Offerings // MP Materials Corp. / DE

MP offering history

Every offering-related filing in MP Materials Corp. / DE’s recent SEC record — registrations (announced capacity) kept separate from pricing documents (executed sales). Reviewed 542 filings back to Feb 6, 2020.

Last executed offering

Jul 18, 2025

424B5 — priced deal (shares or notes)

Last registration (announced)

Feb 28, 2025

S-3ASR — capacity, not a sale

Executed, last 12 months

424B pricings + 8-K 3.02 sales

Registered, last 12 months

S-1/S-3/F-series registrations

Date	Filing		What it means
Aug 15, 2025	424B7 →	UPDATE	Resale prospectus — existing holders registering to sell
Jul 18, 2025	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Jul 16, 2025	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Jul 10, 2025	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Feb 28, 2025	S-3ASR →	REGISTERED	Automatic shelf registration — effective immediately (large filers)
Dec 17, 2024	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Mar 8, 2024	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Jan 27, 2022	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Dec 30, 2021	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Dec 15, 2021	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Sep 15, 2021	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Sep 13, 2021	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Aug 9, 2021	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jun 22, 2021	424B7 →	UPDATE	Resale prospectus — existing holders registering to sell
May 13, 2021	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 4, 2021	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Mar 26, 2021	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Mar 25, 2021	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Mar 22, 2021	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Dec 28, 2020	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Dec 28, 2020	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Dec 22, 2020	S-1/A →	REGISTERED	S-1/A registration — capacity to sell shares, not a sale yet
Dec 9, 2020	S-1 →	REGISTERED	S-1 registration — capacity to sell shares, not a sale yet
Nov 17, 2020	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Oct 27, 2020	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Oct 27, 2020	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Jul 15, 2020	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
May 1, 2020	424B4 →	EXECUTED	Final prospectus — offering priced (typical for IPOs and marketed share deals)
Apr 29, 2020	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Apr 28, 2020	S-1/A →	REGISTERED	S-1/A registration — capacity to sell shares, not a sale yet
Apr 23, 2020	S-1/A →	REGISTERED	S-1/A registration — capacity to sell shares, not a sale yet
Mar 6, 2020	S-1 →	REGISTERED	S-1 registration — capacity to sell shares, not a sale yet

MP offering-related filings from SEC EDGAR, newest first (capped at 40). Each links to the original document.

Two honest limits. (1) A 424B takedown can price shares or notes — EDGAR’s metadata doesn’t say which, so open the document: large investment-grade filers use these mostly for bond deals (no dilution), small-caps mostly for shares. (2) At-the-market (ATM) programs sell shares gradually and individual sales are not separately filed — the visible footprint is the enabling shelf and its 424B5; actual ATM share counts surface later in the 10-Q/10-K share count. Educational information from public filings, not investment advice.

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MP offering FAQ

When did MP last execute an offering?

Per SEC filings, MP Materials Corp. / DE's most recent priced offering document is a 424B5 filed 2025-07-18. Note a 424B takedown can price shares or notes (debt) — the linked document says which.

When did MP last announce or register an offering?

The most recent registration is a S-3ASR filed 2025-02-28. A registration is capacity to sell shares — not a sale.

Does an offering always mean dilution?

Registered direct offerings and shelf takedowns issue new shares and dilute existing holders. Resale registrations (424B3/B7) let existing holders sell and do not create new shares. Secondary sales by insiders also do not dilute. Each row here is labeled with what it is.

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