Welcome to our dedicated page for Tmc The Metals Company SEC filings (Ticker: TMC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for TMC the metals company Inc. (Nasdaq: TMC) provides access to the company’s official U.S. regulatory disclosures. As an emerging growth company incorporated in British Columbia, Canada, with common shares and warrants listed on the Nasdaq Stock Market, TMC files current and periodic reports that document its deep-sea polymetallic nodule projects, financing activities and governance matters.
Among the most informative filings for investors are Form 8-K current reports. Recent 8-Ks describe material events such as revised sponsorship agreements for Tonga Offshore Mining Ltd (TOML), strategic equity financings including a private placement with Korea Zinc and a registered direct offering, and the publication of technical economic assessments prepared under Regulation S-K Subpart 1300. Other 8-Ks furnish press releases announcing quarterly results, corporate updates and strategy events.
TMC also files Technical Report Summaries as exhibits under Item 9.01 of Form 8-K, including the S-K 1300 NORI Area D Technical Report (Pre-Feasibility Study) and the Initial Assessment for TOML and NORI properties in the Clarion Clipperton Zone. These reports, prepared and signed by independent and company-affiliated Qualified Persons, outline mineral resources and reserves, conceptual mine plans, processing routes and economic projections, and are accompanied by consents from the Qualified Persons.
On this page, users can review TMC’s SEC submissions to understand how the company characterizes its resource base, regulatory strategy under the International Seabed Authority and U.S. DSHMRA regimes, sponsorship obligations to Nauru and Tonga, and capital-raising transactions. AI-powered tools summarize lengthy filings, highlight key items such as new technical reports, warrant issuances and sponsorship terms, and help readers quickly locate information on topics like mineral reserve declarations, regulatory milestones and financing structures.
For deeper research, investors can examine exhibits such as technical reports, sponsorship agreements, deeds of guarantee and indemnity, and consent letters from Qualified Persons, all referenced within TMC’s SEC filings.
TMC The Metals Company Inc. reported that its wholly owned subsidiary, The Metals Company USA, LLC, has submitted a consolidated application to the U.S. National Oceanic and Atmospheric Administration (NOAA). The application seeks both an exploration license and a commercial recovery permit for polymetallic nodules in international waters of the Clarion Clipperton Zone in the Pacific Ocean.
The company notes that this was filed under NOAA’s new consolidated application and review process and represents the first submission of its kind. Details of the application and related forward-looking statements are described further in a press release furnished as an exhibit.
TMC the metals Co Inc. director Greig Andrew Carlyle reported multiple stock option exercises on January 8, 2026. He exercised options to acquire 11,578, 578,931 and 31,602 common shares at exercise prices of $0.52, $2.60 and $0.65 per share, respectively, increasing his directly held common shares to 5,070,030.
In connection with these cash exercises, he also received several classes of "Special Shares" (Classes A through H) for no additional consideration. These Special Shares automatically convert into common shares on a one‑for‑one basis if the common share price meets specified volume‑weighted thresholds ranging from $15.00 for Class A to $200.00 for Class H over a defined trading period, or upon certain change‑of‑control events.
TMC the metals company Inc. reported that it has released its financial results for the third quarter ended September 30, 2025 and provided a broader business update through a press release furnished as an exhibit. The company also scheduled a conference call on November 13, 2025 at 4:30 p.m. ET to discuss these results and developments.
The information, including the press release, is being furnished rather than filed under securities laws, which limits certain legal liabilities and incorporation by reference. The company also highlights that the release contains forward-looking statements and directs readers to the cautionary note included in the press release.
TMC the metals company Inc. reported a larger quarterly loss as it ramped financing and recorded non-cash fair value changes. For the quarter ended September 30, 2025, net loss was $184.5 million, driven by a $131.0 million increase in the fair value of its royalty liability and higher share-based compensation. Operating expenses included exploration and evaluation of $9.6 million and general and administrative of $45.7 million.
Liquidity improved: cash was $115.6 million and total assets $175.6 million, supported by an $85.2 million investment from Korea Zinc and a $37.0 million registered direct offering, plus $14.8 million from ATM sales. Total liabilities were $216.2 million, with equity at $(40.6) million. Year to date, the company expensed $38.1 million related to Nauru and Tonga warrants and recognized $62.3 million of share-based compensation.
Shares outstanding were 408,855,173 as of September 30, 2025, and 413,492,045 as of November 12, 2025. Accounts payable and accrued liabilities were $46.8 million, including $32.9 million owed to Allseas and affiliates. Net cash provided by financing activities was $143.5 million, lifting period-end cash balances.
Amendment to Schedule 13G reporting corrected beneficial ownership. William George Brumder II filed Amendment No. 1 to his Schedule 13G for TMC the metals Co Inc. to correct the number of Common Shares underlying warrants previously misstated. The filing reports that Mr. Brumder beneficially owns 21,067,781 Common Shares, representing approximately 5.2% of the issued and outstanding Common Shares based on a denominator of 407,467,921 shares. The position includes 1,075,000 Common Shares underlying exchange-traded warrants exercisable at $11.50 per share and 2,492,200 Common Shares underlying call options exercisable within 60 days. The warrants expire on September 9, 2026.
TMC the metals Co Inc. reporting officer Anthony O'Sullivan received a grant of 1,000,000 restricted stock units (RSUs) on 09/23/2025 under the company long-term retention plan. Each RSU converts to one common share upon vesting. Following the grant, the reporting person beneficially owns 2,125,667 common shares in total. The RSUs vest only if the officer remains employed through the retention date of September 1, 2028 and if share-price performance thresholds are met: 50% of the RSUs vest if the 30-day average closing price reaches $10.00 on or before April 16, 2029, and the remaining 50% vest if the 30-day average reaches $12.50 on or before April 16, 2029. Shares delivered on settlement cannot be sold or transferred before the retention date.
Erika Ilves, Chief Strategy Officer of TMC the metals Co Inc. (TMC) reported multiple transactions in September 2025. On 09/22/2025 she sold 1,591,485 common shares at an average price of $5.77, leaving 1,145,792 shares held directly. On 09/23/2025 she was granted 2,000,000 restricted stock units (RSUs) subject to vesting tied to stock-price milestones and a retention date of September 1, 2029; RSU settlement shares may not be sold before that date.
On 09/24/2025 Ms. Ilves exercised stock options to acquire a total of 1,614,892 common shares for $0.65 per share (1,099,968 + 262,109 + 252,815). After these transactions she beneficially owns 4,760,684 common shares directly and 30,682 indirectly via children. Exercise activity also triggered issuance of multiple classes of Special Shares that convert one-for-one into common shares if specified price thresholds are met or upon certain changes of control; thresholds range from $15 to $200 per class.
Craig Shesky, Chief Financial Officer of TMC the metals Co Inc. (TMC), was granted 2,000,000 restricted stock units (RSUs) on 09/23/2025. Each RSU converts to one common share upon vesting, and the full award is reported as 2,000,000 underlying common shares held directly following the grant.
The RSUs were issued under the companys long-term retention plan and vest only if the reporting person remains employed through the retention date of September 1, 2029, and if specified average share price performance targets are met by April 16, 2029: 50% vest if the trailing 30-day average closing price reaches $10.00 and the remaining 50% vest if that average reaches $12.50. Shares received upon settlement may not be sold or transferred prior to the retention date.
William George Brumder II reports beneficial ownership of 21,992,781 common shares of TMC the metals Co Inc., representing approximately 5.4% of the outstanding class. This total includes 2,000,000 common shares underlying exchange-traded warrants exercisable at $11.50 per share and expiring at 5:00 p.m. EST on September 9, 2026, and 2,492,200 common shares underlying call options exercisable within 60 days of the filing date. The percentage calculation uses a share base of 408,392,921 common shares, which incorporates the 2,000,000 shares issuable on exercise of the reported warrants. Mr. Brumder reports sole voting and dispositive power over 21,992,781 shares and certifies the holdings were not acquired to influence control of the issuer.
TMC the metals Co Inc. (TMCWW) filed a Form 144 to notify a proposed sale of 1,591,485 common shares through Merrill Lynch with an aggregate market value of $9,185,980.34. The filing states the issuer has 406,392,921 shares outstanding and lists an approximate sale date of 09/22/2025 on NASDAQ. The shares to be sold were acquired entirely through vesting of restricted stock unit awards granted under the issuer's equity compensation plan on multiple dates from 02/09/2022 to 03/20/2025, and the sum of those vested tranches equals the number of shares proposed for sale. The filing contains no information about the seller's relationship to the issuer beyond the acquisition method, and no sales in the past three months are reported.