Whitebox Advisors LLC and Whitebox General Partner LLC amend their Schedule 13G to report beneficial ownership of 10,497,541 Common Shares of Electra Battery Materials Corp as of March 31, 2026, equal to 9.9% of the class. The filing cites 103,738,330 Common Shares outstanding as of December 31, 2025 and adds 2,297,442 shares the reporting persons have the right to acquire upon exercise of certain warrants, in accordance with Rule 13d-3(d)(1)(i).
The filing states certain warrants (aggregate 48,511,023 underlying shares) are excluded from the reported beneficial ownership because of a blocker described as the Beneficial Ownership Limitations, which prevents exercise that would result in ownership over 9.9%. The reporting persons disclose shared voting and dispositive power for the reported 10,497,541 shares.
Positive
None.
Negative
None.
Insights
Amendment restates 9.9% beneficial ownership with a 9.9% exercise blocker.
The amendment clarifies that 10,497,541 Common Shares are deemed beneficially owned as of March 31, 2026, and that certain warrant exercises are limited by the filing's Beneficial Ownership Limitations. The filing ties the percent calculation to 103,738,330 Common Shares outstanding as of December 31, 2025 plus 2,297,442 shares the reporting persons may acquire under warrants.
Cash-flow treatment and specific holder identities beyond the reporting entities are not detailed here; subsequent disclosures would be required to show any exercise activity or changes in ownership percentages.
Institutional holders report position and exercise blockers that cap ownership near 9.9%.
The filing lists client holdings including 28,888,464 October 2025 warrants and 21,920,001 pre-funded warrants, but excludes 48,511,023 shares obtainable upon exercise due to the stated blocker. This explains why the reported beneficial ownership equals 9.9% rather than a larger theoretical total.
Holder voting/dispositive power is reported as shared for the 10,497,541 shares; follow-up filings will reflect any exercises or changes that affect percentage ownership.
Key Figures
Beneficially owned shares:10,497,541 sharesPercent of class:9.9%Shares outstanding used:103,738,330 shares+4 more
7 metrics
Beneficially owned shares10,497,541 sharesAs of March 31, 2026
Percent of class9.9%Calculated using 103,738,330 shares outstanding as of December 31, 2025
Shares outstanding used103,738,330 sharesAs of December 31, 2025 (Form 20-F disclosure)
Excluded shares from warrants48,511,023 sharesAggregate underlying shares excluded due to Beneficial Ownership Limitations
October 2025 warrants28,888,464 warrantsExercise price $1.25 per Common Share
Pre-funded warrants21,920,001 pre-funded warrantsExercise price $0.000001 per Common Share
Shares added for Rule 13d-32,297,442 sharesShares reporting persons have right to acquire, added per Rule 13d-3(d)(1)(i)
"Warrants are subject to a blocker which prevents the holder from exercising Warrants to the extent that, upon such exercise, the holder would beneficially own in excess of 9.9%"
Beneficial ownership limitations are rules or contractual caps that restrict how much of a company’s stock an individual or entity can be treated as owning or controlling for legal, regulatory or corporate-governance purposes. They matter to investors because such limits affect voting power, reporting obligations, takeover risk and the ability to increase a stake — like an elevator weight limit or a lane divider that prevents any one car from taking over the whole road.
pre-funded warrantsfinancial
"21,920,001 pre-funded warrants to purchase Common Shares at an exercise price of $0.000001 per Common Share"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Rule 13d-3(d)(1)(i)regulatory
"amount has been added to the Common Shares outstanding in accordance with Rule 13d-3(d)(1)(i)"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Electra Battery Materials Corp
(Name of Issuer)
Common Shares, no par value
(Title of Class of Securities)
28474P706
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
28474P706
1
Names of Reporting Persons
WHITEBOX ADVISORS LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,497,541.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,497,541.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,497,541.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
28474P706
1
Names of Reporting Persons
WHITEBOX GENERAL PARTNER LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,497,541.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,497,541.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,497,541.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Electra Battery Materials Corp
(b)
Address of issuer's principal executive offices:
133 Richmond Street West, Suite 602, Toronto, Ontario, Canada, M5H 2L3
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Whitebox Advisors LLC, a Delaware limited liability company ("WA"); and
(ii) Whitebox General Partner LLC, a Delaware limited liability company ("WGP" and, together with WA, the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
The address of the business office of WA and WGP is:
3033 Excelsior Boulevard
Suite 500
Minneapolis, MN 55416
(c)
Citizenship:
WA and WGP are organized under the laws of the State of Delaware.
(d)
Title of class of securities:
Common Shares, no par value
(e)
CUSIP No.:
28474P706
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)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
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)
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)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of March 31, 2026, each of WA and WGP is deemed to be the beneficial owner of 10,497,541 Common Shares, as a result of WA's clients' ownership of: (i) 8,200,099 Common Shares; (ii) 28,888,464 warrants to purchase Common Shares at an exercise price of $1.25 per Common Share (the "October 2025 Warrants"); and (iii) 21,920,001 pre-funded warrants to purchase Common Shares at an exercise price of $0.000001 per Common Share (the "Pre-Funded Warrants" and, together with the October 2025 Warrants, the "Warrants"), with each of (ii) and (iii) subject to the Beneficial Ownership Limitations (defined below). Warrants are subject to a blocker which prevents the holder from exercising Warrants to the extent that, upon such exercise, the holder would beneficially own in excess of 9.9% of the Common Shares outstanding as a result of the exercise (the "Beneficial Ownership Limitations"). Accordingly, the amount of Common Shares beneficially owned by the Reporting Persons reported herein excludes an aggregate of 48,511,023 Common Shares obtainable upon the exercise of the Warrants owned by WA's clients, which are subject to the Beneficial Ownership Limitations.
(b)
Percent of class:
As of March 31, 2026, each of WA and WGP is deemed to beneficially own 9.9% of the Common Shares outstanding.
Percent of class is calculated based on 103,738,330 Common Shares outstanding as of December 31, 2025, as disclosed on the Issuer's annual report on Form 20-F filed with the SEC on March 30, 2026, plus the 2,297,442 Common Shares that WA and WGP have the right to acquire upon exercise of Warrants, subject to the Beneficial Ownership Limitations, which amount has been added to the Common Shares outstanding in accordance with Rule 13d-3(d)(1)(i) under the Securities Exchange Act of 1934, as amended.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
WA and WGP: 0
(ii) Shared power to vote or to direct the vote:
WA and WGP: 10,497,541
(iii) Sole power to dispose or to direct the disposition of:
WA and WGP: 0
(iv) Shared power to dispose or to direct the disposition of:
WA and WGP: 10,497,541
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
WA's clients are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons.
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 securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
WHITEBOX ADVISORS LLC
Signature:
/s/ Gina Scianni
Name/Title:
Gina Scianni, Associate General Counsel & Deputy Chief Compliance Officer
Date:
05/15/2026
WHITEBOX GENERAL PARTNER LLC
Signature:
/s/ Gina Scianni
Name/Title:
Gina Scianni, Authorized Signatory
Date:
05/15/2026
Exhibit Information
Exhibit A - Joint Filing Agreement, dated May 15, 2026, by and among the Reporting Persons
What stake does Whitebox report in Electra Battery (ELBM)?
Whitebox reports beneficial ownership of 10,497,541 Common Shares, representing 9.9% of the class as of March 31, 2026. The percentage uses 103,738,330 shares outstanding as of December 31, 2025 plus certain exercisable shares under Rule 13d-3(d)(1)(i).
Why are some warrant-derived shares excluded from the reported total?
The filing states an aggregate of 48,511,023 shares obtainable upon warrant exercise are excluded because a Beneficial Ownership Limitations blocker prevents exercises that would push ownership above 9.9%. That blocker limits immediate inclusion of those shares in the reported total.
How is the 9.9% ownership percentage calculated?
Percent of class equals the reported 10,497,541 shares divided using 103,738,330 Common Shares outstanding as of December 31, 2025, with an added 2,297,442 shares the reporting persons have the right to acquire upon exercise, per the filing's Rule citation.
Do Whitebox entities hold sole voting or dispositive power over these shares?
The filing discloses 0 shares as sole voting or dispositive power and 10,497,541 shares as shared voting and shared dispositive power for both reporting entities, indicating joint control over the reported position.
What types of warrants are referenced in the filing?
The filing identifies 28,888,464 October 2025 warrants (exercise price $1.25) and 21,920,001 pre-funded warrants (exercise price $0.000001) held by Whitebox clients; both series are subject to the stated Beneficial Ownership Limitations.
