 units Restricted stock units vesting by 2027 annual meeting

Electrum Silver US II holdings 7,365,270 shares Common stock held indirectly by Electrum Silver US II LLC

Tigris Financial Group holdings 1,266,260 shares Common stock held indirectly via Tigris Financial Group Ltd.

Key Terms

restricted stock units ("RSUs"), net exercise of warrants, initial public offering, tax-withholding disposition, +1 more

5 terms

restricted stock units ("RSUs") financial

"Represents restricted stock units ("RSUs") granted to Thomas S. Kaplan."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

net exercise of warrants financial

"This transaction relates to the net exercise of warrants to purchase 2,739,640 shares"

initial public offering financial

"immediately prior to the completion of the initial public offering of the Issuer's common stock"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

director by deputization regulatory

"may be deemed to be a director by deputization of the Issuer"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

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^*

KAPLAN THOMAS SCOTT

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sunshine Silver Mining & Refining Co [ SSMR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/05/2026		A		8,929(1)	A	$0	8,929	D
Common Stock	06/05/2026		M(2)		2,739,640	A	$2.87	78,677,940	I	By Electrum Silver US LLC(3)
Common Stock	06/05/2026		F(2)		582,022	D	$13.5	78,095,918	I	By Electrum Silver US LLC(3)
Common Stock								7,365,270	I	By Electrum Silver US II LLC(4)
Common Stock								1,266,260	I	By Tigris Financial Group Ltd.(5)
Common Stock								60,010	I	By Manul Capital Management LLC(6)
Common Stock								393,230	I	By GRAT Holdings LLC(7)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant (right to buy)	$2.87	06/05/2026		M(2)			2,739,640	09/02/2022	09/02/2027	Common Stock	2,739,640	$0	0	I	By Electrum Silver US LLC(3)

1. Name and Address of Reporting Person^*

KAPLAN THOMAS SCOTT

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Silver US LLC

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Strategic Management LLC

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ELECTRUM GLOBAL HOLDINGS L.P.

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

TEG Global GP Ltd.

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Group LLC

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Silver US II LLC

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Strategic Opportunities Fund II L.P.

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Strategic Opportunities Fund II GP L.P.

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ESOF II GP Ltd.

(Last) (First) (Middle)

C/O THE ELECTRUM GROUP LLC

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted to Thomas S. Kaplan. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest in full on the earlier of (i) the first anniversary of the grant date or (ii) the day immediately proceeding the date of the Issuer's 2027 Annual Meeting of Stockholders, subject to Mr. Kaplan's continued service as a member of the Issuer's Board of Directors through such date.

2. This transaction relates to the net exercise of warrants to purchase 2,739,640 shares of the Issuer's common stock immediately prior to the completion of the initial public offering of the Issuer's common stock, in accordance with the terms of the warrants.

3. These securities are owned directly by Electrum Silver US LLC ("ESUS"). Electrum Strategic Management LLC ("ESM") is the manager of ESUS. ESM is wholly owned by Electrum Global Holdings L.P. ("Global Holdco"), and TEG Global GP Ltd. ("TEG Global") is the general partner of Global Holdco. The Electrum Group LLC ("TEG") acts as an investment advisor to Global Holdco. Thomas S. Kaplan, Chairman of the Issuer's Board of Directors, is also Chairman, Chief Executive Officer and Chief Investment Officer of TEG. Each of these reporting persons (other than Mr. Kaplan who is a director of the Issuer) may be deemed to be a director by deputization of the Issuer.

4. These securities are owned directly by Electrum Silver US II LLC ("ESUS II"). Electrum Strategic Opportunities Fund II L.P. ("ESOF II") owns 99% of ESUS II, and ESM is the manager of ESUS II. ESM is wholly owned by Global Holdco, and TEG Global is the general partner of Global Holdco. The general partner of ESOF II is Electrum Strategic Opportunities Fund II GP L.P. ("ESOF II GP L.P."), and the general partner of ESOF II GP L.P. is ESOF II GP Ltd. ("ESOF II GP"). ESOF II GP is wholly owned by Global Holdco. TEG acts as an investment advisor to ESOF II. Thomas S. Kaplan, Chairman of the Issuer's Board of Directors, is also Chairman, Chief Executive Officer and Chief Investment Officer of TEG. Each of these reporting persons (other than Mr. Kaplan who is a director of the Issuer) may be deemed to be a director by deputization of the Issuer.

5. These securities are owned directly by Tigris Financial Group Ltd., which is wholly owned by Thomas S. Kaplan.

6. These securities are owned directly by Manul Capital Management LLC. Thomas S. Kaplan serves as managing member of Manul Capital Management LLC.

7. These securities are owned directly by GRAT Holdings LLC. Thomas S. Kaplan serves as managing member of GRAT Holdings LLC.

Remarks:

The reporting persons may be deemed to be members of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding common stock. The filing of this report shall not be deemed to be an admission that the reporting persons are members of such a group. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest, if any, and this report shall not be deemed to be an admission that any such reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the reporting persons have filed a separate Form 4.

	/s/ Thomas S. Kaplan	06/08/2026
	Electrum Silver US LLC, By: Electrum Strategic Management, its Manager, By: /s/ Andrew M. Shapiro, Managing Director	06/08/2026
	Electrum Strategic Management LLC, By: /s/ Andrew M. Shapiro, Managing Director	06/08/2026
	Electrum Global Holdings L.P., By: TEG Global GP Ltd., its general partner, By: /s/ Andrew M. Shapiro, Director	06/08/2026
	TEG Global GP Ltd., By: /s/ Andrew M. Shapiro, Director	06/08/2026
	The Electrum Group LLC, By: /s/ Michael H. Williams, Senior Managing Director	06/08/2026
	Electrum Silver US II LLC, By: Electrum Strategic Management, its Manager By: /s/ Andrew M. Shapiro, Managing Director	06/08/2026
	Electrum Strategic Opportunities Fund II L.P., By: Electrum Strategic Opportunities Fund II GP L.P., its general partner, By: ESOF II GP Ltd., its general partner, By: /s/ Michael H. Williams, Director	06/08/2026
	Electrum Strategic Opportunities Fund II GP L.P., By: ESOF II GP Ltd., its general partner, By: /s/ Michael H. Williams, Director	06/08/2026
	ESOF II GP Ltd., By: /s/ Michael H. Williams, Director	06/08/2026
	** 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)

FAQ

What insider equity transactions were reported for Sunshine Silver Mining (SSMR)?

The filing reports a net exercise of warrants for 2,739,640 common shares by Electrum Silver US LLC, a 582,022-share tax-withholding disposition at $13.50, and a grant of 8,929 restricted stock units directly to chairman Thomas S. Kaplan.

How many Sunshine Silver Mining shares does Electrum Silver US LLC hold after these transactions?

After the warrant exercise and related tax-withholding share delivery, Electrum Silver US LLC indirectly holds 78,677,940 shares of Sunshine Silver Mining common stock, reflecting its substantial continuing ownership position associated with Thomas S. Kaplan–related Electrum entities.

What are the terms of Thomas S. Kaplan’s new restricted stock units in SSMR?

Thomas S. Kaplan received 8,929 restricted stock units, each representing one SSMR common share. They vest in full on the earlier of the first anniversary of the grant date or immediately before the 2027 annual meeting, subject to his continued board service.

How was the warrant exercise for Sunshine Silver Mining structured?

Electrum Silver US LLC exercised warrants to acquire 2,739,640 SSMR common shares at an exercise price of $2.87 per share. In connection with this net exercise, 582,022 shares were delivered at $13.50 per share to satisfy the exercise price or related tax obligations.

Which entities related to Thomas S. Kaplan hold Sunshine Silver Mining shares?

Reported indirect holders include Electrum Silver US LLC, Electrum Silver US II LLC, Tigris Financial Group Ltd., Manul Capital Management LLC, and GRAT Holdings LLC, each tied to Thomas S. Kaplan through ownership, management roles, or advisory relationships described in the footnotes.

Did the Sunshine Silver Mining Form 4 show open-market insider buying or selling?

No open-market purchases or sales were reported. The transactions reflect a warrant exercise with shares delivered for tax or exercise obligations and a restricted stock unit grant, which are primarily compensation and structural equity events rather than discretionary market trades.