KAISER ALUMINUM CORP

We periodically review director compensation in relation to other comparable companies and in light of other factors that the compensation committee deems appropriate and discuss director compensation with the full board of directors. In June 2024, to align our director compensation with the market median of our compensation peer companies, the compensation committee recommended, and our board of directors approved, an increase in the annual equity retainer from $130,000 to $140,000, an increase of audit committee chair fee from $15,000 to $22,000, and an increase of audit committee member fee from $7,500 to $12,000.

Pursuant to our current director compensation policy, each of our non-employee directors receives the following compensation:

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an annual retainer of $90,000 per year; and

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an annual grant of restricted stock having a grant date value targeted at $140,000.

In addition, pursuant to our director compensation policy, the Lead Independent Director receives an additional annual retainer of $30,000; the chair of each committee of the board, other than the audit committee, each receives an additional annual retainer of $15,000, and the members of each committee of the board, other than the audit committee, each receive $7,500 for each committee served, with all such amounts payable at the same time as the annual retainer; and each non-employee director receives $12,000 for serving on the audit committee or $22,000 for serving as the audit committee chairperson. The Executive Chairman receives compensation in his role as Executive Chairman in an amount equal to the sum of the annual retainers and meeting fees paid by the Company to its directors for service on the board and the amount of the additional annual retainer paid by the Company to the Lead Independent Director.

If the number of the Company’s board or committee meetings during the year exceeds a reasonable number of expected meetings, the Company will pay an additional meeting fee of $1,500 per day for each meeting attended in person and $750 per day for each meeting attended by phone or virtually to each affected member of the board or committee for each excess meeting.

Each non-employee director may elect to receive shares of common stock in lieu of any or all of the annual retainer, including any additional annual retainer for service as the Lead Independent Director or the chair of a committee of the board of directors. Our stock ownership guidelines require our non-employee directors to own company stock equal in value to six times their annual base retainer.

The payment of annual retainers, including any additional annual retainer for service as Lead Independent Director or the chair of a committee of our board of directors, and the annual grant of restricted stock is made each year on the date on which we hold our annual meeting of stockholders, unless our board of directors determines such payment and grant should occur on another date. The number of shares of common stock to be received in the grant of restricted stock, as well as the number of shares of common stock to be received by any non-employee director electing to receive our common stock in lieu of any or all of his or her annual retainer, including any additional annual retainer, is based on the average of the closing prices per share of our common stock for the 20 trading days prior to the date such grant and payments are made.

We reimburse all of our directors for reasonable and customary travel and other disbursements relating to meetings of our board of directors and committees thereof, as well director board education programs, and non-employee directors are provided accident insurance with respect to company-related business travel.