SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KAPLAN THOMAS SCOTT

(Last)

(First)

(Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK

10020

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Trilogy Metals Inc. [ TMQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	12/26/2025		G⁽¹⁾		540,406⁽²⁾	D	$0.00	0.00	D
Common Shares	12/26/2025		G⁽¹⁾		416,666⁽³⁾	D	$0.00	0.00	I⁽⁴⁾	By spouse
Common Shares								31,604,741	I⁽⁵⁾⁽⁶⁾	By Electrum Strategic Opportunities Fund L.P.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

KAPLAN THOMAS SCOTT

(Last)

(First)

(Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK

10020

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Strategic Opportunities Fund L.P.

(Last)

(First)

(Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK

10020

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Electrum Group LLC

(Last)

(First)

(Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK

10020

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ESOF GP Ltd.

(Last)

(First)

(Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK

10020

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

GRAT Holdings LLC

(Last)

(First)

(Middle)

600 FIFTH AVENUE, 24TH FLOOR

(Street)

NEW YORK

10020

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Reflects shares that were donated to a charitable foundation for no consideration.

2. Includes 10,000 shares previously held through Tigris Financial Group Ltd., of which Mr. Kaplan is the sole shareholder, and 416,667 shares previously held by GRAT Holdings LLC, which is owned by trusts for the benefit of family members of Mr. Kapan. The shares were transferred to an account for the benefit of Mr. Kaplan in transactions exempt from reporting pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.

3. Includes 416,666 shares previously held by GRAT Holdings LLC, which is owned by trusts for the benefit of family members of Mr. Kaplan. The shares were transferred to an account for the benefit of Mr. Kaplan's spouse in transactions exempt from reporting pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.

4. Represents shares owned directly by Mr. Kaplan's spouse. For purposes of Section 16 of the Securities Exchange Act of 1934, each reporting person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for the purposes of Section 16 or otherwise.

5. Electrum Strategic Opportunities Fund L.P. ("ESOF") is an investment fund, of which The Electrum Group LLC is the investment adviser. ESOF GP Ltd. is the general partner of the sole general partner of ESOF.

6. In accordance with 4(b)(iv) of the Form 4 instructions, the entire amount of the Issuer's securities held by ESOF is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, each reporting person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for the purposes of Section 16 or otherwise.

	/s/ Thomas Scott Kaplan, Thomas Scott Kaplan	12/29/2025
	ELECTRUM STRATEGIC OPPORTUNITIES FUND L.P., /s/ Michael H. Williams, By: Michael H. Williams, Authorized Person	12/29/2025
	THE ELECTRUM GROUP LLC, /s/ Michael H. Williams, By: Michael H. Williams, Authorized Person	12/29/2025
	ESOF GP LTD., /s/ Michael H. Williams, By: Michael H. Williams, Authorized Person	12/29/2025
	GRAT HOLDINGS LLC, /s/ Thomas Scott Kaplan, By: Thomas Scott Kaplan, Co-Chief Executive Officer	12/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Large owner Kaplan Thomas Scott gifted 957,072 shares, closing all direct ownership in the company (SEC Form 4)