Electra Battery Materials Corp 2026年年度报告和过渡报告

(Mark One) ☐REGISTRATION STATEMENT PURSUANT TO SECTION12(b)OR (g)OF THE SECURITIES EXCHANGE ACT OF 1934 OR OR TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 OR SHELL COMPANY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report For the transition period fromto Commission file number:000-41356 Electra Battery Materials Corporation (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name into English) (Jurisdiction of Incorporation or Organization) Securities registered or to be registered pursuant to Section12(b)of the Act: Securities registered or to be registered pursuant to Section12(g)of the Act None (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by theannual report: 103,738,330. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. ☐Yes☒NoIf this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section13 or 15(d)of the Securities Exchange Act of 1934.☐Yes☒No Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to suchfiling requirements for the past 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submitsuch files)☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growthcompany. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule12b‑2 of the Exchange Act. Large accelerated filer☐ Accelerated filer☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant haselected not to use the extended transition period for complying with any new or revised financial accounting standards † provided pursuant toSection13(a)of the Exchange Act.☐ † The term “new or revised financial accounting standard” refers to any updated issued by the Financial Accounting Standards Board to itsAccounting Standards Codification after April5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.☐ If securities are registered pursuant to Section12(b)of the Act, indicate by check mark whether the financial statements of the registrant included inthe filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive- based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D‑1(b).☐ InternationalFinancialReportingStandardsasissued bythe International AccountingStandards Board☒ If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected tofollow.☐Item17☐Item18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b‑2 of the Exchange Act).☐Yes☒No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVEYEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section12, 13 or 15(d)of the SecuritiesExchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court☐Yes☐No TABLE OF CONTENTS Table of ContentsGeneral MattersCAUTIONARY NOTEREGARDING FORWARD-LOOKING STATEMENTSPartIItem1.Identity of Directors, Senior Management and AdvisorsItem2.Offer Statistics and Expected Time TableItem3.Key InformationItem4.Information on the CompanyItem4A.Unresolved Staff CommentsItem5.Operating and Financial Review and ProspectsItem6.Directors, Senior Management and EmployeesItem7.Major Shareholders and Related Party TransactionsItem8. Financial InformationItem9.The Offer and Listing.Item10.Additional InformationItem11.Quantitative and Qualitative Disclosures About Market RiskIte