Critical Metals Corp 2026年度报告及过渡报告

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the periodcovered by the annual report: On June 30, 2025, the issuer had 104,912,853 ordinary shares, par value $0.001 per share, outstanding. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ If 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 Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or an emerginggrowth company. See definition of “accelerated filer,” “large accelerated filer,” and “emerging growth company” in Rule12b-2of the If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if theregistrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the 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-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to§240.10D-1(b).☒ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: International Financial Reporting Standards as issued by the International Accounting StandardsBoard☒ U.S. GAAP☐ Other☐ If “Other” has been checked in response to the previous question indicate by check mark which financial statement item the registranthas elected to follow. Item 17☐Item 18☐ If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2of the ExchangeAct). Yes☐No☒ EXPLANATORY NOTES This Amendment No. 2 on Form 20-F/A (the “Amendment”) is being filed by Critical Metals Corp. (the “Company”) to amend theCompany’s Annual Report on Form 20-F for the fiscal year ended June 30, 2025, originally filed on October 6, 2025, as amended byAmendment No. 1 to the Annual Report on Form 20-F, filed with the SEC on October 15, 2025 (as amended, the “Original Filing”). This Amendment is being filed to (i) amend and restate the certain disclosures related to the Tanbreez Rare Earth Project (“Tanbreez”)in the sections titled “Business – Overview,” “Business – History and Development of the Tanbreez Project,” and “Description of theTanbreez Project,” which are included in Item 4.B of the Original Filing, (ii) add a new subsection to the Business section titled“Business – Internal Controls and Procedures Related to Exploration and Mineral Resource Estimates,” as part of Item 4.B, and (iii)file the revised technical report summary related to the Tanbreez Rare Earth Project as Exhibit 16.1 to this Amendment (which report This Amendment does not affect any other parts of, or exhibits to, the Original Filing, nor does it reflect events occurring after the dateof the Original Filing. Accordingly, this Amendment should be read in conjunction with the Original Filing and with our filings with Item 4.B. Business Overview BUSINESS Unless otherwise indicated or the context otherwise requires, references in this section “we,” “us,” “our,” and other similar termsrefer to European Lithium AT (Investments) Limited and its subsidiaries prior to the Business Combination and refer to the Company Overview We are a mining exploration and evaluation company focused on critical metals and minerals and producing strategic productsessential to (i) the production of magnets for consumer and national defense-related purposes and (ii) electrification and nextgeneration technologies for Europe and its Western world partners. Our primary strategy