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    SEC Form SCHEDULE 13G filed by MP Materials Corp.

    10/6/25 4:34:13 PM ET
    $MP
    Metal Mining
    Basic Materials
    Get the next $MP alert in real time by email



    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    SCHEDULE 13G


    UNDER THE SECURITIES EXCHANGE ACT OF 1934
    MP Materials Corp. / DE

    (Name of Issuer)


    Common Stock

    (Title of Class of Securities)


    553368101

    (CUSIP Number)


    09/30/2025

    (Date of Event Which Requires Filing of this Statement)


    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
    Checkbox checked   Rule 13d-1(b)
    Checkbox not checked   Rule 13d-1(c)
    Checkbox not checked   Rule 13d-1(d)






    SCHEDULE 13G

    CUSIP No.
    553368101


    1Names of Reporting Persons

    BANK OF NOVA SCOTIA
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    CANADA (FEDERAL LEVEL)
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    11,933,651.00
    6Shared Voting Power

    0.00
    7Sole Dispositive Power

    11,933,651.00
    8Shared Dispositive Power

    0.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    11,933,651.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    6.51 %
    12Type of Reporting Person (See Instructions)

    FI


    SCHEDULE 13G

    Item 1. 
    (a)Name of issuer:

    MP Materials Corp. / DE
    (b)Address of issuer's principal executive offices:

    1700 S. PAVILION CENTER DR., SUITE 800, LAS VEGAS, NEVADA 89135
    Item 2. 
    (a)Name of person filing:

    BANK OF NOVA SCOTIA
    (b)Address or principal business office or, if none, residence:

    40 TEMPERANCE STREET TORONTO, Ontario, Canada M5H 0B4
    (c)Citizenship:

    BANK OF NOVA SCOTIA - CANADA (FEDERAL LEVEL)
    (d)Title of class of securities:

    Common Stock
    (e)CUSIP No.:

    553368101
    Item 3.If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
    (a)Checkbox not checked   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
    (b)Checkbox not checked   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)Checkbox not checked   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)Checkbox not checked   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
    (e)Checkbox not checked   An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
    (f)Checkbox not checked   An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
    (g)Checkbox not checked   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
    (h)Checkbox not checked   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)Checkbox not checked   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
    (j)Checkbox checked   A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
           please specify the type of institution:
    (k)Checkbox not checked   Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
     
    A parent holding company, in accordance with 13d-1(b)(i)(ii)(g)
    Item 4.Ownership
    (a)Amount beneficially owned:

    11,933,651
    (b)Percent of class:

    6.51  %
    (c)Number of shares as to which the person has:
     (i) Sole power to vote or to direct the vote:

    BANK OF NOVA SCOTIA - 11,933,651

     (ii) Shared power to vote or to direct the vote:

    BANK OF NOVA SCOTIA - 0

     (iii) Sole power to dispose or to direct the disposition of:

    BANK OF NOVA SCOTIA - 11,933,651

     (iv) Shared power to dispose or to direct the disposition of:

    BANK OF NOVA SCOTIA - 0

    Item 5.Ownership of 5 Percent or Less of a Class.
     
    Item 6.Ownership of more than 5 Percent on Behalf of Another Person.
     
    Not Applicable
    Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
     
    Not Applicable
    Item 8.Identification and Classification of Members of the Group.
     
    Not Applicable
    Item 9.Notice of Dissolution of Group.
     
    Not Applicable

    Item 10.Certifications:
     
    By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to The Bank of Nova Scotia is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

        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.

     
    BANK OF NOVA SCOTIA
     
    Signature:Raj Sachdeva
    Name/Title:Vice President, Head of GBM&T, Compliance Canada
    Date:10/06/2025
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