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PureCycle Technologies, Inc.

For the period ended May 8, 2024. Filed Mar 28, 2024.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 8, 2024 · Filed Mar 28, 2024

Use the contents to explore the available documents and sections.

PCT$1.67-11.4%Stored close · as of Nov 6, 2026
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Table of Contents

Page
NOTICE OF 2024 ANNUAL GENERAL MEETINGi
GENERAL INFORMATION ABOUT THE ANNUAL MEETING AND VOTING1
PROPOSAL ONE — ELECTION OF DIRECTORS6
BOARD OF DIRECTORS AND EXECUTIVE OFFICERS7
Director Nominees and Qualifications7
Current Executive Officers9
Director Compensation9
CORPORATE GOVERNANCE12
Governance Overview12
Board Independence13
Leadership Structure13
Board Role in Risk Oversight14
Board Committees and Meetings14
Board Composition and Refreshment17
Related Party Policy and Transactions19
PROPOSAL TWO — RATIFY GRANT THORNTON LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 202422
AUDIT AND FINANCE COMMITTEE REPORT24
PROPOSAL THREE — ADVISORY APPROVAL OF NAMED EXECUTIVE OFFICER COMPENSATION26
EXECUTIVE COMPENSATION27
Compensation Discussion and Analysis27
Compensation Committee Interlocks and Insider Participation40
Compensation Committee Report40
Compensation Tables41
Potential Payments Upon Termination or Change in Control45
Securities Authorized for Issuance Under Equity Compensation Plans48
CEO Pay Ratio49
Pay versus Performance50
OTHER MATTERS53
Stock Ownership of Major Shareholders, Executive Officers and Directors53
Delinquent Section 16(a) Reports55
Other Proxy Information56

Forward-looking statements. Except for historical and factual information contained herein, matters set forth in this Proxy Statement identified by words such as “expects,” “believes,” “will” and similar expressions are forward-looking statements under the Securities Act of 1933, as amended (the “Securities Act”), and the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are subject to the “safe harbor” protection thereunder. These forward-looking statements are not guarantees of future results and are based on current expectations only and are subject to uncertainties. These risks and uncertainties include, but are not limited to, the risks detailed in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Actual events and results may differ materially from those anticipated by us in those statements due to several factors, including those disclosed in our other filings with the SEC. We may change our intentions or plans discussed in our forward-looking statements without notice at any time and for any reason.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.