Largo Inc. (the "Registrant") is filing this Amendment No. 1 on Form 40-F/A (this "Amendment") to its Annual Report on Form 40-F for the fiscal year ended December 31, 2025 (the "Original Filing"), which was originally filed with the U.S. Securities and Exchange Commission (the "SEC") on April 1, 2026. This Amendment is being filed to file a corrected version of Exhibit 99.3 (Management's Discussion and Analysis of the Registrant for the year ended December 31, 2025), as an incorrect version of such exhibit was inadvertently included with the Original Filing.
In addition, as required by Rule 12b-15 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), new certifications by the Registrant's Principal Executive Officer and Principal Financial Officer are filed herewith as exhibits to this Amendment, in the Exhibit Index attached hereto, pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act. The Registrant is also including new certifications under Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) (Section 906 of the Sarbanes-Oxley Act of 2002) as exhibits to this Amendment, in the Exhibit Index attached hereto.
Other than as expressly set forth herein, this Amendment does not, and does not purport to, amend, update or restate the information in the Original Filing or reflect any events that have occurred after the Original Filing was made. Information not affected by this Amendment remains unchanged and reflects the disclosures made at the time at which the Original Filing was made. No changes have been made to the financial statements of the Registrant as contained in the Original Filing. Accordingly, this Amendment should be read together with the Original Filing and the Registrant's other filings with the SEC.