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  4. [Form 3] Lifezone Metals Ltd Initial Statement of Beneficial Ownership

Lifezone Metals (NYSE: LZM) CTO discloses shares, RSUs, options and earnouts

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Lifezone Metals Ltd Chief Technology Officer Michael David Adams filed an initial ownership report showing his equity position in the company. He directly holds 342,960 Lifezone Metals Ordinary Shares, alongside several equity-based awards tied to future performance and service conditions.

Adams holds restricted stock units representing 200,000 underlying ordinary shares, which vest in three equal installments on April 7, 2026, September 7, 2026 and April 7, 2027, with each RSU delivering one ordinary share. He also holds 97,261 earnout units expiring on July 6, 2028, vesting in two equal tranches if the daily VWAP of Lifezone Metals shares is at least $14.00 or $16.00 for any 20 trading days.

In addition, Adams has stock options over 179,707 ordinary shares at an exercise price of $4.40 per share, expiring on August 14, 2030. These options were granted on August 14, 2025 and vest in three equal installments on November 1, 2025, August 14, 2026 and August 14, 2027.

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Insider Adams Michael David
Role Chief Technology Officer
Type Security Shares Price Value
holding Lifezone Metals Restricted Stock Units -- -- --
holding Lifezone Metals Earnout Units -- -- --
holding Lifezone Metals Stock Options -- -- --
holding Lifezone Metals Ordinary Share -- -- --
Holdings After Transaction: Lifezone Metals Restricted Stock Units — 200,000 shares (Direct); Lifezone Metals Earnout Units — 97,261 shares (Direct); Lifezone Metals Stock Options — 179,707 shares (Direct); Lifezone Metals Ordinary Share — 342,960 shares (Direct)
Footnotes (1)
  1. RSUs vest equally in three installments on April 7, 2026, September 7, 2026 and April 7, 2027. Each Restricted Stock Unit represents a contingent right to receive one ordinary share of Lifezone Metals Limited. Vest in two equal tranches if the daily VWAP of Lifezone Metals shares for any 20 trading days is greater than or equal to $14.00 ("Tranche 1") or $16.00 ("Tranche 2") The Stock Options were granted on August 14, 2025, and vest in three equal installments on November 1, 2025, August 14, 2026 and August 14, 2027
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Adams Michael David
(Last) (First) (Middle)
233/17 MOO 4 THEPKRASATTRI, THALANG
(Street)
PHUKET W1 83110
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026 		3. Issuer Name and Ticker or Trading Symbol
Lifezone Metals Ltd [ LZM ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Technology Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Lifezone Metals Ordinary Share 342,960 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Lifezone Metals Restricted Stock Units (1) (1) Lifezone Metals Ordinary Share 200,000 (2) D
Lifezone Metals Earnout Units (3) 07/06/2028 Lifezone Metals Ordinary Share 97,261 (3) D
Lifezone Metals Stock Options (4) 08/14/2030 Lifezone Metals Ordinary Share 179,707 $4.4 D
Explanation of Responses:
1. RSUs vest equally in three installments on April 7, 2026, September 7, 2026 and April 7, 2027.
2. Each Restricted Stock Unit represents a contingent right to receive one ordinary share of Lifezone Metals Limited.
3. Vest in two equal tranches if the daily VWAP of Lifezone Metals shares for any 20 trading days is greater than or equal to $14.00 ("Tranche 1") or $16.00 ("Tranche 2")
4. The Stock Options were granted on August 14, 2025, and vest in three equal installments on November 1, 2025, August 14, 2026 and August 14, 2027
Remarks:
Mike Adams 03/17/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What equity holdings does Lifezone Metals (LZM) CTO Michael Adams report on his Form 3?

Michael David Adams reports direct ownership of 342,960 Lifezone Metals Ordinary Shares. He also discloses equity awards including restricted stock units, earnout units and stock options that, if vested and exercised, relate to additional ordinary shares of Lifezone Metals.

How many restricted stock units does the Lifezone Metals (LZM) CTO hold and when do they vest?

Michael Adams holds restricted stock units over 200,000 underlying ordinary shares. These RSUs vest in three equal installments on April 7, 2026, September 7, 2026 and April 7, 2027, with each unit representing a contingent right to receive one ordinary share.

What are the terms of the earnout units reported by Lifezone Metals (LZM) CTO?

Adams holds 97,261 Lifezone Metals Earnout Units expiring on July 6, 2028. They vest in two equal tranches if the daily VWAP of Lifezone Metals shares reaches at least $14.00 for Tranche 1 or $16.00 for Tranche 2 over any 20 trading days.

What stock options does the Lifezone Metals (LZM) CTO hold according to the Form 3?

He holds stock options over 179,707 Lifezone Metals Ordinary Shares with an exercise price of $4.40 per share. These options were granted on August 14, 2025, vest in three equal installments, and expire on August 14, 2030.

Does the Lifezone Metals (LZM) Form 3 for the CTO show any recent share purchases or sales?

The Form 3 lists holding entries for ordinary shares, restricted stock units, earnout units and stock options, with transaction codes and directions marked as unknown. The summarized data show no recorded buy or sell transactions in this filing.

How do the restricted stock units for Lifezone Metals (LZM) CTO convert into shares?

Each restricted stock unit represents a contingent right to receive one Lifezone Metals ordinary share. Delivery of these shares depends on the RSUs vesting on their scheduled dates between April 2026 and April 2027, as disclosed in the footnotes.