Form SCHEDULE 13G/A Collective Mining Ltd. Filed by: Sussman Ari
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)*
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Collective Mining Ltd. (Name of Issuer) |
Common Shares without par value (Title of Class of Securities) |
(CUSIP Number) |
12/31/2025 (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) |
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
Ari Sussman | ||||||||
| 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
CANADA (FEDERAL LEVEL)
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
10,786,934.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
11.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: (1) Consists of (i) 6,903,600 Common Shares held directly by the Reporting Person, (ii) 383,334 Common Shares issuable upon the exercise of stock options held by the Reporting Person that are exercisable within 60 days of December 31, 2025, and (iii) 3,500,000 Common Shares held by Lion Investments LLC ("Lion Investments"). Mr. Sussman is the sole manager of Lion Investments.
(2) This calculation assumes that there is a total of 92,921,332 Common Shares outstanding as of December 31, 2025, which is the sum of (i) 92,537,998 Common Shares of the Issuer outstanding as of December 31, 2025, and (ii) 383,334 Common Shares issuable upon the exercise of stock options held by the Reporting Person that are exercisable within 60 days of December 31, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Collective Mining Ltd. | |
| (b) | Address of issuer's principal executive offices:
82 Richmond Street East, 4th Floor Toronto, Ontario, Canada M5C 1P1 | |
| Item 2. | ||
| (a) | Name of person filing:
This Statement is filed on behalf of Ari Sussman (the "Reporting Person"). | |
| (b) | Address or principal business office or, if none, residence:
82 Richmond Street East, 4th Floor Toronto, Ontario, Canada M5C 1P1 | |
| (c) | Citizenship:
Canada | |
| (d) | Title of class of securities:
Common Shares without par value | |
| (e) | CUSIP No.:
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| 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:
The ownership information below represents beneficial ownership of Common Shares of the Issuer as of December 31, 2025, and assumes that there is a total of 92,921,332 Common Shares outstanding as of December 31, 2025, which is the sum of (i) 92,537,998 Common Shares of the Issuer outstanding as of 92,537,998 , and (ii) 383,334 Common Shares issuable upon the exercise of stock options held by the Reporting Person that are exercisable within 60 days of December 31, 2025.
10,786,934 Common Shares which consists of (i) 6,903,600 Common Shares held directly by the Reporting Person, (ii) 383,334 Common Shares issuable upon the exercise of stock options held by the Reporting Person that are exercisable within 60 days of December 31, 2025, and (iii) 3,500,000 Common Shares held by Lion Investments. Mr. Sussman is the sole manager of Lion Investments. | |
| (b) | Percent of class:
11.6% %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
10,786,934 Common Shares. | ||
| (ii) Shared power to vote or to direct the vote:
0 | ||
| (iii) Sole power to dispose or to direct the disposition of:
10,786,934 Common Shares. | ||
| (iv) Shared power to dispose or to direct the disposition of:
0 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| 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.
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