Ero Copper Corp 2025年度报告

FORM 40-F ☐Registration statement pursuant to Section12 of the Securities Exchange Act of 1934 or For the fiscal year endedDecember 31, 2025 Commission File Number001-40459 ERO COPPER CORP.(Exact name of registrant as specified in its charter) 1000(Primary Standard IndustrialClassification Code) N/A(I.R.S. EmployerIdentification No.) British Columbia, Canada(Province or Other Jurisdiction ofIncorporation or Organization) 625 Howe Street, Suite 1050Vancouver, British ColumbiaV6C 2T6(604) 449-9236(Address and telephone number of registrant’s principal executive offices) CT Corporation System28 Liberty StreetNew York, NY 10005(212) 894-8940(Name, address (including zip code) and telephone number (including area code)of agent for service in the United States) Securities to be registered pursuant to Section12(b) of the Act: New York Stock Exchange Securities registered pursuant to Section12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section15(d) of the Act: None For annual reports, indicate by check mark the information filed with this form: ☒ Audited Annual Financial Statements Indicate the number of outstanding shares of each of the registrant’s classes of capital or common stock as of the close of the periodcovered by the annual report: 104,192,288 common shares were outstanding as at December 31, 2025. Indicate by check mark whether the Registrant: (1)has filed all reports required to be filed by Section13 or 15(d) of the Exchange Actduring the preceding 12 months (or for such shorter period that the Registrant was required to file such reports); and (2)has beensubject to such filing requirements for the past 90 days. Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.Emerging growth company If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if theregistrant has elected not to use the extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section 13(a) of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). FORWARD LOOKING STATEMENTS This Annual Report of Ero Copper Corp. (the “Company”) on Form 40-F, including the exhibits hereto (collectively, the “AnnualReport”), includes certain statements that constitute “forward-looking statements” and “forward-looking information” within themeaning of applicable Canadian securities laws and United States securities laws (collectively, “forward-looking statements”). Thedisclosure provided under “Cautionary Note Regarding Forward Looking Statements” on pages 3 through 6 of the Company’s AnnualInformation Form for the year ended December 31, 2025 (the “AIF”), attached hereto as Exhibit 99.1, is incorporated by referenceherein. Forward-looking statements contained in, or incorporated by reference into, this Annual Report are made as of the date of thisAnnual Report and the Company disclaims any obligation to update or revise any forward-looking statement, whether as a result ofnew information, future events or results or otherwise, except as and to the extent required by applicable securities laws. RESOURCE AND RESERVE ESTIMATES The disclosure provided under “Cautionary Note Regarding Mineral Resource and Mineral Reserve Estimates” on page 8 of the AIF,attached hereto as Exhibit 99.1, is incorporated by reference herein. DISCLOSURE CONTROLS AND PROCEDURES A.Evaluation of disclosure controls and procedures. Disclosure controls and procedures are designed to ensure that (i) information required to be disclosed by the Company in reports thatit files or submits to the Commission under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded,processed, summarized and reported within the time