Amendment: SEC Form SCHEDULE 13D/A filed by Electra Battery Materials Corporation
$ELBM
Industrial Machinery/Components
Miscellaneous
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
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Electra Battery Materials Corp (Name of Issuer) |
Common Shares, no par value (Title of Class of Securities) |
28474P706 (CUSIP Number) |
Charles Mathys One North Wacker Drive, Chicago, IL, 60606 (312) 525-4114 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
10/22/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 28474P706 |
| 1 |
Name of reporting person
OCONNOR, A Distinct Business Unit of UBS ASSET MANAGEMENT AMERICAS (LLC) | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
9,278,996.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
9.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
Comment for Type of Reporting Person:
(1) Shared voting and dispositive power does not include an aggregate of 12,429,327 Common Shares (as defined herein) obtainable upon the exercise of the Warrants (as defined herein) owned by the Reporting Person, which are subject to the Beneficial Ownership Blockers (as defined herein).
(2) Percent of class is calculated based on 93,652,239 Common Shares outstanding as of October 22, 2025, as disclosed in Exhibit 99.8 to the Issuer's Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission (the "SEC") on October 24, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Shares, no par value | |
| (b) | Name of Issuer:
Electra Battery Materials Corp | |
| (c) | Address of Issuer's Principal Executive Offices:
SUITE 3200, BAY ADELAIDE CENTRE, SUITE 3200, BAY ADELAIDE CENTRE, TORONTO,
ONTARIO, CANADA
, M5H 0B4. | |
Item 1 Comment:
This Amendment No. 3 (the "Amendment") amends and supplements the Schedule 13D filed by the Reporting Person on July 25, 2025 (as amended and supplemented by Amendment No. 1 and Amendment No. 2, the "Original Schedule 13D") with respect to the Common Shares. Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Original Schedule 13D. Except as specifically provided herein, this Amendment does not modify any of the information previously reported in the Original Schedule 13D. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 of the Original Schedule 13D is hereby amended and supplemented by including the information set forth in Item 4 of this Amendment. | ||
| Item 4. | Purpose of Transaction | |
See attached Exhibit 'Items_1_through_7_Full_Details' for complete description. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) of the Original Schedule 13D is hereby amended and supplemented by including the information set forth in Item 4 to this Amendment and in rows (7) through (10) on the cover page of this Amendment. | |
| (b) | The information contained in rows (7) through (10) of the cover page to this Amendment is incorporated herein by reference in its entirety. | |
| (c) | Except as described in Item 4 of this Amendment, the Reporting Person has not effected transactions in the Common Shares since the filing of Amendment No. 2 on September 18, 2025. | |
| (e) | Concurrently with the consummation of the transactions listed above on the Closing Date, any "group" that may be deemed to have existed between the Reporting Person and any of the other Named Holders has been terminated. The Reporting Person has not previously reported its ownership of Common Shares, other than as part of any "group" that may have been deemed to have existed, and after the consummation of the transaction listed above. The Reporting Person holds the Common Shares it beneficially owns without the purpose or effect of changing or influencing the control of the Issuer nor in connection with or as a participant in any transaction having that purpose or effect. Accordingly, once this Amendment is filed to report the termination of any "group" that may have been deemed to exist, the Reporting Person expects to report its own beneficial ownership of Common Shares on Schedule 13G going forward. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Item 6 of the Original Schedule 13D is hereby amended and supplemented by including the information set forth in Item 4 of this Amendment. | ||
| Item 7. | Material to be Filed as Exhibits. | |
See attached Exhibit 'Items_1_through_7_Full_Details' for complete description. | ||
| 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.
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