Wexford Capital LP and related parties filed an amended Schedule 13G reporting beneficial ownership of 4,469,538 shares of Solitario Resources Corp. common stock, equal to 4.92% of the class, through KIA II LLC. This percentage is based on 90,901,324 shares outstanding as of October 29, 2025.
The filing notes transactions on February 10 and 11, 2026 that reduced their stake, including a 1% decrease and a move to below 5% ownership. The reporting persons share voting and dispositive power over these shares, certify a passive investment intent, and disclaim beneficial ownership beyond their pecuniary interests.
What percentage of Solitario Resources (XPL) does Wexford Capital now report owning?
Wexford Capital and related parties report beneficial ownership of 4.92% of Solitario Resources common stock. This represents 4,469,538 shares, calculated against 90,901,324 shares outstanding as of October 29, 2025, as disclosed in Solitario’s Form 10-Q.
How many Solitario Resources (XPL) shares are reported as beneficially owned in this 13G/A?
The reporting group discloses beneficial ownership of 4,469,538 shares of Solitario Resources common stock. This position is held through KIA II LLC, with Wexford Capital, Wexford GP, Charles E. Davidson, and Joseph M. Jacobs sharing voting and dispositive power over these securities.
Why did Wexford Capital file Amendment No. 1 to its Solitario Resources (XPL) Schedule 13G?
They filed Amendment No. 1 to update their beneficial ownership after transactions on February 10 and 11, 2026. Those trades reduced their stake, including a 1% decrease and a move to below 5% of Solitario Resources’ outstanding common stock.
What transactions affected Wexford Capital’s ownership in Solitario Resources (XPL)?
The filing states that transactions on February 10, 2026 caused a 1% decrease in beneficial ownership. Additional transactions on February 11, 2026 further reduced their holdings, resulting in beneficial ownership of less than 5% of Solitario’s common stock.
Who actually holds the Solitario Resources (XPL) shares reported by Wexford Capital?
KIA II LLC holds the Solitario Resources common stock reported here. Wexford Capital, Wexford GP, Charles E. Davidson, and Joseph M. Jacobs may be deemed beneficial owners through control relationships but each disclaims beneficial ownership except to the extent of any pecuniary interest.
Does Wexford Capital seek to influence control of Solitario Resources (XPL)?
The signatories certify the securities were not acquired and are not held with the purpose or effect of changing or influencing control of Solitario Resources. The position is reported under a passive Schedule 13G framework rather than a control-oriented Schedule 13D.
How is the 4.92% Solitario Resources (XPL) ownership percentage calculated?
The 4.92% ownership figure is based on 90,901,324 Solitario Resources common shares outstanding as of October 29, 2025. That share count comes from Solitario’s Form 10-Q filed October 31, 2025, and is used to compute the reporting group’s percentage stake.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
SOLITARIO RESOURCES CORP.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
8342EP107
(CUSIP Number)
02/11/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
8342EP107
1
Names of Reporting Persons
Wexford Capital LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,469,538.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,469,538.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,469,538.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.92 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Transactions resulting in a 1% decrease in beneficial ownership in the Issuer occurred on February 10, 2026. Subsequent transactions resulting in less than 5% beneficial ownership in the Issuer occurred on February 11, 2026.
SCHEDULE 13G
CUSIP No.
8342EP107
1
Names of Reporting Persons
Wexford GP LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,469,538.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,469,538.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,469,538.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.92 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Transactions resulting in a 1% decrease in beneficial ownership in the Issuer occurred on February 10, 2026. Subsequent transactions resulting in less than 5% beneficial ownership in the Issuer occurred on February 11, 2026.
SCHEDULE 13G
CUSIP No.
8342EP107
1
Names of Reporting Persons
Charles E. Davidson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,469,538.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,469,538.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,469,538.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.92 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Transactions resulting in a 1% decrease in beneficial ownership in the Issuer occurred on February 10, 2026. Subsequent transactions resulting in less than 5% beneficial ownership in the Issuer occurred on February 11, 2026.
SCHEDULE 13G
CUSIP No.
8342EP107
1
Names of Reporting Persons
Joseph M. Jacobs
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,469,538.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,469,538.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,469,538.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.92 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Transactions resulting in a 1% decrease in beneficial ownership in the Issuer occurred on February 10, 2026. Subsequent transactions resulting in less than 5% beneficial ownership in the Issuer occurred on February 11, 2026.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
SOLITARIO RESOURCES CORP.
(b)
Address of issuer's principal executive offices:
4251 Kipling Street, Suite 390, Wheat Ridge, Colorado, 80033
Item 2.
(a)
Name of person filing:
Wexford Capital LP ("Wexford Capital"), Wexford GP LLC ("Wexford GP"), Charles E. Davidson ("Davidson") and Joseph M. Jacobs ("Jacobs", and together with Wexford Capital, Wexford GP and Davidson, the "Reporting Persons") are hereby jointly filing this Amendment No. 1 to the Schedule 13G filed on July 9, 2025 because such Reporting Persons may be deemed to beneficially own the securities named in Item 1 by KIA II LLC ("KIA") due to certain affiliations among the Reporting Persons.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of the Reporting Persons is c/o Wexford Capital LP, 777 South Flagler Drive, Suite 602 East, West Palm Beach, FL 33401.
(c)
Citizenship:
Each of Wexford Capital and Wexford GP are formed in Delaware. Each of Davidson and Jacobs are United States citizens.
(d)
Title of class of securities:
Common Stock, par value $0.01 per share
(e)
CUSIP No.:
8342EP107
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Wexford Capital may, by reason of its status as manager of KIA, be deemed to own beneficially the securities held by KIA. Wexford GP may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities held by KIA. Each of Davidson and Jacobs may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities held by KIA. Each of Wexford Capital, Wexford GP, Davidson and Jacobs share the power to vote and to dispose of the securities beneficially owned by KIA. Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaim beneficial ownership of the securities held by KIA and this report shall not be deemed as an admission that they are the beneficial owners of such securities except, in the case of Davidson and Jacobs, to the extent of their respective pecuniary interests therein.
(b)
Percent of class:
The information required by Item 4(b) is set forth in Row 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference. Transactions resulting in a 1% decrease in beneficial ownership in the Issuer occurred on February 10, 2026. Subsequent transactions resulting in less than 5% beneficial ownership in the Issuer occurred on February 11, 2026.
The information in Row 11 is calculated on the basis of 90,901,324 shares of Common Stock issued and outstanding as of October 29, 2025, as reported by the Issuer in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on October 31, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
KIA has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Wexford Capital LP
Signature:
/s/ Mark E. Ahern
Name/Title:
By: Wexford GP LLC, its General Partner, By: Mark E. Ahern, Vice President and Assistant Secretary
Date:
02/13/2026
Wexford GP LLC
Signature:
/s/ Mark E. Ahern
Name/Title:
Mark E. Ahern, Vice President and Assistant Secretary
