12/04/2025 | Press release | Distributed by Public on 12/04/2025 16:40
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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GMT CAPITAL CORP 2859 PACES FERRY ROAD SE SUITE 1710 ATLANTA, GA 30339 |
X | |||
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BAY RESOURCE PARTNERS LP 2859 PACES FERRY ROAD SE SUITE 1710 ATLANTA, GA 30339 |
X | |||
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BAY II RESOURCE PARTNERS LP 2859 PACES FERRY ROAD SE SUITE 1710 ATLANTA, GA 30339 |
X | |||
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BAY RESOURCE PARTNERS OFFSHORE MASTER FUND, L.P. 2859 PACES FERRY ROAD SE SUITE 1710 ATLANTA, GA 30339 |
X | |||
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CLAUGUS THOMAS E 2859 PACES FERRY ROAD SE SUITE 1710 ATLANTA, GA 30339 |
X | |||
| Omar Z. Idilby | 12/04/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | This Form 4 is being jointly filed by Bay Resource Partners, L.P. (Bay), a Delaware limited partnership, Bay II Resource Partners, L.P. (Bay II), a Delaware limited partnership, Bay Resource Partners Offshore Master Fund, L.P. (Bay Offshore), an exempted limited partnership organized under the laws of the Cayman Islands, GMT Capital Corp., a Georgia corporation (GMT Capital), and Thomas E. Claugus (Claugus), a United States citizen. The foregoing persons are hereinafter sometimes collectively referred to as the Reporting Persons. |
| (2) | GMT Capital is the general partner of Bay and Bay II and has the power to direct the affairs of Bay and Bay II, including voting and disposition of shares. As the discretionary investment manager of Bay Offshore, GMT Capital has power to direct voting and disposition of shares held by Bay Offshore. Claugus is the President of GMT Capital and in that capacity, directs the operations of each of Bay and Bay II and voting and disposition of shares held by Bay Offshore. GMT Capital and Claugus may be deemed to beneficially own indirect pecuniary interest as the result of performance-based fees and profit allocations. Each of GMT Capital and Claugus disclaims such beneficial ownership except to the extent ultimately realized. |
| (3) | The aggregate number of shares of common stock sold on December 2, 2025, was 84,700 shares, at a price of $28.15 per share, resulting in an aggregate number of shares owned by the Reporting Persons of 2,749,000. Such shares were sold, and thereafter beneficially owned by the Reporting Persons in the following amounts: Bay = 23,900 shares sold resulting in ownership of 775,200 shares; Bay II = 15,500 shares sold resulting in ownership of 503,600 shares; Bay Offshore = 40,600 shares sold resulting in ownership of 1,316,200 shares; Claugus = 4,700 shares sold resulting in ownership of 154,000 shares. |
| (4) | The aggregate number of shares of common stock sold on December 3, 2025, was 42,400 shares, at a price of $28.60 per share, resulting in an aggregate number of shares owned by the Reporting Persons of 2,706,600. Such shares were sold, and thereafter beneficially owned by the Reporting Persons in the following amounts: Bay = 11,900 shares sold resulting in ownership of 763,300 shares; Bay II = 7,800 shares sold resulting in ownership of 495,800 shares; Bay Offshore = 20,300 shares sold resulting in ownership of 1,295,900 shares; Claugus = 2,400 shares sold resulting in ownership of 151,600 shares. |