Lithium Americas (LAC) Proxy filing summary

Executive summary

• Fiscal year 2025 marked significant progress at the Thacker Pass project, with major construction milestones, full funding secured, and strengthened partnerships with the U.S. Department of Energy, General Motors, and Orion Resource Partners.

• The company achieved inclusion in the S&P/TSX Composite Index and completed three at-the-market equity programs, raising $590.9 million for project and corporate needs.

• As of December 31, 2025, detailed engineering was 93% complete and procurement 60% complete, with peak construction and labor expected in late 2026 and full operational ramp-up targeted for 2028.

Voting matters and shareholder proposals

• Shareholders will vote to fix the number of directors at seven, elect seven Board-recommended nominees, and appoint PwC as the independent registered public accounting firm for the ensuing year.

• The Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 annual meeting must be submitted by March 22, 2027.

Board of directors and corporate governance

• The Board consists of seven nominees, with five expected to qualify as independent under NYSE and SEC standards.

• Board committees include Audit and Risk, Compensation and Leadership, Governance and Nomination, Safety and Sustainability, and Technical Committees, all chaired by independent directors.

• The company maintains a Code of Conduct, annual director assessments, and ongoing director education, including site visits and industry seminars.