PureCycle Technologies (PCT) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 7, 2026, with shareholders voting on director elections, auditor ratification, and executive compensation approval.

• Record 22.4MM pounds of resin produced in 2025, with four consecutive quarters of revenue growth.

• Expansion includes a new facility in Thailand and a €40MM EU grant for a Belgian facility.

• Received GreenCircle and APR certifications, and EU REACH compliance.

• Forward-looking statements highlight ongoing risks and uncertainties, with management retaining flexibility to adjust plans.

Voting matters and shareholder proposals

• Shareholders will elect nine directors, ratify Grant Thornton LLP as auditor for 2026, and approve executive compensation on an advisory basis.

• Board recommends voting FOR all proposals.

• Shareholder proposals for 2027 must be submitted by November 27, 2026, with specific nomination and universal proxy rules outlined.

Board of directors and corporate governance

• Nine director nominees, including two new appointees, with diverse backgrounds in chemicals, finance, and sustainability.

• Board committees: Audit & Finance, Compensation, Nominating & Corporate Governance, and Operational Excellence.

• Leadership structure separates Chairman and CEO roles, with a Lead Independent Director providing additional oversight.

• Governance framework includes a Code of Conduct, insider trading policy, and annual board/committee evaluations.

• Stock ownership guidelines require directors to hold 4x their annual base cash retainer.