SSR Mining (SSRM) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 8, 2025, will be held virtually; shareholders can vote and submit questions online.

• Key proposals include election of nine directors, advisory vote on executive compensation, and ratification of PricewaterhouseCoopers LLP as auditor.

• Shareholder engagement and feedback have influenced compensation and governance disclosures.

• Notice-and-access mechanism is used for proxy materials, promoting environmental responsibility.

Voting matters and shareholder proposals

• Shareholders will vote on director elections, executive compensation (say-on-pay), and auditor ratification.

• Board recommends voting FOR all proposals.

• No special business matters or additional shareholder proposals are on the agenda.

Board of directors and corporate governance

• Nine director nominees, with a focus on diversity and relevant industry experience; three new directors added in the past three years to enhance board skills and diversity.

• Board leadership structure includes an Executive Chairman and a Lead Independent Director to ensure balanced oversight.

• All committees are composed entirely of independent directors except the Executive Chairman.

• Board skills matrix covers finance, risk, operations, ESG, IT, and governance.

• No term limits for directors; annual performance assessments are conducted.