Hycroft Mining (HYMC) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on December 9, 2025, to elect five directors, approve a new performance and incentive pay plan, and ratify the appointment of Baker Tilly as the independent auditor for 2025.

• The board recommends voting in favor of all proposals and has set October 15, 2025, as the record date for voting eligibility.

• Proxy materials are available online, and shareholders are encouraged to vote electronically or by mail.

Voting matters and shareholder proposals

• Proposals include electing five directors, approving the 2025 Performance and Incentive Pay Plan, and ratifying Baker Tilly as auditor.

• The board unanimously recommends voting FOR all proposals.

• Only shareholders of record as of October 15, 2025, may vote.

• Voting can be done online, by phone, or by mail, and instructions are provided in the proxy materials.

Board of directors and corporate governance

• The board will be reduced from seven to five members after the meeting.

• Four of five nominees are independent under Nasdaq standards.

• The board has five standing committees: Audit, Compensation, Nominating and Governance, Safety and Technical, and ESG.

• All committees are composed solely of independent directors.

• The board conducts annual performance evaluations and maintains a separation between the Chairman and CEO roles.