Rare Earths Americas (REA) Proxy filing summary

Executive summary

• The annual meeting is scheduled for November 12, 2026, with voting on director elections and auditor ratification.

• Stockholders can vote online, by mail, or at the virtual meeting, with materials available electronically or by request.

• The record date for voting eligibility is September 21, 2026, with 20,512,381 shares outstanding.

Voting matters and shareholder proposals

• Six directors are nominated for election to serve until the 2027 annual meeting.

• Ratification of BDO USA, P.C. as independent auditor for fiscal year ending December 31, 2026, is proposed.

• Board recommends voting FOR all director nominees and FOR auditor ratification.

• Shareholder proposals for the 2027 meeting must be submitted by January 15, 2027.

Board of directors and corporate governance

• Board consists of six nominees with diverse backgrounds in finance, mining, government, and technology.

• Board leadership includes an Executive Chairman and a Lead Independent Director.

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, all with independent chairs.

• Corporate Governance Guidelines and Code of Ethics are in place and reviewed annually.

• Insider Trading Policy prohibits trading on material nonpublic information and hedging transactions.