TMC the metals Co (TMC) CFO sells 345,619 shares for RSU tax

Rhea-AI Filing Summary

TMC the metals Co Inc. Chief Financial Officer Craig Shesky reported selling a total of 345,619 common shares of TMC in open-market transactions on March 24–26, 2026 at average prices around $4.53–$4.74 per share. According to the filing, these sales were executed as automatic “sell to cover” transactions to satisfy tax withholding obligations arising from the vesting of restricted stock units granted on March 20, 2023, March 20, 2024 and March 20, 2025, and are described as non-discretionary. Following these transactions, Shesky directly holds 1,425,841 common shares of TMC.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Shesky Craig

(Last) (First) (Middle)

C/O TMC THE METALS COMPANY INC.,

1111 WEST HASTINGS STREET, 15TH FLOOR

(Street)

VANCOUVER V6E 2J3

(City) (State) (Zip)

BRITISH COLUMBIA, CANADA

(Country)

2. Issuer Name and Ticker or Trading Symbol
TMC the metals Co Inc. [ TMC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	03/24/2026		S(1)		51,941	D	$4.738(2)	1,719,519	D
Common Shares	03/25/2026		S(1)		78,186	D	$4.582(3)	1,641,333	D
Common Shares	03/26/2026		S(1)		215,492	D	$4.533(4)	1,425,841	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported in this Form 4 were effected to cover tax withholding obligations in connection with the vesting of restricted stock units that were granted to the Reporting Person under the Issuer's long-term incentive plan on March 20, 2023, March 20, 2024 and March 20, 2025 and previously reported by the Reporting Person on the Statement of Changes in Beneficial Ownership of Securities on Form 4 filed on March 24, 2026 pursuant to an automatic "sell to cover" transaction and do not represent a discretionary transaction by the Reporting Person.

2. The price reflects the average selling price of the common shares sold. These common shares were sold in multiple transactions at prices ranging from $4.67 to $4.88 per common share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of common shares sold at each price.

3. The price reflects the average selling price of the common shares sold. These common shares were sold in multiple transactions at prices ranging from $4.47 to $4.85 per common share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of common shares sold at each price.

4. The price reflects the average selling price of the common shares sold. These common shares were sold in multiple transactions at prices ranging from $4.40 to $4.61 per common share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of common shares sold at each price.

	/s/ Michelle Ancosky, Attorney-In-Fact	03/26/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did TMC (TMC) disclose for its CFO?

TMC the metals Co Inc. reported that CFO Craig Shesky sold 345,619 common shares. The sales occurred over March 24–26, 2026 and were linked to tax withholding on vested restricted stock units.

How many TMC (TMC) shares did the CFO sell and at what prices?

Craig Shesky sold 345,619 TMC common shares in three transactions. Reported average prices were about $4.74, $4.58 and $4.53 per share, reflecting multiple trades within stated intraday price ranges.

Why did the TMC (TMC) CFO sell shares in this Form 4 filing?

The filing states the CFO’s sales were made to cover tax withholding obligations. They relate to the vesting of restricted stock units granted in 2023, 2024 and 2025, and are described as automatic “sell to cover” transactions.

Were the TMC (TMC) CFO’s share sales discretionary trades?

No. The footnotes explain the Form 4 sales were automatic “sell to cover” transactions. They were executed to satisfy tax withholding on vested restricted stock units and are specifically described as not discretionary decisions by the CFO.

How many TMC (TMC) shares does the CFO hold after these sales?

After completing the reported transactions, CFO Craig Shesky directly holds 1,425,841 TMC common shares. This post-transaction balance is disclosed in the Form 4 as the total shares beneficially owned following the sales.

What RSU grants are tied to the TMC (TMC) CFO’s tax-related sales?

The tax-related sales are connected to restricted stock units granted on March 20, 2023, March 20, 2024 and March 20, 2025. The RSU vesting triggered tax withholding obligations that were satisfied through the automatic share sales.