Was the Metals Royalty (TMCR) CEO’s share acquisition an open-market purchase?

No, the CEO’s acquisition was not an open-market trade. The filing states the 200,000 shares were purchased directly from Metals Royalty Co Inc. in a private placement transaction, rather than on a public exchange, at a price of $13.00 per share.

How is the Metals Royalty (TMCR) CEO’s share purchase treated under Section 16(b)?

The filing notes the CEO’s purchase is exempt from Section 16(b) short-swing profit rules. It states the private placement transaction qualifies for exemption under Rule 16b-3(d) promulgated under the Securities Exchange Act of 1934, as specifically referenced in the footnote.

Metals Royalty Co Inc. (TMCR) CEO buys 200,000 shares in private placement

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Metals Royalty Co Inc. Chairman and CEO Brian Paes-Braga reported acquiring 200,000 Common Shares on June 1, 2026 at $13.00 per share. The footnote explains these shares were purchased directly from the company in a private placement exempt from Section 16(b) under Rule 16b-3(d). After this transaction, he directly owns 17,610,130 Common Shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Paes-Braga Brian

Role Chairman & CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	200,000	$13.00	$2.60M

Holdings After Transaction: Common Shares — 17,610,130 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

Shares acquired: 200,000 shares Purchase price: $13.00 per share Post-transaction holdings: 17,610,130 shares +1 more

4 metrics

Shares acquired 200,000 shares Common Shares acquired on June 1, 2026

Purchase price $13.00 per share Transaction price for Common Shares

Post-transaction holdings 17,610,130 shares Directly owned Common Shares after acquisition

Section 16(b) treatment Exempt under Rule 16b-3(d) Private placement purchase from issuer

Key Terms

private placement, Section 16(b), Rule 16b-3(d)

3 terms

private placement financial

"Represents shares purchased by the Reporting Person directly from the Issuer in a private placement"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

Section 16(b) regulatory

"which purchase is exempt from Section 16(b) in accordance with Rule 16b-3(d)"

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

Rule 16b-3(d) regulatory

"exempt from Section 16(b) in accordance with Rule 16b-3(d) promulgated under the Securities Exchange Act of 1934"

Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 03:06 PM

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^*

Paes-Braga Brian

(Last)

(First)

(Middle)

1900 DOME TOWER, 333 7TH AVE SW

(Street)

CALGARY

T2P 2Z1

(City)

(State)

(Zip)

ALBERTA, CANADA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Metals Royalty Co Inc. [ TMCR ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	06/01/2026		A⁽¹⁾		200,000	A	$13	17,610,130	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares purchased by the Reporting Person directly from the Issuer in a private placement, which purchase is exempt from Section 16(b) in accordance with Rule 16b-3(d) promulgated under the Securities Exchange Act of 1934, as amended.

	/s/ Donald Sewell, attorney-in-fact	06/03/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Metals Royalty Co Inc. (TMCR) report?

Metals Royalty Co Inc. reported that Chairman and CEO Brian Paes-Braga acquired 200,000 Common Shares. The acquisition occurred on June 1, 2026 at a price of $13.00 per share, as disclosed in a Form 4 insider trading report.

How many Metals Royalty (TMCR) shares does Brian Paes-Braga own after this Form 4?

Following the reported transaction, Brian Paes-Braga directly owns 17,610,130 Common Shares of Metals Royalty Co Inc. This total reflects the addition of 200,000 shares acquired on June 1, 2026 at a price of $13.00 per share.

What price did Brian Paes-Braga pay for Metals Royalty (TMCR) shares?

Brian Paes-Braga acquired the 200,000 Common Shares at a transaction price of $13.00 per share. This price is specifically identified in the Form 4 report detailing his June 1, 2026 private placement purchase directly from Metals Royalty Co Inc.