SEC Form 4 · accession 0001213900-26-066476
Sunshine Silver Mining & Refining Co · SSMR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Ospraie Management, LLC
10% Owner
Dwight Anderson
10% Owner
Ospraie Management, Inc.
10% Owner
Ospraie Holding I, L.P.
10% Owner
Ospraie Real Assets Fund LP
10% Owner
Ospraie Real Assets GP LLC
10% Owner
Period of report
Jun 5, 2026
Accepted (ET)
Jun 8, 2026 · 7:58 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002091017
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF3,F4 | Jun 5, 2026 | X | 2,615,060 | $2.87 | A | 25,314,550 | D | |
| Common Stock, par value $0.001 per shareF3,F4 | Jun 5, 2026 | S | 555,555 | $13.50 | D | 24,758,995 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy)F3,F4,F5 | $2.87 | Jun 5, 2026 | X | 2,615,060 | A | Sep 2, 2022 | — | Common Stock | 2,615,060 | 0 | D |
Explanation of responses
- F1On June 5, 2026, in connection with the closing by Sunshine Silver Mining & Refining Company (the "Issuer") of the initial public offering of its common stock (the "IPO"), a warrant to purchase 2,615,060 shares of the common stock of the Issuer (the "Warrant"), exercisable at $2.87 per share, held by Ospraie Real Assets Fund LP ("ORA Fund"), was automatically exercised on a cashless basis, resulting in the Issuer withholding 555,555 of the warrant shares to pay the exercise price and issuing to ORA Fund the remaining 2,059,505 shares.
- F2The Warrant was outstanding as of the date of the Issuer's prospectus (the "Prospectus") relating to the IPO as disclosed in the Prospectus. This filing solely relates to the cashless exercise of the Warrant, which was effected solely by the surrender to the Issuer of shares of the Issuer's common stock issuable upon exercise of the Warrant and the Issuer's cancellation thereof to pay the exercise price of the Warrant. No shares of the Issuer's common stock were sold by the reporting person(s) and the shares issued to ORA Fund upon the cashless exercise of the Warrant remain subject to the lock-up agreement that was entered into by ORA Fund in connection with the IPO and disclosed in the Prospectus.
- F3Ospraie Management, LLC ("OM LLC") is the investment manager of ORA Fund and has been delegated voting and investment power and thus beneficial ownership of the securities of the Issuer held by ORA Fund. Ospraie Holding I, LP ("Ospraie Holding") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the managing member of OM LLC. Ospraie Management, Inc. ("OM Inc.") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the general partner of Ospraie Holding.
- F4Ospraie Real Assets GP LLC ("Ospraie GP") may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the general partner of ORA Fund. Dwight Anderson may be deemed to beneficially own the securities of the Issuer held by ORA Fund as the managing member of Ospraie GP and as the sole owner of OM Inc. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any.
- F5The warrant is exercisable until September 2, 2027; provided, that the warrant shall automatically be deemed to be exercised, on a cashless exercise basis, as to all shares of common stock of the Issuer for which it shall not previously have been exercised, upon the closing of an initial public offering by the Issuer.