Lithium Americas (LAC) Proxy filing summary

Executive summary

• Fiscal year 2024 marked major milestones, including securing a $2.26 billion DOE loan for Thacker Pass construction and a $625 million GM joint venture, making Thacker Pass the world's largest measured lithium reserve as of January 2025.

• The company achieved fully funded status for construction, with significant cash reserves and additional investments from Orion and GM, targeting mechanical completion in late 2027.

• The 2025 Annual and Special Meeting will be held virtually on June 11, 2025, with shareholders of record as of April 15, 2025, entitled to vote.

Voting matters and shareholder proposals

• Shareholders will vote to fix the number of directors at eight, elect eight Board-nominated directors, appoint PwC as auditor, and approve the Amended and Restated Equity Incentive Plan (A&R Plan).

• The Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be submitted by December 31, 2025.

Board of directors and corporate governance

• The Board consists of eight nominees, five of whom are independent; committees include Audit & Risk, Compensation & Leadership, Governance & Nomination, Safety & Sustainability, and Technical.

• The Board has a Lead Independent Director and conducts annual assessments and ongoing director education.

• The company adheres to Canadian and US governance standards, with a comprehensive Code of Conduct and annual compliance certification.