Form 4: Arcadium Lithium Officer Stark Reports Disposal of Shares and Options Following Rio Tinto Acquisition

Ronald B. Stark, Chief Accounting Officer of Arcadium Lithium, reports the disposal of shares and stock options due to the acquisition by Rio Tinto, with shares converted to cash and equity awards exchanged for Rio Tinto equivalents.

Summary

• Ronald B. Stark, Chief Accounting Officer of Arcadium Lithium plc, filed a Form 4 detailing changes in beneficial ownership.
• The filing reflects transactions occurring on March 6, 2025, related to the acquisition of Arcadium by Rio Tinto.
• Stark disposed of 26,593 ordinary shares of Arcadium, which were converted into the right to receive $5.85 per share in cash.
• He also disposed of 58,052 Arcadium restricted stock units (RSUs), which were exchanged for restricted stock units of Rio Tinto.
• Additionally, Stark's Arcadium stock options were canceled and exchanged for Rio Tinto stock options.
• The exchange ratios for RSUs and stock options were based on the average volume-weighted average price of Rio Tinto shares over a 30-day period.
• The number of Listed Shares subject to such Rio Tinto RSUs equals one multiplied by an exchange ratio of 0.0920493627351811.
• The number of Listed Shares subject to each such Rio Tinto Options equals the number of shares of Arcadium common stock subject to the corresponding Arcadium Options immediately prior to the Effective Time multiplied by the Equity Award Conversion Ratio.
• The exercise price of each such Rio Tinto Option equals the exercise price of the corresponding Arcadium Options divided by the Equity Award Conversion Ratio.

Sentiment

Score: 6

Explanation: Neutral sentiment as the document primarily reports the completion of a previously announced acquisition. There are no indications of unexpected positive or negative outcomes.

Industry Context

This filing reflects the completion of Rio Tinto's acquisition of Arcadium Lithium, a significant event in the lithium mining industry, indicating consolidation and Rio Tinto's strategic move to expand its presence in the lithium market, a key component in electric vehicle batteries.

Comparison to Industry Standards

• Acquisitions in the lithium sector, such as Rio Tinto's purchase of Arcadium, are becoming increasingly common as major mining companies seek to secure resources for the growing electric vehicle market.
• The conversion of stock options and RSUs into equivalent Rio Tinto instruments is a standard practice in such acquisitions, ensuring that employees retain their equity incentives.
• Comparable transactions include Ganfeng Lithium's acquisition of Lithium Americas' Cauchari-Olaroz project stake, and Albemarle's attempted acquisition of Liontown Resources, highlighting the competitive landscape for lithium assets.

Stakeholder Impact

• Shareholders of Arcadium Lithium received $5.85 per share in cash.
• Employees holding RSUs and stock options had their awards converted to equivalent Rio Tinto instruments, maintaining their equity incentives.

Key Dates