Form 4 for TMC TMC the metals Co Inc.
Accepted 2025-09-24 00:00:00 ET · period of report 2025-09-22 · accession 0001104659-25-093050 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2025-09-24 | 2025-09-22 | TMC | ILVES Erika | Chief Strategy Off | S - Sale+OE | $5.77 | -1.59M | 1.15M | -58% | -$9.18M |
| DM | 2025-09-24 | 2025-09-24 | TMC | ILVES Erika | Chief Strategy Off | M - OptEx | $0.65 | +1.61M | 4.51M | +56% | +$1.05M |
| D | 2025-09-24 | 2025-09-23 | TMC | ILVES Erika | Chief Strategy Off | A - Grant | $0.00 | +2.00M | 3.15M | +175% | $0 |
| DM | 2025-09-24 | 2025-09-24 | TMC | ILVES Erika | Chief Strategy Off | M - OptEx | — | -663.6K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Shares | 2025-09-22 | S | D | 1,591,485 | $5.77 | 1,145,792 | D | — | — | (F1) The price reflects the average selling price of the common shares sold. These common shares were sold in multiple transactions at prices ranging from $5.68 to $5.91 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. |
| 2 | Common | Common Shares | 2025-09-24 | M | A | 1,099,968 | $0.65 | 4,245,760 | D | — | — | |
| 3 | Common | Common Shares | 2025-09-24 | M | A | 252,815 | $0.65 | 4,760,684 | D | — | — | |
| 4 | Common | Common Shares | 2025-09-23 | A | A | 2,000,000 | $0.00 | 3,145,792 | D | — | — | |
| 5 | Common | Common Shares | 2025-09-24 | M | A | 262,109 | $0.65 | 4,507,869 | D | — | — | |
| 6 | Derivative | Class H Special Shares | 2025-09-24 | M | A | 176,172 | — | 199,855 | D | — · — to — | 176,172 Common Shares | (F14) 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 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). |
| 7 | Derivative | Class G Special Shares | 2025-09-24 | M | A | 176,172 | — | 199,855 | D | — · — to — | 176,172 Common Shares | (F14) 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 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). |
| 8 | Derivative | Class F Special Shares | 2025-09-24 | M | A | 140,937 | — | 159,884 | D | — · — to — | 140,937 Common Shares | (F14) 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 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). |
| 9 | Derivative | Class C Special Shares | 2025-09-24 | M | A | 70,468 | — | 79,941 | D | — · — to — | 70,468 Common Shares | (F14) 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 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). |
| 10 | Derivative | Class D Special Shares | 2025-09-24 | M | A | 140,937 | — | 159,884 | D | — · — to — | 140,937 Common Shares | (F14) 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 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). |
| 11 | Derivative | Class E Special Shares | 2025-09-24 | M | A | 140,937 | — | 159,884 | D | — · — to — | 140,937 Common Shares | (F14) 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 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). |
| 12 | Derivative | Stock Option (right to buy) | 2025-09-24 | M | D | 1,099,968 | — | 0 | D | $0.65 · — to 2028-06-01 | 1,099,968 Common Shares | (F8) Received by the Reporting Person in connection with the September 9, 2021 business combination transaction as described in the Form 4 submitted by the Reporting Person on September 13, 2021. (F6) Was fully vested as of September 1, 2020. |
| 13 | Derivative | Class B Special Shares | 2025-09-24 | M | A | 70,468 | — | 79,941 | D | — · — to — | 70,468 Common Shares | (F14) 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 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). |
| 14 | Derivative | Class A Special Shares | 2025-09-24 | M | A | 35,233 | — | 39,970 | D | — · — to — | 35,233 Common Shares | (F14) 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 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). |
| 15 | Derivative | Stock Option (right to buy) | 2025-09-24 | M | D | 252,815 | — | 758,444 | D | $0.65 · — to 2028-06-01 | 252,815 Common Shares | (F8) Received by the Reporting Person in connection with the September 9, 2021 business combination transaction as described in the Form 4 submitted by the Reporting Person on September 13, 2021. (F13) Also includes the right to purchase 16,548 Class A Special Shares, 33,096 Class B Special Shares, 33,096 Class C Special Shares, 66,192 Class D Special Shares, 66,192 Class E Special Shares, 66,192 Class F Special Shares, 82,741 Class G Special Shares and 82,741 Class H Special Shares. (F11) These stock options vest in increments upon the occurrence of certain milestones, subject to continued service through each milestone, as previously disclosed in the Form 4 submitted by the Reporting Person on September 13, 2021. |
| 16 | Derivative | Stock Option (right to buy) | 2025-09-24 | M | D | 262,109 | — | 0 | D | $0.65 · — to 2028-06-01 | 262,109 Common Shares | (F8) Received by the Reporting Person in connection with the September 9, 2021 business combination transaction as described in the Form 4 submitted by the Reporting Person on September 13, 2021. (F9) Was fully vested as of March 6, 2021. |