Form 4 for TMC TMC the metals Co Inc.
Accepted 2026-01-09 00:00:00 ET · period of report 2026-01-08 · accession 0001104659-26-002541 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2026-01-09 | 2026-01-08 | TMC | Greig Andrew Carlyle | Dir | M - OptEx | $2.46 | +622.1K | 5.07M | +14% | +$1.53M |
| DM | 2026-01-09 | 2026-01-08 | TMC | Greig Andrew Carlyle | Dir | M - OptEx | — | -255.6K | 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 | 2026-01-08 | M | A | 11,578 | $0.52 | 4,459,497 | D | — | — | |
| 2 | Common | Common Shares | 2026-01-08 | M | A | 578,931 | $2.60 | 5,038,428 | D | — | — | |
| 3 | Common | Common Shares | 2026-01-08 | M | A | 31,602 | $0.65 | 5,070,030 | D | — | — | |
| 4 | Derivative | Stock Option (right to buy) | 2026-01-08 | M | D | 578,931 | — | 0 | D | $2.60 · — to 2026-01-27 | 578,931 Common Shares | (F6) Received by the Reporting Person as described in the Form 3 submitted by the Reporting Person on October 12, 2022. (F7) Was fully vested as of July 1, 2020. |
| 5 | Derivative | Class H Special Shares | 2026-01-08 | M | A | 67,867 | — | 514,691 | D | — · — to — | 67,867 Common Shares | (F11) 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). |
| 6 | Derivative | Class G Special Shares | 2026-01-08 | M | A | 67,867 | — | 514,691 | D | — · — to — | 67,867 Common Shares | (F11) 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). |
| 7 | Derivative | Class F Special Shares | 2026-01-08 | M | A | 54,293 | — | 411,752 | D | — · — to — | 54,293 Common Shares | (F11) 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). |
| 8 | Derivative | Class E Special Shares | 2026-01-08 | M | A | 54,293 | — | 411,752 | D | — · — to — | 54,293 Common Shares | (F11) 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). |
| 9 | Derivative | Class D Special Shares | 2026-01-08 | M | A | 54,293 | — | 411,752 | D | — · — to — | 54,293 Common Shares | (F11) 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). |
| 10 | Derivative | Class C Special Shares | 2026-01-08 | M | A | 27,146 | — | 205,875 | D | — · — to — | 27,146 Common Shares | (F11) 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). |
| 11 | Derivative | Class B Special Shares | 2026-01-08 | M | A | 27,146 | — | 205,875 | D | — · — to — | 27,146 Common Shares | (F11) 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). |
| 12 | Derivative | Class A Special Shares | 2026-01-08 | M | A | 13,572 | — | 102,937 | D | — · — to — | 13,572 Common Shares | (F11) 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). |
| 13 | Derivative | Stock Option (right to buy) | 2026-01-08 | M | D | 31,602 | — | 94,805 | D | $0.65 · — to 2028-06-01 | 31,602 Common Shares | (F6) Received by the Reporting Person as described in the Form 3 submitted by the Reporting Person on October 12, 2022. (F13) Also includes the right to purchase 2,069 Class A Special Shares, 4,137 Class B Special Shares, 4,137 Class C Special Shares, 8,274 Class D Special Shares, 8,274 Class E Special Shares, 8,274 Class F Special Shares, 10,343 Class G Special Shares and 10,343 Class H Special Shares. (F9) These stock options vest in increments upon the occurrence of certain milestones, subject to continued service through each milestone. |
| 14 | Derivative | Stock Option (right to buy) | 2026-01-08 | M | D | 11,578 | — | 0 | D | $0.52 · — to 2026-01-27 | 11,578 Common Shares | (F6) Received by the Reporting Person as described in the Form 3 submitted by the Reporting Person on October 12, 2022. (F4) Was fully vested as of February 17, 2021. |