| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TMC | Common Shares | Award | +575K | 575K | Sep 9, 2021 | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F1, F2 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TMC | Stock Option (right to buy) | Award | +467K | 467K | Sep 9, 2021 | Common Shares | 467K | $0.65 | Direct | F3, F4, F5 | |||
| transaction | TMC | Stock Option (right to buy) | Award | +219K | 219K | Sep 9, 2021 | Common Shares | 219K | $0.65 | Direct | F6, F7, F8 | |||
| transaction | TMC | Stock Option (right to buy) | Award | +1.01M | 1.01M | Sep 9, 2021 | Common Shares | 1.01M | $0.65 | Direct | F9, F10, F11 | |||
| transaction | TMC | Class A Special Shares | Award | +12.5K | 12.5K | Sep 9, 2021 | Common Shares | 12.5K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class B Special Shares | Award | +25.1K | 25.1K | Sep 9, 2021 | Common Shares | 25.1K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class C Special Shares | Award | +25.1K | 25.1K | Sep 9, 2021 | Common Shares | 25.1K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class D Special Shares | Award | +50.2K | 50.2K | Sep 9, 2021 | Common Shares | 50.2K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class E Special Shares | Award | +50.2K | 50.2K | Sep 9, 2021 | Common Shares | 50.2K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class F Special Shares | Award | +50.2K | 50.2K | Sep 9, 2021 | Common Shares | 50.2K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class G Special Shares | Award | +62.7K | 62.7K | Sep 9, 2021 | Common Shares | 62.7K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 | ||||
| transaction | TMC | Class H Special Shares | Award | +62.7K | 62.7K | Sep 9, 2021 | Common Shares | 62.7K | JOZEM Pty Ltd., Trustee of the O'Sullivan Family Trust No 1 | F2, F12 |
| Id | Content |
|---|---|
| F1 | On September 9, 2021, Sustainable Opportunities Acquisition Corp. ("SOAC") (the former name of the Issuer), consummated its initial business combination (the "Business Combination") with DeepGreen Metals Inc. ("DeepGreen") and changed its name to "TMC the metals company Inc." or "TMC". In connection with the Business Combination, these Common Shares were received in exchange for 575,110 Class A ordinary shares of SOAC. |
| F2 | Anthony O'Sullivan is the sole director of JOZEM Pty Ltd. which is the trustee of The O'Sullivan Family Trust No. 1. |
| F3 | Fully vested as of June 1, 2020. |
| F4 | Also includes the right to purchase 10,188 Class A Special Shares, 20,377 Class B Special Shares, 20,377 Class C Special Shares, 40,754 Class D Special Shares, 40,754 Class E Special Shares, 40,754 Class F Special Shares, 50,942 Class G Special Shares and 50,942 Class H Special Shares. |
| F5 | Received in connection with the Business Combination in exchange for a stock option to acquire 403,300 shares of DeepGreen common stock for $0.75 per share. |
| F6 | Fully vested as of March 4, 2021. |
| F7 | Also includes the right to purchase 4,771 Class A Special Shares, 9,543 Class B Special Shares, 9,543 Class C Special Shares, 19,087 Class D Special Shares, 19,087 Class E Special Shares, 19,087 Class F Special Shares, 23,859 Class G Special Shares and 23,859 Class H Special Shares. |
| F8 | Received in connection with the Business Combination in exchange for a stock option to acquire 188,889 shares of DeepGreen common stock for $0.75 per share. |
| F9 | These stock options vest as follows, subject to continued service through each vesting threshold: (i) 25% if TMC's market capitalization equals or exceeds $3.0 billion; (ii) 35% if TMC's market capitalization equals or exceeds $6.0 billion; (iii) 20% if the International Seabed Authority grants an exploitation contract to TMC; and (iv) 20% upon the commencement of the first commercial production following the grant of the exploitation contract. |
| F10 | Also includes the right to purchase 22,064 Class A Special Shares, 44,128 Class B Special Shares, 44,128 Class C Special Shares, 88,256 Class D Special Shares, 88,256 Class E Special Shares, 88,256 Class F Special Shares, 110,321 Class G Special Shares and 110,321 Class H Special Shares. |
| F11 | Received in connection with the Business Combination in exchange for a stock option to acquire 873,385 shares of DeepGreen common stock for $0.75 per share. |
| F12 | Each of the Class A Special Shares, the Class B Special Shares, the Class C Special Shares, the Class D Special Shares, the Class E Special Shares, the Class F Special Shares, the Class G Special Shares and the Class H Special Shares (collectively, the "Special Shares") automatically convert into Common Shares on a one for one basis, if on any twenty trading days within any thirty trading day period, the Common Shares trade for a price that is greater than or equal to the price threshold for such class of Special Shares (the "Price Threshold") described below, or in the event of certain changes of control. The Price Thresholds for the Special Shares are as follows: Class A Special Shares ($15.00), Class B Special Shares ($25.00), Class C Special Shares ($35.00), Class D Special Shares ($50.00), Class E Special Shares ($75.00), Class F Special Shares ($100.00), Class G Special Shares ($150.00), and Class H Special Shares ($200.00). |