{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-060347","form_type":"8-K","ticker":"TMC","cik":"0001798562","company_name":"TMC the metals Co Inc.","filed_at":"2025-06-18T23:59:59+00:00","discovered_at":"2026-05-14T18:02:49.756769+00:00","generated_at":"2026-05-19T03:19:22.701082+00:00","sec_items":["1.01","5.02","7.01","9.01"],"event_type":"leadership","sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"TMC appoints Michael Hess and Alex Spiro to board; waives cashless exercise limit on Class B warrants","bullets":["Board size increased to 10; Michael Hess (CIO of Hess Capital) and Alex Spiro (litigator/investor) appointed as directors effective June 16, 2025.","Hess receives compensation via prior consulting agreement, not under Director Compensation Policy; he is not independent and will not serve on committees.","Spiro granted 1,750,000 RSUs (subject to shareholder approval) under 4-year services agreement; also not independent.","Company waived cashless exercise limitation on Class B warrants (8.65M outstanding), allowing immediate cashless exercise; expects to reduce total shares issued.","Appointments support TMC's U.S. seabed mining strategy under Executive Order and permit application with NOAA."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-060347","json":"https://secwatch.observer/filing/0001104659-25-060347.json","markdown":"https://secwatch.observer/filing/0001104659-25-060347.md","text":"https://secwatch.observer/filing/0001104659-25-060347.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1798562/000110465925060347/0001104659-25-060347-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1798562/000110465925060347/tm2518216d2_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-19T03:19:22.701082+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3d6922dce8","claim":"Michael B. Hess was appointed as director at TMC the metals Co Inc..","evidence_excerpt":"appointed Michael B. Hess and Alex Spiro as directors, effective June 16, 2025","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1798562/000110465925060347/0001104659-25-060347-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"a0ddd69599","claim":"Alex Spiro was appointed as director at TMC the metals Co Inc..","evidence_excerpt":"appointed Michael B. Hess and Alex Spiro as directors, effective June 16, 2025","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1798562/000110465925060347/0001104659-25-060347-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"director"}],"fact_type":"executive_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}