Alpha Metallurgical Resources (AMR) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 7, 2025, via webcast, with voting on director elections, executive compensation, frequency of say-on-pay votes, and auditor ratification.

• Six directors are nominated for re-election for one-year terms; all are currently serving and have diverse backgrounds in finance, operations, and governance.

• Shareholders of record as of March 10, 2025, are entitled to vote; 13,052,684 shares outstanding.

• The board recommends voting for all proposals and for annual say-on-pay votes.

Voting matters and shareholder proposals

• Proposals include: election of six directors, advisory approval of executive compensation, advisory vote on frequency of say-on-pay (recommended: 1 year), and ratification of RSM as auditor.

• Shareholders may submit director nominations and other business proposals for future meetings, following detailed bylaw procedures.

• Deadlines for 2026 proposals: December 5, 2025 (proxy inclusion), December 8, 2025–January 7, 2026 (bylaw notice).

Board of directors and corporate governance

• Board consists of six members, with a majority independent; only the CEO is not independent.

• Four standing committees: audit, compensation, nominating and corporate governance, and safety, health and environmental.

• All committee chairs are independent; each committee met at least four times in 2024.

• Board members are expected to attend shareholder meetings; all attended in 2024.

• Board diversity and skills include leadership, finance, operations, governance, and ESG.