8-KLeadership ChangesShareholder MattersExhibits & Filings

NEWMONT Corp /DE/ 8-K Report, Executive Changes (May 2, 2025)

Filed May 2, 2025For Securities:NEMNEMCL

Summary

Newmont Corporation has announced the promotion of Natascha Viljoen to President and Chief Operating Officer, effective May 1, 2025. This strategic move recognizes Ms. Viljoen's strong leadership as Chief Operating Officer since 2023 and aligns with the company's commitment to internal talent development. Ms. Viljoen's new role will encompass global operations, projects, and health, safety, and environmental teams, reporting directly to CEO Tom Palmer. Her compensation package reflects this expanded responsibility, including a base salary of $1,000,000, a target annual bonus of 115% of base salary, and significant long-term equity incentives comprising Performance Stock Units (PSUs) and Restricted Stock Units (RSUs), along with a one-time RSU grant. In addition to this executive change, Newmont's 2025 Annual Meeting of Stockholders, held on April 30, 2025, saw the approval of all submitted proposals. These included the election of directors, the advisory resolution on executive compensation (often referred to as 'Say-on-Pay'), and the ratification of Ernst & Young LLP as the company's independent registered public accounting firm for 2025. The compensation committee also approved the 2025 Section 16 Officer Short-Term Incentive Plan, designed to align executive interests with shareholder objectives and strategic goals, with updated performance metrics including a 'Focusing on Our Culture' component.

Key Highlights

  • 1Natascha Viljoen promoted to President and Chief Operating Officer, effective May 1, 2025.
  • 2Ms. Viljoen's compensation includes a $1,000,000 base salary, 115% target annual bonus, and significant PSU/RSU equity awards.
  • 3A one-time RSU grant of $635,000 was awarded to Ms. Viljoen in recognition of her promotion.
  • 4All directors were elected at the 2025 Annual Meeting of Stockholders, with strong support for most nominees.
  • 5The advisory resolution on executive compensation (Say-on-Pay) was approved with 87.24% of votes cast.
  • 6Ernst & Young LLP was ratified as Newmont's independent registered public accounting firm for 2025.
  • 7The 2025 Section 16 Officer Short-Term Incentive Plan was approved, incorporating financial, sustainability, and cultural metrics.

Frequently Asked Questions

Ms. Viljoen's promotion signifies a recognition of her strong leadership as Chief Operating Officer and is a key part of Newmont's internal leadership development strategy. Her expanded role will oversee global operations, projects, and health, safety, and environmental teams, reporting directly to the CEO.

Ms. Viljoen's compensation includes a base salary of $1,000,000, an annual short-term incentive target of 115% of her base salary, and long-term equity incentives including Performance Stock Units (PSUs) valued at $2.57 million and Restricted Stock Units (RSUs) valued at $1.28 million at target. She also received a one-time RSU grant of $635,000.

All proposals presented at the 2025 Annual Meeting of Stockholders were approved. This included the election of all directors, the advisory vote on executive compensation (Say-on-Pay), and the ratification of Ernst & Young LLP as the independent auditor.

While the overall structure of the 2025 Section 16 Officer Short-Term Incentive Plan remains similar to the 2024 plan, the performance measures have been updated. Notably, the 2025 plan includes the addition of a 'Focusing on Our Culture' metric alongside existing financial and sustainability metrics.