Allseas Investments S.A. 4

What Happened Allseas Group S.A., a reported 10% owner of TMC the metals Co Inc. (TMC), acquired 7,305,567 common shares on July 1, 2026. The shares were issued at $4.66 per share pursuant to a Contract for Development Work and Commercial Production between a wholly owned Allseas subsidiary and TMC, resulting in a transaction value of approximately $34.04 million. This was an issuance/purchase under a commercial arrangement (code: P), not a routine open-market buy or sale.

Key Details

• Transaction date: July 1, 2026; Form 4 filed: July 7, 2026.
• Price: $4.66 per share; total value ≈ $34,043,942.22.
• Shares acquired: 7,305,567 common shares.
• Shares owned after transaction: Not specified in the filing.
• Footnotes of note:
  • F2: Shares were issued under the May 11, 2026 contract (effective March 30, 2026) between a wholly owned Allseas subsidiary and TMC.
  • F1 & F3: Allseas is owned within a chain including Allseas Investments S.A., ACV, and a Stichting; Edward Heerema has sole authority over Allseas and may be deemed to have indirect interests, though each party disclaims direct beneficial ownership except to the extent of pecuniary interest.
• Timeliness: The Form 4 was filed six days after the transaction date; Form 4s are generally due within two business days, so this filing appears later than typical.

Context This was an institutional/affiliate acquisition tied to a commercial development agreement, not an open-market signal from an individual executive. Purchases under contractual commercial arrangements reflect company-agreement consideration rather than independent insider buying for investment purposes. The ownership chain disclosures indicate control/authority considerations (Edward Heerema and related entities) but include disclaimers of direct beneficial ownership except for pecuniary interest.