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Ryfold Ltd

Disclosed activity across 1 company

Tapewire entity
121546
SEC CIK
0001716574

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Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

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Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

CENTURY ALUMINUM CO

Report date December 15, 2022 · Filed December 16, 2022

Jointly reported with Givolon Ltd, Ryfold Trust, Ocorian Ltd

Section 16 reporting ended · disclosed 2022-12-16. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnote0 Reported balance After 2022-12-15 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-12-15 · Other · Disposed 27,500,000 · Balance 0

F1: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Call Option (obligation to sell)SEC Table II · derivative / convertible security · Conversion / exercise price $2.70 · Expires 2022-12-31IndirectSee Footnote0 Reported balance After 2022-12-15 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2022-12-15 · Other · Disposed 1 · Balance 0

F1: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Call Option (obligation to sell)SEC Table II · derivative / convertible security · Conversion / exercise price $100.00 · Expires 2027-09-14IndirectSee Footnote0 Reported balance After 2022-12-15 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2022-12-15 · Other · Disposed 1 · Balance 0

F4: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F1: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F5: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Total Return Swap (obligation to sell)SEC Table II · derivative / convertible security · Expires 2022-12-31IndirectSee Footnote0 Reported balance After 2022-12-15 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2022-12-15 · Other · Disposed 1 · Balance 0

F3: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F1: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F4: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Filing footnotes · ownership attribution and instrument terms

F1: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Transaction history

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
December 15, 2022 Filed Dec 16, 2022 11:00 UTC CENTURY ALUMINUM CO CENX · Entity 3947 OtherCall Option (obligation to sell) · Derivative 1 Not disclosed Strike: $100.00 Not disclosed
Disclosure

SEC source: 0001104659-22-127498 · tm2232820-1_4seq1.xml · derivative · entry 4

Ryfold Ltd · CIK 0001716574 · 10% owner

Givolon Ltd · CIK 0001716572 · 10% owner

Ryfold Trust · CIK 0001716570 · 10% owner

Ocorian Ltd · CIK 0001716591 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Common Stock · 27,500,000 shares

Expires 2027-09-14

F4 · derivative.exercise_price: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F1 · kind: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2 · kind: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3 · kind: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4 · kind: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5 · kind: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F5 · price: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F4 · derivative.underlying_shares: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F6 · derivative.underlying_shares: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F6 · ownership.nature: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7 · ownership.nature: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Read SEC document
December 15, 2022 Filed Dec 16, 2022 11:00 UTC CENTURY ALUMINUM CO CENX · Entity 3947 OtherTotal Return Swap (obligation to sell) · Derivative 1 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-127498 · tm2232820-1_4seq1.xml · derivative · entry 3

Ryfold Ltd · CIK 0001716574 · 10% owner

Givolon Ltd · CIK 0001716572 · 10% owner

Ryfold Trust · CIK 0001716570 · 10% owner

Ocorian Ltd · CIK 0001716591 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Common Stock · 27,500,000 shares

Expires 2022-12-31

F3 · derivative.exercise_price: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F1 · kind: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2 · kind: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3 · kind: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4 · kind: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5 · kind: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F5 · price: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F3 · derivative.underlying_shares: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F6 · ownership.nature: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7 · ownership.nature: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

Read SEC document
December 15, 2022 Filed Dec 16, 2022 11:00 UTC CENTURY ALUMINUM CO CENX · Entity 3947 OtherCall Option (obligation to sell) · Derivative 1 Not disclosed Strike: $2.70 Not disclosed
Disclosure

SEC source: 0001104659-22-127498 · tm2232820-1_4seq1.xml · derivative · entry 2

Ryfold Ltd · CIK 0001716574 · 10% owner

Givolon Ltd · CIK 0001716572 · 10% owner

Ryfold Trust · CIK 0001716570 · 10% owner

Ocorian Ltd · CIK 0001716591 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Common Stock · 27,500,000 shares

Expires 2022-12-31

F1 · kind: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2 · kind: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3 · kind: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4 · kind: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5 · kind: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F5 · price: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6 · ownership.nature: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7 · ownership.nature: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

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December 15, 2022 Filed Dec 16, 2022 11:00 UTC CENTURY ALUMINUM CO CENX · Entity 3947 OtherCommon Stock 27,500,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-127498 · tm2232820-1_4seq1.xml · nonDerivative · entry 1

Ryfold Ltd · CIK 0001716574 · 10% owner

Givolon Ltd · CIK 0001716572 · 10% owner

Ryfold Trust · CIK 0001716570 · 10% owner

Ocorian Ltd · CIK 0001716591 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F1 · kind: On September 14, 2017, Ryfold Limited ("Ryfold") and Givolon Limited, currently a wholly-owned subsidiary of Ryfold ("Givolon"), entered into a series of transactions (the "2017 Transactions") with Glencore AG in connection with a financing (the "Financing") to be secured by a pledge by Givolon of 27,500,000 shares of Common Stock (the "Specified Shares").

F2 · kind: The 2017 Transactions included (i) Givolon's purchase from Glencore AG of the Specified Shares at a per share price of $18.03075, and (ii) the acquisition by Glencore AG from Givolon, for a premium of $15.32613 per share, of the American-style call option reported on Line 1 of Table II, which gives Glencore AG the right to purchase from Givolon, at any time prior to the expiration thereof, a number of shares of Common Stock equal to the Specified Shares at a price equal to $2.70462 per share of Common Stock (the "Century Call Option").

F3 · kind: The 2017 Transactions also included the stock-settled total return swap reported on Line 2 of Table II, which will automatically terminate if the Century Call Option is exercised, pursuant to which Glencore AG received economic exposure to a number of shares of Common Stock equal to the Specified Shares and upon settlement of which Givolon will be obligated to deliver a number of shares equal to the Specified Shares to Glencore AG and Glencore AG will be obligated to pay to Givolon the reference price of $18.03075 per share (the "Century TRS").

F4 · kind: The 2017 Transactions additionally included (i) Ryfold's purchase from Glencore AG of 100% of the equity interest in Givolon for an aggregate price of $100, and (ii) the acquisition by Glencore AG from Ryfold, for aggregate premium of $100, of the American-style call option reported on Line 3 of Table II, which gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon for an aggregate exercise price of $100 (the "Givolon Call Option").

F5 · kind: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F5 · price: In connection with the termination of the Financing and the related pledge, on December 15, 2022 Glencore AG, Givolon and Ryfold terminated and cancelled the 2017 Transactions, including the Century Call Option, the Century TRS and the Givolon Call Option, and Givolon transferred the Specified Shares to Glencore AG's parent, Glencore International AG.

F6 · ownership.nature: The Common Stock reported in Table I and the Century Call Option and Century TRS reported on Lines 1 and 2 of Table II are held directly by Givolon, a wholly owned subsidiary of Ryfold, and indirectly by Ryfold. The Givolon Call Option reported on Line 3 of Table II is held directly by Ryfold, and represent an indirect beneficial ownership in the indicated number of shares of Common Stock due to Givolon's ownership of an equivalent number of shares.

F7 · ownership.nature: Ryfold is wholly owned by The Ryfold Trust. The Ryfold Trust, together with Ocorian Limited, formerly known as Estera Trust (Jersey) Limited ("Ocorian"), solely in its capacity as trustee of The Ryfold Trust, may be deemed indirect beneficial owners of the securities held by Givolon and Ryfold. Ocorian does not have and disclaims any pecuniary interest in such securities.

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September 14, 2017 Filed Sep 15, 2017 10:20 UTC CENTURY ALUMINUM CO CENX · Entity 3947 OtherCall Option (obligation to sell) · Derivative 1 $100.00 Strike: $100.00 $100.00
Disclosure

SEC source: 0001144204-17-048124 · v475137_4.xml · derivative · entry 1

Ryfold Ltd · CIK 0001716574 · 10% owner

Estera Trust (Jersey) Ltd · CIK 0001716591 · 10% owner

Ryfold Trust · CIK 0001716570 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1

Underlying: Common Stock · 27,500,000 shares

Expires 2027-09-14

F1 · derivative.exercise_price: On the September 14, 2017, Glencore AG and Ryfold Limited ("Ryfold") entered into a Call Option Agreement (the "Givolon Call Option Agreement") pursuant to which Glencore AG acquired an American-style call option that gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon Limited, a wholly-owned subsidiary of Ryfold ("Givolon"), for an aggregate exercise price of $100 (the "Givolon Call Option"). The Givolon Call Option will expire on September 14, 2027. Glencore AG paid Ryfold an aggregate premium of $100 for the Givolon Call Option.

F1 · kind: On the September 14, 2017, Glencore AG and Ryfold Limited ("Ryfold") entered into a Call Option Agreement (the "Givolon Call Option Agreement") pursuant to which Glencore AG acquired an American-style call option that gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon Limited, a wholly-owned subsidiary of Ryfold ("Givolon"), for an aggregate exercise price of $100 (the "Givolon Call Option"). The Givolon Call Option will expire on September 14, 2027. Glencore AG paid Ryfold an aggregate premium of $100 for the Givolon Call Option.

F1 · price: On the September 14, 2017, Glencore AG and Ryfold Limited ("Ryfold") entered into a Call Option Agreement (the "Givolon Call Option Agreement") pursuant to which Glencore AG acquired an American-style call option that gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon Limited, a wholly-owned subsidiary of Ryfold ("Givolon"), for an aggregate exercise price of $100 (the "Givolon Call Option"). The Givolon Call Option will expire on September 14, 2027. Glencore AG paid Ryfold an aggregate premium of $100 for the Givolon Call Option.

F1 · derivative.exercise_date: On the September 14, 2017, Glencore AG and Ryfold Limited ("Ryfold") entered into a Call Option Agreement (the "Givolon Call Option Agreement") pursuant to which Glencore AG acquired an American-style call option that gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon Limited, a wholly-owned subsidiary of Ryfold ("Givolon"), for an aggregate exercise price of $100 (the "Givolon Call Option"). The Givolon Call Option will expire on September 14, 2027. Glencore AG paid Ryfold an aggregate premium of $100 for the Givolon Call Option.

F1 · derivative.expiration_date: On the September 14, 2017, Glencore AG and Ryfold Limited ("Ryfold") entered into a Call Option Agreement (the "Givolon Call Option Agreement") pursuant to which Glencore AG acquired an American-style call option that gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon Limited, a wholly-owned subsidiary of Ryfold ("Givolon"), for an aggregate exercise price of $100 (the "Givolon Call Option"). The Givolon Call Option will expire on September 14, 2027. Glencore AG paid Ryfold an aggregate premium of $100 for the Givolon Call Option.

F1 · derivative.underlying_shares: On the September 14, 2017, Glencore AG and Ryfold Limited ("Ryfold") entered into a Call Option Agreement (the "Givolon Call Option Agreement") pursuant to which Glencore AG acquired an American-style call option that gives Glencore AG the right to purchase from Ryfold, at any time prior to the expiration thereof, 100% of the equity interests in Givolon Limited, a wholly-owned subsidiary of Ryfold ("Givolon"), for an aggregate exercise price of $100 (the "Givolon Call Option"). The Givolon Call Option will expire on September 14, 2027. Glencore AG paid Ryfold an aggregate premium of $100 for the Givolon Call Option.

F2 · ownership.direct: Ryfold's interest in the Call Option is held indirectly by each of Ryfold's parent, The Ryfold Trust, and Estera Trust (Jersey) Limited ("Estera") solely in its capacity as trustee of The Ryfold Trust. Givolon holds directly a number of shares of Common Stock equal to the number of shares reported on Table II, which shares are indirectly owned by each of Ryfold, Ryfold's parent, The Ryfold Trust, and Estera solely in its capacity as trustee of The Ryfold Trust. Estera does not have and disclaims any pecuniary interest in such Common Stock and in the Call Option reported on Table II.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.