6-K
Sprott Physical Copper Trust (SCOP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Reportof Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May 2026
Commission File Number: 001-43161
SPROTT PHYSICAL COPPER TRUST
(Translation of registrant’s name into English)
Royal Bank Plaza, South Tower
200 Bay Street, Suite 2600
Toronto, Ontario
Canada M5J 2J1
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F**¨ Form 40-F x**
INFORMATION CONTAINED IN THIS FORM 6-KREPORT
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| SPROTT PHYSICAL COPPER TRUST | |||
|---|---|---|---|
| By: Sprott Asset Management LP,<br> by its general partner Sprott Asset Management GP Inc., as manager of Sprott Physical Copper Trust | |||
| By: | /s/ John Ciampaglia | ||
| Name: | John Ciampaglia | ||
| Title: | Chief Executive Officer | ||
| Dated: May 1, 2026 |
Exhibit 99.1
MATERIAL CHANGE REPORT
| Item 1 | Name and Address<br> of Company |
|---|---|
| Sprott Physical Copper Trust<br> (the “Trust” or “COP”) | |
| Royal Bank Plaza, South Tower | |
| 200 Bay Street, Suite 2600 | |
| Toronto, Ontario M5J 2J1 | |
| Canada | |
| Item 2 | Date of Material Change |
| April 30, 2026 | |
| Item 3 | News Release |
| A news release disclosing the<br> material change was issued on April 30, 2026, through the facilities of Globe Newswire and filed on the System for Electronic Data<br> Analysis and Retrieval + (“SEDAR+”). | |
| Item 4 | Summary of Material Change |
| On April 30, 2026, the unitholders<br> voted at a meeting of unitholders of the Trust (the “Meeting”) to approve a resolution authorizing the restructuring<br> of the trust from a non-redeemable investment fund to a mutual fund. | |
| With this approval by the unitholders,<br> the amendments to the trust agreement of the Trust (the “Trust Agreement”) became effective on May 1, 2026. | |
| Item 5 | Full Description of Material<br> Change |
| On April 30, 2026, the unitholders<br> of the Trust voted at the Meeting to approve a resolution authorizing the restructuring of the trust from a non-redeemable investment<br> fund to a mutual fund. | |
| With this approval by the unitholders,<br> the amendments to the Trust Agreement became effective on May 1, 2026. | |
| The amendments to the Trust<br> Agreement provide that COP’s previous semi-annual redemption feature has been replaced with a monthly redemption feature and<br> the previous cap on the number of Units that can be redeemed each redemption period (previously capped at 1.5% of the outstanding<br> Units at the end of the applicable notice period) has been removed; and certain consequential changes were also made in connection<br> to the foregoing and the listing of the Units on the NYSE Arca. | |
| Item 6 | Reliance on subsection<br> 11.2(2) of National Instrument 81-106 |
| Not applicable. | |
| Item 7 | Omitted Information |
| Not applicable. |
2
| Item 8 | Executive Officer |
|---|---|
| For additional information with<br> respect to the material change referred to herein, the following person may be contacted: | |
| John Ciampaglia, Chief Executive<br> Officer of Sprott Asset Management LP, the manager of the Trust | |
| Telephone number: 416-943-8099 | |
| Item 9 | Date of Report |
| This material change report<br> is dated May 1, 2026. |
Forward-Looking Statements
This material change report contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”). Forward-looking statements in this material change report include, without limitation, statements regarding the listing of the Units on NYSE Arca. With respect to the forward-looking statements contained in this material change report, the Trust has made numerous assumptions regarding, among other things the subsequent U.S. listing of the Units. While the Trust considers these assumptions to be reasonable, these assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies. Additionally, there are known and unknown risk factors and uncertainties that could cause the Trust's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements contained in this material change report. A discussion of certain risks and uncertainties facing the Trust appears in the Trust’s Annual Information Form for the year ended December 31, 2025, and its prospectus supplement dated July 8, 2024 and related short-form base shelf prospectus dated July 3, 2024, as updated by the Trust's continuous disclosure filings, which are available at www.sedarplus.ca. All forward-looking statements herein are qualified in their entirety by this cautionary statement, and the Trust disclaims any obligation to revise or update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments, except as required by law.
Exhibit 99.2
SprottPhysical Copper Trust
Report of Voting ResultsSubmitted Pursuant toSection 16.3 of National Instrument 81-106 – Investment Fund Continuous Disclosure
April 30, 2026
The following briefly describes the matter voted upon and the outcome of the vote at the special meeting (the “Meeting”) of the holders (“Unitholders”) of the trust units (“Units”) of the Sprott Physical Copper Trust (the “Trust”) held on April 30, 2026. According to the scrutineer’s report, Unitholders present or represented by proxy at the Meeting represented 4,992,242 Units or 31.150% of the 16,026,266 Units outstanding on March 18, 2026, the record date for the Meeting.
At the Meeting, Unitholders passed by ballot, without variation, a resolution, the full text of which is set out in Schedule A to the management information circular of the Trust dated March 23, 2026 (the “Circular”), authorizing the restructuring of the Trust from a non-redeemable investment fund to a mutual fund for the purposes of applicable Canadian securities laws. Voting results are set out below and additional details regarding the matter considered at the Meeting are available in the Circular.
| Vote by Ballot | ||||
|---|---|---|---|---|
| Outcome of Vote | Votes FOR | Votes AGAINST | ||
| Passed | 4,968,339 | 23,903 | ||
| (99.521 | )% | (0.479 | )% |
**********
Exhibit 99.3
SprottPhysical Copper Trust Announces Approval of Mutual Fund Restructuring by Unitholders
Trust Expected to BeginTrading on NYSE Arca on May 4, 2026
Enhanced Monthly PhysicalRedemption Feature
This press release constitutes a “designatednews release” for the purposes of the Sprott Physical Copper Trust’s prospectus supplement dated July 8, 2024 to its baseshelf prospectus dated July 3, 2024.
TORONTO, April 30, 2026 – Sprott Asset Management LP (“Sprott Asset Management”), a wholly-owned subsidiary of Sprott Inc. (“Sprott”) (NYSE/TSX: SII), on behalf of the Sprott Physical Copper Trust (TSX: COP.UN) (TSX: COP.U) (the “Trust” or “COP”), a closed-end trust created to invest and hold substantially all of its assets in physical copper metal, today announced that, at a special meeting of unitholders of the Trust held earlier today, unitholders approved the restructuring of the Trust from a non-redeemable investment fund to a mutual fund for the purposes of applicable Canadian securities laws. Detailed voting results are as follows:
| Vote by Ballot | ||||
|---|---|---|---|---|
| Votes FOR | Votes AGAINST | |||
| Resolution authorizing the restructuring of the Trust from a non-redeemable investment fund to a mutual fund for the purposes of applicable Canadian securities laws | 4,968,339 | 23,903 | ||
| (99.521 | )% | (0.479 | )% |
As a result of the approval, the previously announced amendments to COP’s trust agreement which result in the Trust’s original semi-annual redemption feature becoming a monthly redemption feature and the removal of a cap on the number of COP trust units (“Units”) that could be redeemed each redemption period, as well as certain consequential changes related to the foregoing and the listing of the Units on the NYSE Arca, will become effective May 1, 2026. The summary of the amendments in this press release is qualified in its entirety by the provisions of Amendment No. 1 to the Trust Agreement, a copy of which is available under the Trust’s profile on SEDAR+ at www.sedarplus.ca.
“We are thrilled to be bringing the Sprott Physical Copper Trust, the world’s first physical copper investment fund, to the NYSE,” said John Ciampaglia, CEO of Sprott Asset Management. “The Trust provides investors seeking exposure to physical copper with an alternative to holding copper futures. Copper is a critical component of electrification efforts and with the emergence of AI and data centers as well as the need to modernize aging electrical grids, we believe demand is poised to increase in the coming years.”
“In conjunction with the NYSE listing, the Trust will also be implementing an unlimited monthly physical redemption feature that will allow investors to take physical delivery of copper from a number of different geographic locations,” continued Mr. Ciampaglia. “We expect this feature to broaden interest in the Trust to a wider range of global investors.”
In addition to the effectiveness of the amendments to COP’s trust agreement, as previously announced, the Units are expected to start trading on the NYSE Arca on or about May 4, 2026 under the symbol “SCOP”. The listing of the Units on the NYSE Arca remains subject to the filing and effectiveness of a registration statement filed under the U.S. Securities Exchange Act of 1934 in respect of the listing of the Units on the NYSE Arca (the “Registration Statement”).
About Sprott
Sprott is a global asset manager focused on precious metals and critical materials. At Sprott, we are specialists. We believe our in-depth knowledge, experience and relationships separate us from the generalists. Our investment strategies include Exchange Listed Products, Managed Equities and Private Strategies. Sprott has offices in Toronto, New York, Connecticut and California and Sprott’s common shares are listed on the New York Stock Exchange and the Toronto Stock Exchange under the symbol “SII”. For more information, please visit www.sprott.com. Sprott Asset Management is a wholly-owned subsidiary of Sprott and is the investment manager to the Trust.
About the Trust
Important information about the Trust, including the investment objectives and strategies, applicable management fees, and expenses, is contained in the current annual information form for the Trust and the Trust’s prospectus. Please read these documents carefully before investing. You will usually pay brokerage fees to your dealer if you purchase or sell units of the Trust on a stock exchange. If the units are purchased or sold on a stock exchange, investors may pay more than the current net asset value when buying units or shares of the Trust and may receive less than the current net asset value when selling them. Investment funds are not guaranteed, their values change frequently and past performance may not be repeated.
Forward-Looking Statements
This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”). Forward-looking statements in this press release include, without limitation, statements regarding the listing of the Units on NYSE Arca, the effectiveness of the Registration Statement and future demand for copper. With respect to the forward-looking statements contained in this press release, the Trust has made numerous assumptions regarding, among other things: the Registration Statement becoming effective on a timely basis, as well as dynamics in the copper market. While the Trust considers these assumptions to be reasonable, these assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies. Additionally, there are known and unknown risk factors and uncertainties that could cause the Trust's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements contained in this press release. A discussion of certain risks and uncertainties facing the Trust appears in the Trust’s Annual Information Form for the year ended December 31, 2025, and its prospectus supplement dated July 8, 2024 and related short-form base shelf prospectus dated July 3, 2024, as updated by the Trust's continuous disclosure filings, which are available at www.sedarplus.ca. All forward-looking statements herein are qualified in their entirety by this cautionary statement, and the Trust disclaims any obligation to revise or update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments, except as required by law.
Contact:
Glen Williams
Senior Managing Partner
Investor and Institutional Client Relations
Direct: 416-943-4394
gwilliams@sprott.com
Exhibit 99.4
Sprott Physical Copper Trust Announces Preliminary Proxy Resultsfor Unitholder Meeting and Anticipated Listing Date on the NYSE Arca
This press release constitutes a “designated newsrelease” for the purposes of the Sprott Physical Copper Trust’sprospectus supplement dated July 8, 2024 to its base shelfprospectus dated July 3, 2024.
TORONTO, April 28, 2026 – Sprott Asset Management LP (“Sprott Asset Management”), a wholly-owned subsidiary of Sprott Inc. (“Sprott”) (NYSE/TSX: SII), on behalf of the Sprott Physical Copper Trust (TSX: COP.UN) (TSX: COP.U) (the “Trust” or “COP”), a closed-end trust created to invest and hold substantially all of its assets in physical copper metal, today announced that, based on proxies received by the Trust prior to the proxy submission deadline earlier today, holders (“Unitholders”) of the units of the Trust (“Units”) are expected to approve the restructuring of the Trust from a non-redeemable investment fund to a mutual fund for the purposes of applicable Canadian securities laws (the “Mutual Fund Restructuring”) at the special meeting of Unitholders (the “Meeting”) scheduled to be held at 9:00 a.m. (Toronto time) on April 30, 2026 and that the Units are expected to begin trading on the NYSE Arca under the symbol “SCOP” on or about May 4, 2026.
Unitholder approval of the Mutual Fund Restructuring remains subject to the vote to be conducted at the Meeting and the listing of the Units on the NYSE remains subject to obtaining Unitholder approval at the Meeting and the filing and effectiveness of a registration statement filed under the U.S. Securities Exchange Act of 1934 in respect of the listing of the Units on the NYSE Arca (the “Registration Statement”).
About Sprott
Sprott is a global asset manager focused on precious metals and critical materials. At Sprott, we are specialists. We believe our in-depth knowledge, experience and relationships separate us from the generalists. Our investment strategies include Exchange Listed Products, Managed Equities and Private Strategies. Sprott has offices in Toronto, New York, Connecticut and California and Sprott’s common shares are listed on the New York Stock Exchange and the Toronto Stock Exchange under the symbol “SII”. For more information, please visit www.sprott.com. Sprott Asset Management is a wholly-owned subsidiary of Sprott and is the investment manager to the Trust.
About the Trust
Important information about the Trust, including the investment objectives and strategies, applicable management fees, and expenses, is contained in the current annual information form for the Trust and the Trust’s prospectus. Please read these documents carefully before investing. You will usually pay brokerage fees to your dealer if you purchase or sell units of the Trust on a stock exchange. If the units are purchased or sold on a stock exchange, investors may pay more than the current net asset value when buying units or shares of the Trust and may receive less than the current net asset value when selling them. Investment funds are not guaranteed, their values change frequently and past performance may not be repeated.
Forward-Looking Statements
This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”). Forward-looking statements in this press release include, without limitation, statements regarding the listing of the Units on NYSE Arca, the filing and effectiveness of the Registration Statement, and the expected approval of the Mutual Fund Restructuring by Unitholders at the Meeting. With respect to the forward-looking statements contained in this press release, the Trust has made numerous assumptions regarding, among other things: subsequent U.S. listing of the Units, ability to obtain unitholder approval for amendments to COP’s redemption feature, as well as dynamics in the copper market. While the Trust considers these assumptions to be reasonable, these assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies. Additionally, there are known and unknown risk factors and uncertainties that could cause the Trust's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements contained in this press release. A discussion of certain risks and uncertainties facing the Trust appears in the Trust’s Annual Information Form for the year ended December 31, 2025, and its prospectus supplement dated July 8, 2024 and related short-form base shelf prospectus dated July 3, 2024, as updated by the Trust's continuous disclosure filings, which are available at www.sedarplus.ca. All forward-looking statements herein are qualified in their entirety by this cautionary statement, and the Trust disclaims any obligation to revise or update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments, except as required by law.
Contact:
Glen Williams
Senior Managing Partner
Investor and Institutional Client Relations
Direct: 416-943-4394
gwilliams@sprott.com
Exhibit 99.5
SprottPhysical Copper Trust Announces Amendments to Trust Agreement
This press release constitutes a “designatednews release” for the purposes of the Sprott Physical Copper Trust’s prospectus supplement dated July 8, 2024 to its baseshelf prospectus dated July 3, 2024.
TORONTO, February 17, 2026 – Sprott Asset Management LP (“Sprott Asset Management”), a wholly-owned subsidiary of Sprott Inc. (“Sprott”) (NYSE/TSX: SII), on behalf of the Sprott Physical Copper Trust (TSX: COP.UN) (TSX: COP.U) (the “Trust” or “COP”), a closed-end trust created to invest and hold substantially all of its assets in physical copper metal, today announced that, in connection with the previously announced approval by the United States’ Securities and Exchange Commission (the “SEC”) of a Rule 19b-4 application filed by the NYSE Arca to list and trade COP’s trust units (the “Units”) on NYSE Arca, amendments have been made to the Trust’s trust agreement (the “Trust Agreement”).
The amendments to the Trust Agreement (i) provide that, following COP unitholder approval at a meeting of unitholders as required under applicable Canadian securities laws, COP’s current semi-annual redemption feature will become a monthly redemption feature and the current cap on the number of Units that can be redeemed each redemption period (currently capped at 1.5% of the outstanding Units at the end of the applicable notice period) will be removed, and (ii) make certain consequential changes related to the foregoing and the potential listing of the Units on the NYSE Arca. The date of the COP unitholder meeting will be announced in due course, but the
Trust’s intention is to closely align the date of the unitholder meeting and the effectiveness of a registration statement to be filed under the U.S. Securities Exchange Act of 1934 in respect of the listing of the Units on the NYSE Arca (the “Registration Statement”).
The summary of the amendments in this press release is qualified in its entirety by the provisions of Amendment No. 1 to the Trust Agreement, a copy of which will be filed under the Trust’s profile on SEDAR+ at www.sedarplus.ca. Additional details regarding the COP unitholder meeting will be provided in meeting materials made available at a later date and will also be filed under the Trust’s profile on SEDAR+ at www.sedarplus.ca.
The listing of the Units on the NYSE Arca remains subject to the filing and effectiveness of the Registration Statement. The Trust cannot provide any assurance that it will be successful in achieving a listing of the Units on the NYSE Arca.
About Sprott
Sprott is a global asset manager focused on precious metals and critical materials. At Sprott, we are specialists. We believe our in-depth knowledge, experience and relationships separate us from the generalists. Our investment strategies include Exchange Listed Products, Managed Equities and Private Strategies. Sprott has offices in Toronto, New York, Connecticut and California and Sprott’s common shares are listed on the New York Stock Exchange and the Toronto Stock Exchange under the symbol “SII”. For more information, please visit www.sprott.com. Sprott Asset Management is a wholly-owned subsidiary of Sprott and is the investment manager to the Trust.
About the Trust
Important information about the Trust, including the investment objectives and strategies, applicable management fees, and expenses, is contained in the current annual information form for the Trust and the Trust’s prospectus. Please read these documents carefully before investing. You will usually pay brokerage fees to your dealer if you purchase or sell units of the Trust on a stock exchange. If the units are purchased or sold on a stock exchange, investors may pay more than the current net asset value when buying units or shares of the Trust and may receive less than the current net asset value when selling them. Investment funds are not guaranteed, their values change frequently and past performance may not be repeated.
Forward-Looking Statements
This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”). Forward-looking statements in this press release include, without limitation, statements regarding the listing of the Units on NYSE Arca, the filing and effectiveness of the Registration Statement, and amendments to COP’s redemption feature. With respect to the forward-looking statements contained in this press release, the Trust has made numerous assumptions regarding, among other things: subsequent U.S. listing of the Units, ability to obtain unitholder approval for amendments to COP’s redemption feature, as well as dynamics in the copper market. While the Trust considers these assumptions to be reasonable, these assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies. Additionally, there are known and unknown risk factors and uncertainties that could cause the Trust's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements contained in this press release. A discussion of certain risks and uncertainties facing the Trust appears in the Trust’s Annual Information Form for the year ended December 31, 2024, and its prospectus supplement dated July 8, 2024 and related short-form base shelf prospectus dated July 3, 2024, as updated by the Trust's continuous disclosure filings, which are available at www.sedarplus.ca. All forward-looking statements herein are qualified in their entirety by this cautionary statement, and the Trust disclaims any obligation to revise or update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments, except as required by law.
Contact:
Glen Williams
Senior Managing Partner
Investor and Institutional Client Relations
Direct: 416-943-4394
gwilliams@sprott.com