Newmont Corp Proxy Statement Filed

TL;DR

NEWMONT proxy filed - shareholders vote on directors & pay soon.

AI Summary

Newmont Corporation filed a Definitive Proxy Statement (DEFA14A) on April 12, 2024, for its annual meeting. The filing details the company's governance, executive compensation, and proposals to be voted on by shareholders. Key items likely include the election of directors and ratification of independent auditors.

Why It Matters

This filing provides shareholders with crucial information to make informed voting decisions on company leadership and policies, impacting the company's future direction and shareholder value.

Risk Assessment

Risk Level: low — This is a standard proxy filing, providing information for shareholder votes, and does not inherently indicate new risks.

Key Players & Entities

• NEWMONT Corp (company) — Registrant
• 0001104659-24-046837 (filing_id) — Accession Number
• 20240412 (date) — Filing Date
• DE (jurisdiction) — State of Incorporation
• DENVER (location) — Business Address City
• 303-863-7414 (phone_number) — Business Phone

FAQ

Key Financial Figures

• $300,000 — ted in 2021, when it was decreased from $300,000 to $280,000, with the prior value havin
• $280,000 — when it was decreased from $300,000 to $280,000, with the prior value having been in pl
• $175,000 — Board Annual Retainer from $280,000 to $175,000 for 2024. As described throughout our 2
• $105,000 — Non-Executive Chair Annual Retainer by $105,000, total Chair compensation, including th
• $135,000 — 2024 (%) director annual Retainer $135,000 $135,000 $0 0% Director Stock Awar
• $0 — or annual Retainer $135,000 $135,000 $0 0% Director Stock Award $180,000 $
• $180,000 — 135,000 $0 0% Director Stock Award $180,000 $180,000 $0 0% Non-Exec Chair annu
• $615,000 — er $ 20,000 $ 20,000 $0 0% Total $615,000 $510,000 -$105,000 -17% Compensati
• $510,000 — 00 $ 20,000 $0 0% Total $615,000 $510,000 -$105,000 -17% Compensation for all

Filing Documents

• tm2411037d2_defa14a.htm (DEFA14A) — 26KB
• tm2411037d2_defa14aimg001.jpg (GRAPHIC) — 53KB
• 0001104659-24-046837.txt ( ) — 99KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: Preliminary Proxy Statement Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Under Rule 14a-12 Newmont Corporation (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 Newmont Corporation Supplement to Proxy Statement for 2024 Annual Meeting of Stockholders EXPLANATORY NOTE This Proxy Statement Supplement (the “Supplement”) dated April 12, 2024, supplements the definitive proxy statement on Schedule 14A (the “2024 Proxy Statement”) filed by Newmont Corporation (“Newmont” or the “Company”) with the Securities and Exchange Commission on March 11, 2024, for use in connection with the annual meeting of stockholders to be held on April 24, 2024. This Supplement is being filed to expand and modify the disclosure on Non-Executive Chair of the Board compensation, under the heading “2024 Director Compensation Program” starting on page 44 of the 2024 Proxy Statement, in response to feedback received during our 2024 Proxy Statement engagement with stakeholders. We firmly believe in the importance of offering competitive compensation to effectively attract and retain exemplary individuals to serve on our Board, including the Non-Executive Chair of the Board, who possess a rich spectrum of experience and a track record of tangible achievements best suited to oversee strategy and evaluate risk and performance for Newmont’s long-term success. 2023 Non-Executive Chair of the Board Compensation The Corporate Governance and Nominating Committee (“CGN”) of the Board considers the Compensation Peer Group (as described on page 55 of the 2024 Proxy Statement, and referred to in this Supplement as the “Proxy Compensation Peer Group”) and CGN takes into account the remuneration within our direct International Mining Peer Group, which would also seek to attract director candidates with similar expertise in mining and high levels of achievement. This group is comprised of Agnico Eagle Mines Limited, Anglo American plc, AngloGold Ashanti plc, Barrick Gold Corporation, BHP Group Limited, Freeport-McMoRan Inc., Kinross Gold Corporation, Newcrest Mining Limited (prior to acquisition) and Rio Tinto Group (referred to in this Supplement as the “International Mining Peer Group”). For the Non-Executive Chair of the Board position, deep expertise and experience is needed to drive strategy, oversight, and accountability at the Board level. Newmont recognizes the immense value Greg Boyce brings to our Company and its shareholders, given his extensive international background in the mining, energy, and minerals sectors, and prior Chair and CEO experience. The 2023 compensation for our Chair exceeds the median compensation within our Proxy Compensation Peer Group by approximately 22%, while it falls below the median of our International Mining Peer Group by 13%. The Chair Annual Retainer was last adjusted in 2021, when it was decreased from $300,000 to $280,000, with the prior value having been in place since 2015. Greg Boyce's contributions throughout 2023 surpassed the customary expectations of Non-Executive Board Chairs due to his deep involvement in the negotiation and oversight of the successful completion of the transformational acquisition of Newcrest, which created the world’s leading gold company with robust copper production. The CGN determined that the total compensation for the Chair was appropriate, especially relative to Newmont’s industry peers in our International Mining Peer Group. This consideration underscores our commitment to ensuring that our Board maintains substantial experience within the mining sector. In addition to Greg Boyce’s extraordinary work in connection with complex strategic matters and as the Chair of the Board, he also serves as Chair of Corporate Governance and Nominating Committee, member of the Leadership Development and Compensation Committee (non-compensated), and Chair of the Executive Finance Committee (non-compensated). 2024 Non-Executive Chair of the Board Compensation The CGN believes that the Chair’s compensation for 2023 was appropriate given that Newmont’s total Chair compensation has been generally stable over a 10+ year period and given Greg Boyce’

View Full Filing

View this DEFA14A filing on SEC EDGAR