Hecla Mining Company (HL) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 21, 2025, with voting on four key proposals, including director elections, auditor ratification, executive compensation, and an amendment to increase authorized shares.

• 2024 saw record operational and financial performance, including the second-highest silver reserves and production in company history, and record adjusted EBITDA of $337.9 million.

• Strategic focus on operational excellence, portfolio optimization, financial discipline, and silver production in North America.

• Board refreshment continued, with three new directors added in 2024, increasing diversity and reducing average tenure.

Voting matters and shareholder proposals

• Proposal 1: Election of three Class III directors for three-year terms.

• Proposal 2: Ratification of BDO USA, P.C. as independent auditor for 2025.

• Proposal 3: Advisory vote on named executive officer compensation (Say-on-Pay).

• Proposal 4: Amendment to increase authorized common stock from 750 million to 1.25 billion shares.

• Shareholder engagement included outreach to major holders and proxy advisors, with feedback influencing compensation and governance practices.

Board of directors and corporate governance

• Board consists of eight members, seven of whom are independent; 38% are women, and one is a racial/ethnic minority.

• Board refreshment since 2021 added four new directors, enhancing diversity and expertise.

• Committees include Audit, Compensation, Governance and Social Responsibility, HSET, Executive, and Non-Executive Stock Award, all with 100% attendance in 2024.

• Majority voting and director resignation policy in place; board self-evaluations and succession planning are conducted annually.