Sec Form 4 Filing - Ryfold Ltd @ CENTURY ALUMINUM CO - 2022-12-15

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Ryfold Ltd 2. Issuer Name and Ticker or Trading Symbol CENTURY ALUMINUM CO [ CENX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O OCORIAN LIMITED,, 26 NEW STREET 3. Date of Earliest Transaction (MM/DD/YY) 12/15/2022 (Street) ST HELIER, Y9JE2 3RA 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 12/15/2022 J( 1 )( 2 )( 3 )( 4 )( 5 ) 27,500,000 D 0 I See Footnote( 6 )( 7 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Call Option (obligation to sell) $ 2.7046 12/15/2022 J( 1 )( 2 )( 3 )( 4 )( 5 ) 1 09/14/2017 12/31/2022 Common Stock 27,500,000 ( 5 ) 0 I See Footnote( 6 )( 7 ) Total Return Swap (obligation to sell) ( 3 ) 12/15/2022 J/K( 1 )( 2 )( 3 )( 4 )( 5 ) 1 12/31/2022 12/31/2022 Common Stock 27,500,000( 3 ) ( 5 ) 0 I See Footnote( 6 )( 7 ) Call Option (obligation to sell) $ 100( 4 ) 12/15/2022 J( 1 )( 2 )( 3 )( 4 )( 5 ) 1 09/14/2017 09/14/2027 Common Stock 27,500,000( 4 )( 6 ) ( 5 ) 0 I See Footnote( 6 )( 7 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ryfold Ltd C/O OCORIAN LIMITED, 26 NEW STREET ST HELIER, Y9JE2 3RA X Givolon Ltd C/O OCORIAN LIMITED, 26 NEW STREET ST HELIER, Y9JE2 3RA X Ryfold Trust C/O OCORIAN LIMITED, 26 NEW STREET ST HELIER, Y9JE2 3RA X Ocorian Ltd C/O OCORIAN LIMITED, 26 NEW STREET ST HELIER, Y9JE2 3RA X Signatures RYFOLD LIMITED By: /s/ Shane Hollywood, /s/ Brendan Dowling, For and on behalf of Ocorian Corporate Services (Jersey) Limited and Circle Corporate Services (Jersey) Limited, as Corporate Directors of Ryfold Limited 12/15/2022 Signature of Reporting Person Date GIVOLON LIMITED By: /s/ Shane Hollywood, /s/ Brendan Dowling, For and on behalf of Ocorian Corporate Services (Jersey) Limited and Circle Corporate Services (Jersey) Limited, as Corporate Directors of Givolon Limited 12/15/2022 Signature of Reporting Person Date OCORIAN LIMITED, in its capacity as trustee of THE RYFOLD TRUST By: /s/ Shane Hollywood, Director, /s/ Brendan Dowling, Director 12/15/2022 Signature of Reporting Person Date OCORIAN LIMITED By: /s/ Shane Hollywood, Director, /s/ Brendan Dowling, Director 12/15/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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"). ( 2 )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"). ( 3 )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"). ( 4 )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"). ( 5 )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. ( 6 )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. ( 7 )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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