MP Materials Corp. / DE — Director's Dealing 2021

Dec 21, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MP Materials Corp. / DE (MP)
CIK: 0001801368
Period of Report: 2021-12-16

Reporting Person: Gold Daniel Allen (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-16	Class A Common Stock	S	105568	$41.95	Disposed	9917021	Indirect
2021-12-16	Class A Common Stock	S	17297	$41.95	Disposed	1624020	Indirect
2021-12-16	Class A Common Sock	S	85535	$41.95	Disposed	8035552	Indirect
2021-12-16	Class A Common Stock	S	37182	$43.60	Disposed	9879839	Indirect
2021-12-16	Class A Common Stock	S	6092	$43.60	Disposed	1617928	Indirect
2021-12-16	Class A Common Stock	S	30126	$43.60	Disposed	8005426	Indirect
2021-12-17	Class A Common Stock	S	507	$42.49	Disposed	9879332	Indirect
2021-12-17	Class A Common Stock	S	83	$42.49	Disposed	1617845	Indirect
2021-12-17	Class A Common Stock	S	410	$42.49	Disposed	8005016	Indirect
2021-12-17	Class A Common Stock	S	50656	$42.40	Disposed	9828676	Indirect
2021-12-17	Class A Common Stock	S	8299	$42.40	Disposed	1609546	Indirect
2021-12-17	Class A Common Stock	S	41045	$42.40	Disposed	7963971	Indirect
2021-12-17	Class A Common Stock	S	50656	$42.44	Disposed	9778020	Indirect
2021-12-17	Class A Common Stock	S	8299	$42.44	Disposed	1601247	Indirect
2021-12-17	Class A Common Stock	S	41045	$42.44	Disposed	7922926	Indirect

Footnotes

F1: Management of Fourth Avenue FF-E is vested in its general partner, Fourth Avenue Capital Partners GP LLC, a Delaware limited liability company ("Fourth Avenue GP"), which may be deemed to beneficially own the shares of MP Materials Corp. (the "Issuer") Class A common stock ("Shares") held directly by Fourth Avenue FF-E. Daniel Gold is a Managing Member of Fourth Avenue GP, sharing voting and investment control over the Shares held directly by Fourth Avenue FF-E and may be deemed to beneficially own such Shares.

F2: Daniel Gold disclaims any beneficial ownership in the Shares described herein, other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

F3: Management of QVT Family Office Onshore LP ("QVT Onshore") is vested in its general partner, QVT Associates GP LLC, a Delaware limited liability company ("QVT Associates GP"), which may be deemed to beneficially own the Shares held directly by QVT Onshore. QVT Financial LP, a Delaware limited partnership, is the investment manager of QVT Onshore and Saratoga Park Ltd. ("Saratoga"), and shares voting and investment control over the Shares held directly by QVT Onshore and Saratoga. QVT Financial GP LLC ("QVT Financial GP"), a Delaware limited liability company, is the general partner of QVT Financial LP. Daniel Gold is a Managing Member of each of QVT Associates GP and QVT Financial GP, sharing voting and investment control over the Shares held directly by QVT Onshore and Saratoga and may be deemed to beneficially own such shares.