TMC the metals company (TMC) Proxy filing summary

Voting matters and shareholder proposals

• Shareholders are asked to approve setting the number of board members at ten for the upcoming term.

• Approval of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 is on the agenda.

• Broker non-votes will occur if shareholders do not provide voting instructions for Proposals No. 1 and No. 3; such non-votes will have no effect on the outcome.

• Shareholders holding shares in street name must provide voting instructions to ensure their shares are voted.

• Proxies already submitted remain valid unless revoked or changed by the shareholder.

Board of directors and corporate governance

• Proposal seeks to fix the number of board members at ten for the next term.

Audit committee and external auditor matters

• Appointment of Ernst & Young LLP as the independent registered public accounting firm for the 2026 fiscal year is subject to shareholder approval.