Core Viewpoint - Sandstorm Gold Ltd. is addressing voting recommendations from Institutional Shareholder Services Inc. (ISS) that miscalculated parameters related to proposed amendments to the Company's share-based compensation program, aiming to clarify and ensure accurate interpretation of these changes [1][2]. Summary by Sections Shareholder Proposals - ISS has recommended voting against three management proposals concerning the Company's Stock Option Plan and Restricted Share Plan, which were intended to align executive compensation with shareholder interests [2]. - The Company believes ISS's recommendations stem from a semantic misinterpretation of the proposed maximum limit of shares under the Share Plans [2]. Clarifying Amendments - The Clarifying Amendments state that, effective January 1, 2025, the total number of common shares issuable under the Share Plans will not exceed 6.0% of the total issued and outstanding shares [3]. - The previous proposal included a declining rate from 6.0% in 2025 to 5.5% in 2026 and 5.0% in 2027, which was misinterpreted as a cumulative limit rather than a non-cumulative declining rate [3]. Approval and Recommendations - The Toronto Stock Exchange and the Company's Board of Directors have conditionally approved the Clarifying Amendments, which are considered housekeeping in nature, thus not requiring shareholder approval at the upcoming Meeting [4]. - The Company advises shareholders to refer to the revised Share Plans filed on SEDAR+ for all matters related to the Share Plans and to disregard the versions in the Information Circular [4]. Additional Information - Shareholders can access the Information Circular and amended Share Plans through SEDAR+ or by contacting Investor Relations [5]. - Sandstorm Gold Royalties is a precious metals-focused royalty company with a portfolio of approximately 230 royalties, aiming to grow its low-cost production profile through additional acquisitions [7].
Sandstorm Gold Royalties Provides Clarifying Amendments to 2025 Shareholder Meeting Materials