Evolution Metals & Technologies Corp. officer details 2.23M-share indirect stake

Rhea-AI Filing Summary

Evolution Metals & Technologies Corp. insider Christopher Clower filed an initial statement of beneficial ownership as an officer serving as CFO and Chief Operating Officer. The filing reports indirect beneficial ownership of 2,227,417 shares of common stock, held through Welsbach Acquisition Holdings LLC, identified as the Sponsor.

The explanation states this amount represents 1,931,922 Founder Shares initially held by the Sponsor, reduced by 91,764 Founder Shares transferred to certain officers, directors, and advisors, plus 352,054 shares underlying private units purchased by the Sponsor, and 35,205 shares underlying the conversion of private rights that automatically convert at business combination closing. The Founder Shares are described as identical to public stock except they do not have redemption rights. Mr. Clower may be deemed to share beneficial ownership through his role as a managing member of the Sponsor but disclaims ownership beyond his pecuniary interest.

SEC Form 3

FORM 3

UNITED 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

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1. Name and Address of Reporting Person^*

Clower Christopher

(Last) (First) (Middle)

516 S. DIXIE HWY, UNIT 209

(Street)

WEST PALM BEACH FL 33401

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/05/2026

3. Issuer Name and Ticker or Trading Symbol
Evolution Metals & Technologies Corp. [ EMAT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO; Chief Operating Officer

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

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

X	Form filed by One Reporting Person
	Form 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	2,227,417(1)(2)	I(1)	By Welsbach Acquisition Holdings LLC(1)

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 Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Welsbach Acquisition Holdings LLC (the "Sponsor") is the record holder of the securities reported herein. Christopher Clower is one of the managing members of the Sponsor (alongside Daniel Mamadou). Mr. Clower may be deemed to have shared beneficial ownership of the shares held by the Sponsor by virtue of his control over the Sponsor, as a managing member of the Sponsor. Mr. Clower disclaims beneficial ownership of the common stock held by the Sponsor other than to the extent of his pecuniary interest in such shares

2. Represents 1,931,922 Founder Shares initially held by the Sponsor, minus the transfer of an aggregate of 91,764 Founder Shares to certain officers, directors, and advisors, plus 352,054 shares underlying private units purchased by the Sponsor, plus 35,205 shares underlying the conversion of private rights which automatically converts at business combination closing. The Founder Shares are identical to the public stock in all respects, except that the Founder Shares do not have Redemption Rights.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Christopher Clower	01/05/2026
	** 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 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.
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FAQ

What did Evolution Metals & Technologies Corp. disclose about Christopher Clower’s shareholdings?

The company disclosed that officer Christopher Clower, who serves as CFO and Chief Operating Officer, has indirect beneficial ownership of 2,227,417 shares of common stock through Welsbach Acquisition Holdings LLC, the Sponsor.

How many Evolution Metals & Technologies common shares are indirectly held through the Sponsor?

Welsbach Acquisition Holdings LLC, identified as the Sponsor, is the record holder of 2,227,417 shares of common stock reported as indirectly beneficially owned by Christopher Clower.

What is the breakdown of the 2,227,417 Evolution Metals & Technologies shares reported?

The 2,227,417 shares consist of 1,931,922 Founder Shares initially held by the Sponsor, minus 91,764 Founder Shares transferred to certain officers, directors, and advisors, plus 352,054 shares underlying private units, and 35,205 shares underlying the conversion of private rights.

How are Founder Shares different from public stock at Evolution Metals & Technologies Corp.?

The filing states that the Founder Shares are identical to the public stock in all respects, except that the Founder Shares do not have Redemption Rights.

Does Christopher Clower claim full beneficial ownership of the Sponsor’s shares?

No. While Christopher Clower may be deemed to have shared beneficial ownership of the shares held by the Sponsor due to his role as a managing member, he disclaims beneficial ownership of the common stock held by the Sponsor other than to the extent of his pecuniary interest in such shares.

What is Christopher Clower’s relationship to Welsbach Acquisition Holdings LLC?

Welsbach Acquisition Holdings LLC is identified as the Sponsor and record holder of the reported securities. Christopher Clower is described as one of the managing members of the Sponsor, alongside Daniel Mamadou.