Kaiser Aluminum (KALU) Proxy Filing summary

Executive summary

• 2024 net sales reached $3.02 billion, with conversion revenue of $1.46 billion and net income of $66 million, despite a complex market environment.

• Adjusted EBITDA was $241 million, with a strengthened margin over the prior year; a change from LIFO to WAC inventory accounting was implemented for better comparability.

• $181 million was invested in capital expenditures, and $51 million was returned to shareholders via dividends.

• The company continued a multi-year investment cycle, including upgrades at Warrick and Trentwood mills to support higher-margin and high-demand products.

• Focus areas included customer relationships, sustainability, and employee safety, with ongoing efforts to meet 2030 GHG emissions reduction targets.

Voting matters and shareholder proposals

• Election of three directors for three-year terms.

• Advisory vote on executive compensation.

• Ratification of Deloitte & Touche LLP as independent auditor for 2025.

• Board recommends voting for all proposals.

Board of directors and corporate governance

• Board consists of 10 members, 90% independent, with diverse backgrounds and 70% having tenure of less than six years.

• Board refreshment and succession planning are ongoing, with a focus on diversity and critical skills.

• USW Director Designation Agreement extended to 2030, ensuring at least 40% of directors are USW-nominated.

• Five standing committees: executive, audit, compensation, nominating and corporate governance, and sustainability.

• Annual board and committee assessments, with third-party evaluation every three years.