Every material Form 8-K MP Materials has filed with the SEC since May 02, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
MP Materials reported results for the quarter ended September 30, 2026, in a press release filed under Item 2.02 of Form 8-K. Revenue rose 176% year over year to $147.7 million, and the net loss narrowed to $20.7 million, or $0.12 per share, from $41.8 million, or $0.24 per share, a year earlier. Shareholders get a clearer view of the company's progress from a loss-making period toward positive adjusted earnings, though the filing gives no forward guidance.
Revenue $147.7 million vs. $53.6 million in Q3 2025; Materials Segment revenue rose 322% to $133.5 million
Net loss $20.7 million ($0.12 per diluted share) vs. $41.8 million ($0.24) a year earlier
Adjusted EBITDA $41.1 million vs. a loss of $12.6 million; NdPr sales volume 1,020 metric tons, up 94%
GM magnet qualification completed; saleable magnet deliveries and revenue expected to begin in Q4 2026
MP Materials reported second-quarter 2026 results for the three months ended June 30, 2026, with revenue up 89% year over year and a smaller net loss than a year earlier. The company still posted a net loss of $20.3 million, and start-up costs rose to $14.4 million from $0.8 million, as magnet production ramps at Independence. The results show higher NdPr sales volumes and a swing to positive Adjusted EBITDA, which matters to shareholders because the company remains unprofitable on a GAAP basis.
Revenue of $108.5 million, up 89% from $57.4 million in the second quarter of 2025.
Net loss of $20.3 million, or $0.11 per diluted share, versus a net loss of $30.9 million, or $0.19 per share, a year earlier.
Adjusted EBITDA of $28.5 million, compared with a loss of $12.5 million in the prior-year quarter, including $17.6 million of price protection agreement income.
NdPr sales volume of 1,006 metric tons, up 127% year over year.
MP Materials reported first-quarter 2026 results for the three months ended March 31, 2026. Revenue rose 49% year over year to $90.6 million, and net loss narrowed to $8.0 million from $22.6 million, with Adjusted EBITDA of $36.6 million compared with a loss of $2.7 million a year earlier. The company also reported $42.3 million of price protection agreement income, which is separate from revenue.
Revenue of $90.6 million, up 49% year over year, driven by higher NdPr oxide and metal sales
Net loss of $8.0 million, or $(0.04) per diluted share, versus a net loss of $22.6 million, or $(0.14), in the prior-year quarter
Adjusted EBITDA of $36.6 million, versus a loss of $2.7 million a year earlier
Price protection agreement income of $42.3 million; the filing reports a $8.8 million construction-related litigation settlement within transaction-related costs
MP Materials reported fourth-quarter 2025 net income of $9.4 million, compared with a net loss of $22.3 million a year earlier, while revenue fell 14% to $52.7 million. The quarter was lifted by $51.0 million of price protection agreement income tied to the U.S. Department of War's NdPr price floor, which began October 1, 2025, and by the company's cessation of rare earth concentrate sales to China. For full year 2025, revenue rose 10% to $224.4 million, but the net loss widened to $85.9 million from $65.4 million.
Q4 2025 revenue of $52.7 million, down 14% year over year; diluted EPS of $0.05 versus $(0.14) in Q4 2024
Q4 2025 Adjusted EBITDA of $39.2 million versus $(10.7) million a year earlier, including $51.0 million of price protection agreement income
Full year 2025 revenue of $224.4 million, up 10%; net loss of $85.9 million; diluted EPS of $(0.50) versus $(0.57) in 2024
The filing contains no forward revenue or earnings guidance; the release says the company expects to break ground on its Northlake, Texas 10X magnetics facility in 2026
MP Materials reported third-quarter 2025 results for the three months ended September 30, 2025, with revenue down 15% year over year to $53.6 million and a net loss of $41.8 million, up from $25.5 million a year earlier. The company stopped all sales to China to align with its agreements with the Department of War, which removed rare earth concentrate revenue, while magnetic precursor sales of $21.9 million began in the period. Shareholders face a larger GAAP loss, though the company's adjusted net loss narrowed to $17.8 million.
Total revenue fell to $53.6 million from $62.9 million; Materials Segment revenue fell 50% to $31.6 million after rare earth concentrate sales dropped to zero.
Net loss was $41.8 million, or $(0.24) per diluted share, compared with $25.5 million, or $(0.16), a year earlier; advanced projects and development expenses rose $17.0 million, including DoW-related transaction costs.
Adjusted Net Loss improved to $17.8 million from $19.6 million, while Adjusted EBITDA was $(12.6) million versus $(11.2) million.
Magnetics Segment Adjusted EBITDA was $9.5 million, up from $(3.6) million, and the company plans to begin commissioning its heavy rare earth facility in mid-2026.
MP Materials approved a one-time grant of performance-based restricted stock units (PRSUs) to its executive officers on October 13, 2025, with vesting tied to milestones in its July 10, 2025 agreements with the U.S. Department of War and other operational goals. The filing gives target values for four named executives, led by $15 million for Chairman and CEO James H. Litinsky, and the awards could create incentives aligned with the company's production and recycling targets.
Grant approved October 13, 2025 by the Compensation Committee; the independent board members approved the grant to CEO James H. Litinsky.
Target values at full achievement: Litinsky $15 million; Michael Rosenthal (COO) $7.5 million; Ryan Corbett (CFO) $3.5 million; Elliot D. Hoops (General Counsel) $2 million.
Up to 50.0% of awards may vest after three years, 25.0% after four years and 25.0% after five years, based on goals including heavy rare earth refining, magnet production at Independence and 10X facilities, NdPr oxide output and Mountain Pa
MP Materials entered a credit agreement dated August 25, 2025 with JPMorgan Chase Bank, N.A. as administrative agent, providing a five-year, $275.0 million revolving credit facility for general corporate purposes. The facility is secured by substantially all of the company's assets and carries restrictive covenants, including a requirement to keep unrestricted cash of at least $500 million until a covenant trigger event occurs.
Five-year, $275.0 million revolving credit facility with a $200.0 million letter of credit sublimit, maturing on the fifth anniversary of the August 25, 2025 effective date, subject to a springing maturity provision
Interest at SOFR or a base rate plus a margin of 1.75% to 2.50% (SOFR loans) or 0.75% to 1.50% (base rate loans), based on total leverage ratio
Commitment fee on unused amounts of 0.20% to 0.35% per year
Financial covenants include minimum unrestricted cash of $500 million until the Covenant Trigger Event, and after it a total leverage ratio below 4.00 to 1.00 and cash interest expense coverage above 3.00 to 1.00
MP Materials reported second-quarter 2025 revenue of $57.4 million, up 84% from a year earlier, driven mainly by higher NdPr oxide and metal sales and first magnetic precursor deliveries. The net loss narrowed to $30.9 million, or $0.19 per diluted share, from $34.1 million, or $0.21 per share, and Adjusted EBITDA was a loss of $12.5 million versus a loss of $27.1 million a year earlier. The headline measures improved, but the company still posted a net loss for the quarter.
Total revenue was $57.4 million for the three months ended June 30, 2025, compared with $31.3 million a year earlier.
Materials Segment revenue rose 20% to $37.5 million, and NdPr sales volume increased 226% to 443 metric tons.
Magnetics Segment generated $19.9 million in revenue and $8.1 million in Adjusted EBITDA, compared with a $2.8 million Adjusted EBITDA loss a year earlier.
Selling, general and administrative expenses rose to $27.4 million from $21.4 million, which the company attributed to higher legal costs and increased headcount.
MP Materials entered a Transaction Agreement with the Department of Defense that includes a 10-year NdPr price floor of $110 per kilogram, a 10-year magnet offtake agreement for the planned 10X Facility, and an agreement to sell $400 million of Series A Preferred Stock to the DoD, with closing scheduled for July 11, 2025. The filing says the preferred stock and warrant together would represent 15% of common shares outstanding and would make the DoD the company's largest shareholder, which dilutes existing holders while adding long-term government revenue protection.
DoD to buy $400 million of Series A Preferred Stock on July 11, 2025, convertible at $30.03 per share, with a 7.0% PIK dividend rate.
Warrant for up to 11,201,659 common shares at $30.03 per share, exercisable 45 days after closing for 10 years.
NdPr price floor of $110 per kilogram for 10 years; DoD pays the shortfall and receives 30% of prices above $110 once the 10X Facility reaches full capacity.
Company expects to receive a $150 million DoD loan within 30 days, and JPMorgan Chase Funding Inc. and Goldman Sachs Bank USA have provided a commitment letter for $1.0 billion of 10X Facility financing.
MP Materials reported first-quarter 2025 revenue of $60.8 million, up 25% from a year earlier, driven by higher separated product sales and the start of magnetic precursor sales. The company posted a net loss of $22.6 million, compared with net income of $16.5 million a year earlier, which included a $46.3 million non-cash gain on debt extinguishment. For shareholders, higher sales were offset by larger losses on both GAAP and adjusted measures.
Total revenue rose 25% year over year to $60.8 million, with Materials segment revenue up 14% to $55.6 million.
Net loss was $22.6 million, or $(0.14) per diluted share, versus net income of $16.5 million, or $(0.08) per diluted share, a year earlier.
Adjusted EBITDA was a loss of $2.7 million, compared with a loss of $1.2 million in the prior-year quarter.
The Magnetics segment reported its first revenue of $5.2 million, and the company received a third $50 million customer prepayment on April 1, 2025.
MP Materials appointed David G. Infuso, a longtime company accounting executive, as Chief Accounting Officer and principal accounting officer effective April 4, 2025. CFO Ryan Corbett, who previously held the principal accounting officer role, remains Chief Financial Officer and principal financial officer, so the change is administrative and does not alter the company's financial leadership.
Infuso, 41, joined MP Materials in November 2020 and was most recently Senior Vice President of Financial Reporting and Technical Accounting
Base salary of $315,000 under an employment agreement effective April 4, 2025, plus a discretionary bonus
Grant of 9,932 restricted stock units dated April 1, 2025, vesting in four equal annual installments
Ryan Corbett continues as Chief Financial Officer and principal financial officer
MP Materials reported fourth-quarter 2024 revenue of $61.0 million, up 48% from a year earlier, while its net loss widened to $22.3 million from $16.3 million. For full year 2024, revenue fell 20% to $203.9 million and the company swung to a net loss of $65.4 million, compared with net income of $24.3 million in 2023. Higher production costs as separated rare earth products ramped up drove the decline in profitability, which matters to shareholders because the company is still in its production ramp.
Q4 2024 revenue $61.0 million, up 48% year over year; Q4 net loss $22.3 million versus $16.3 million a year earlier
Q4 Adjusted EBITDA was $(10.7) million, down $12.0 million year over year, driven mainly by elevated production costs
Full year 2024 revenue $203.9 million, down 20%; net loss $65.4 million versus net income of $24.3 million in 2023
Full year 2024 diluted EPS was $(0.57) versus $0.14 in 2023; the company repurchased 15.2 million shares in 2024
MP Materials completed exchanges on December 16 and 17, 2024, trading $142.3 million of its 0.25% 2026 convertible notes for $115.3 million of new 3.00% 2030 convertible notes issued under an existing indenture. The company said the exchanges extended its debt maturity profile and reduced outstanding indebtedness by about $27 million, but the new notes can convert into up to 7,423,890 common shares, which could increase the share count if converted.
Exchanged $142.3 million of 0.25% 2026 convertible notes for $115.3 million of 3.00% 2030 convertible notes, completed December 16 and 17, 2024
The exchanges reduced outstanding indebtedness by about $27 million and extended the debt maturity profile
New 2030 notes are fungible with and form a single series with existing 2030 notes under the March 7, 2024 indenture with U.S. Bank Trust Company
Up to 7,423,890 common shares may be issued on conversion at an initial rate of 64.3915 shares per $1,000 principal, subject to adjustment
MP Materials reported third-quarter 2024 revenue of $62.9 million, up 20% from a year earlier, driven by sales of separated NdPr. Profit measures worsened: the net loss was $25.5 million, or $(0.16) per diluted share, compared with a $4.3 million loss a year earlier, and Adjusted EBITDA was a $11.2 million loss versus $15.6 million of positive Adjusted EBITDA. For shareholders, the revenue growth came with higher cost of sales from early separated product production.
Revenue rose 20% year-over-year to $62.9 million, from $52.5 million, as NdPr sales volume reached 404 metric tons.
Net loss was $25.5 million, versus a $4.3 million loss in the third quarter of 2023; diluted EPS was $(0.16) versus $(0.02).
Adjusted EBITDA was $(11.2) million, down $26.7 million year-over-year, mainly due to higher cost of sales from initial separated product production.
Record REO production of 13,742 metric tons rose 28% year-over-year; the company repurchased 13.0 million shares in March and 2.2 million shares in August 2024.
MP Materials reported a second-quarter 2024 net loss of $34.1 million, or $(0.21) per diluted share, compared with net income of $7.4 million a year earlier, as revenue fell 51% to $31.3 million. The company said it more than doubled NdPr production from the prior quarter and expects NdPr output to rise 50% in the third quarter.
Revenue was $31.3 million versus $64.0 million a year earlier, driven by a 43% drop in rare earth oxide sales volume and a 33% drop in realized price.
Net loss was $34.1 million, or $(0.21) per diluted share, versus net income of $7.4 million, or $0.04 per share, in the prior-year quarter.
Adjusted EBITDA was $(27.1) million versus $27.0 million, including an $11.8 million inventory reserve recorded in the quarter.
NdPr production reached 272 metric tons, and the company expects a 50% increase in NdPr output in the third quarter of 2024.
MP Materials reported first-quarter 2024 results with revenue down 49% year over year to $48.7 million, as realized rare earth oxide prices fell 54% and sales volumes fell 9%. Net income fell 56% to $16.5 million, helped by a $46.3 million gain on early debt repayment, and Adjusted EBITDA swung to a $(1.2) million loss. For shareholders, the results show weaker profitability, while the company also repurchased 7.3% of its shares and issued $747.5 million of new convertible notes due 2030.
Revenue fell to $48.7 million from $95.7 million, driven by a 54% drop in realized price per REO metric ton to $4,294.
Diluted EPS was $(0.08) versus $0.20 a year earlier; Adjusted Diluted EPS was $(0.04) versus $0.27.
Adjusted EBITDA was $(1.2) million versus $58.7 million, with higher cost of sales and a $6.0 million reserve tied to Stage II start-up.
In March 2024 the company repurchased 13.0 million shares, or 7.3% of shares outstanding, at $15.43 per share, and issued $747.5 million of 3.0% convertible notes due 2030.
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