Trilogy Metals (TMQ) insider reports 540,406-share donation and transfers

Rhea-AI Filing Summary

Trilogy Metals Inc. director and 10% owner Thomas Scott Kaplan and affiliated entities reported several internal equity movements dated 12/26/2025. The filing shows a gift of 540,406 common shares to a charitable foundation for no consideration, classified as a transaction code G. It also reports 416,666 common shares moved to an account for the benefit of Mr. Kaplan’s spouse, with those shares now reported as indirectly owned.

Separately, the report lists 31,604,741 common shares held indirectly through Electrum Strategic Opportunities Fund L.P., an investment fund advised by The Electrum Group LLC, with related entities identified. The reporting persons state that they disclaim beneficial ownership of certain securities except to the extent of their pecuniary interest.

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

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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 NY 10020

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Trilogy Metals Inc. [ TMQ ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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 Shares	12/26/2025		G(1)		540,406(2)	D	$0.00	0.00	D
Common Shares	12/26/2025		G(1)		416,666(3)	D	$0.00	0.00	I(4)	By spouse
Common Shares								31,604,741	I(5)(6)	By Electrum Strategic Opportunities Fund L.P.

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

1. Name and Address of Reporting Person^*

KAPLAN THOMAS SCOTT

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NY 10020

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Electrum Strategic Opportunities Fund L.P.

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NY 10020

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	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 NY 10020

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

ESOF GP Ltd.

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NY 10020

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

GRAT Holdings LLC

(Last) (First) (Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK NY 10020

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Reflects shares that were donated to a charitable foundation for no consideration.

2. Includes 10,000 shares previously held through Tigris Financial Group Ltd., of which Mr. Kaplan is the sole shareholder, and 416,667 shares previously held by GRAT Holdings LLC, which is owned by trusts for the benefit of family members of Mr. Kapan. The shares were transferred to an account for the benefit of Mr. Kaplan in transactions exempt from reporting pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.

3. Includes 416,666 shares previously held by GRAT Holdings LLC, which is owned by trusts for the benefit of family members of Mr. Kaplan. The shares were transferred to an account for the benefit of Mr. Kaplan's spouse in transactions exempt from reporting pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.

4. Represents shares owned directly by Mr. Kaplan's spouse. For purposes of Section 16 of the Securities Exchange Act of 1934, each reporting person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for the purposes of Section 16 or otherwise.

5. Electrum Strategic Opportunities Fund L.P. ("ESOF") is an investment fund, of which The Electrum Group LLC is the investment adviser. ESOF GP Ltd. is the general partner of the sole general partner of ESOF.

6. In accordance with 4(b)(iv) of the Form 4 instructions, the entire amount of the Issuer's securities held by ESOF is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, each reporting person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for the purposes of Section 16 or otherwise.

	/s/ Thomas Scott Kaplan, Thomas Scott Kaplan	12/29/2025
	ELECTRUM STRATEGIC OPPORTUNITIES FUND L.P., /s/ Michael H. Williams, By: Michael H. Williams, Authorized Person	12/29/2025
	THE ELECTRUM GROUP LLC, /s/ Michael H. Williams, By: Michael H. Williams, Authorized Person	12/29/2025
	ESOF GP LTD., /s/ Michael H. Williams, By: Michael H. Williams, Authorized Person	12/29/2025
	GRAT HOLDINGS LLC, /s/ Thomas Scott Kaplan, By: Thomas Scott Kaplan, Co-Chief Executive Officer	12/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Trilogy Metals (TMQ) report on December 26, 2025?

The report shows that on 12/26/2025, director and 10% owner Thomas Scott Kaplan reported a gift of 540,406 Trilogy Metals common shares to a charitable foundation for no consideration, coded as transaction type G.

How many Trilogy Metals (TMQ) shares were transferred to Thomas Scott Kaplan’s spouse?

The filing reports 416,666 Trilogy Metals common shares that were transferred to an account for the benefit of Mr. Kaplan’s spouse. These shares are now reported as indirectly owned through his spouse.

What is the indirect Trilogy Metals (TMQ) ownership reported through Electrum Strategic Opportunities Fund L.P.?

The document states that 31,604,741 Trilogy Metals common shares are held indirectly through Electrum Strategic Opportunities Fund L.P., an investment fund for which The Electrum Group LLC acts as investment adviser.

Was there a sale of Trilogy Metals (TMQ) shares for cash in this insider filing?

No sale for cash is reported. The key movement is a donation of 540,406 shares for no consideration to a charitable foundation and internal transfers, rather than open-market sales.

How does the Form 4 describe beneficial ownership for Trilogy Metals (TMQ) shares held by related parties?

The reporting persons state that, for purposes of Section 16, they disclaim beneficial ownership of certain securities held by related entities or by Mr. Kaplan’s spouse, except to the extent of their pecuniary interest.

Who are the main reporting entities associated with Trilogy Metals (TMQ) in this Form 4?

The filing identifies Thomas Scott Kaplan, Electrum Strategic Opportunities Fund L.P., The Electrum Group LLC, ESOF GP Ltd., and GRAT Holdings LLC as reporting persons in connection with Trilogy Metals common shares.