EX-99.4 5 lac-ex99_4.htm EX-99.4 EX-99.4

Exhibit 99.4

 

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LITHIUM AMERICAS CORP. SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X CANADA Computershare 8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com LAHQ000001 Security Class COMMON SHARES Holder Account Number C9999999999 IND Fold Form of Proxy - Annual General and Special Meeting to be held on May 24, 2024 This Form of Proxy is solicited by and on behalf of Management. Notes to proxy 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse). 2. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated. 3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy. 4. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management. 5. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management. 6. The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly. 7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law. 8. This proxy should be read in conjunction with the accompanying documentation provided by Management. Proxies submitted must be received by 9:00 am, Pacific Time, on Wednesday, May 22, 2024. VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK! Fold To Vote Using the Telephone Call the number listed BELOW from a touch tone telephone. 1-866-732-VOTE (8683) Toll Free To Vote Using the Internet Go to the following web site: www.investorvote.com Smartphone? Scan the QR code to vote now. To Receive Documents Electronically You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com. To Virtually Attend the Meeting You can attend the meeting virtually by visiting the URL provided on the back of this document If you vote by telephone or the Internet, DO NOT mail back this proxy. Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy. To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below. CONTROL NUMBER 23456 78901 23456 LAHQ_PRX_362552/000001/000001/i

 

 

C9999999999 IND SAM SAMPLE C01 Appointment of Proxyholder I/We being holder(s) of securities of Lithium Americas Corp. (the “Corporation”) hereby appoint: Executive Chair, Kelvin Dushnisky, or failing him, President and Chief Executive Officer, Jonathan Evans, or failing him, Executive Vice President and Chief Financial Officer, Pablo Mercado, or failing him, Senior Vice President, General Counsel and Corporate Secretary, Edward Grandy (the "Management Nominees")OR Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein. Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/LithiumAmericas and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with an invite code to gain entry to the online meeting. as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of the Corporation to be held by live webcast on the Computershare meeting platform at https://www.meetnow.global/MXPLS44 on May 24, 2024 at 9:00 am, (Pacific Time) and at any adjournment or postponement thereof. VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES. ------- Fold 1. Number of Directors To set the Number of Directors at eight (8). For Against 2. Election of Directors 01. Kelvin Dushnisky For Withhold 02. Michael Brown For Withhold 03. Fabiana Chubbs For Withhold 04. Jonathan Evans 05. Yuan Gao 06. Zach Kirkman 07. Jinhee Magie 08. Philip Montgomery 3. Appointment of Auditors Appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. For Withhold ------- Fold 4. Approval of the Amendment to the Corporation’s Articles To consider and, if deemed appropriate, to approve, with or without variation, a special resolution, substantially in the form set out in the management information circular dated March 21, 2024 under the heading “Items of Business – Amendment to the Company’s Articles – The Articles Amendment – The Articles Amendment Resolution” approving the Articles Amendment (as defined and described in the management information circular dated March 21, 2024) altering the authorized share structure of the Corporation by creating two new classes of preferred shares, each issuable in one or more series, and amending the special rights and restrictions to the common shares of the Corporation. For Against Signature of Proxyholder I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management. Signature(s) Date Interim Financial Statements - Mark this box if you would like to receive Interim Financial Statements and accompanying Management’s Discussion and Analysis by mail. Annual Financial Statements - Mark this box if you would like to receive the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail. If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist. L A H Q 3 6 2 5 5 2 1 P D I Z A R 1 9 9 9 9 9

 

 

 

SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X AUSTRALIA LAHQ 000002 LITHIUM AMERICAS CORP. Computer share 8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computer share.com Security Class COMMON SHARES Holder Account Number C9999999999 IND ------- Fold Form of Proxy - Annual General and Special Meeting to be held on May 24, 2024 This Form of Proxy is solicited by and on behalf of Management. Notes to proxy 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxy holder in the space provided (see reverse). 2. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated. 3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy. 4. If a date is not inserted in the space provided on the reverse of this proxy, it will be deemed to bear the date on which it was mailed to the holder by Management. 5. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, and the proxy appoints the Management Nominees listed on the reverse, this proxy will be voted as recommended by Management. 6. The securities represented by this proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly. 7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Information Circular or other matters that may properly come before the meeting or any adjournment or postponement thereof, unless prohibited by law. 8. This proxy should be read in conjunction with the accompanying documentation provided by Management. Proxies submitted must be received by 9:00 am, Pacific Time, on Wednesday, May 22, 2024. VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK! ------- Fold To Vote Using the Telephone • Call the number listed BELOW from a touch tone telephone. 312-588-4290 Direct Dial To Vote Using the Internet • Go to the following web site: www.investorvote.com • Smartphone? Scan the QR code to vote now. To Receive Documents Electronically • You can enroll to receive future securityholder communications electronically by visiting www.investorcentre.com. To Virtually Attend the Meeting • You can attend the meeting virtually by visiting the URL provided on the back of this document. If you vote by telephone or the Internet, DO NOT mail back this proxy. Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy. To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below. CONTROL NUMBER 23456 78901 23456 LAHQ_PRX_362552/000002/000002/i


 

 

 

C9999999999 IND SAM SAMPLE C01 Appointment of Proxyholder I/We being holder(s) of securities of Lithium Americas Corp. (the “Corporation”) hereby appoint: Executive Chair, Kelvin Dushnisky, or failing him, President and Chief Executive Officer, Jonathan Evans, or failing him, Executive Vice President and Chief Financial Officer, Pablo Mercado, or failing him, Senior Vice President, General Counsel and Corporate Secretary, Edward Grandy (the "Management Nominees") OR Print the name of the person you are appointing if this person is someone other than the Management Nominees listed herein. Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/LithiumAmericas and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with an invite code to gain entry to the online meeting. as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General and Special Meeting of shareholders of the Corporation to be held by live webcast on the Computershare meeting platform at https://www.meetnow.global/MXPLS44 on May 24, 2024 at 9:00 am, (Pacific Time) and at any adjournment or postponement thereof. VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES. - Fold - Fold 1. Number of Directors To set the Number of Directors at eight (8). For Against 2. Election of Directors 01. Kelvin Dushnisky For Withhold 02. Michael Brown For Withhold 03. Fabiana Chubbs For Withhold 04. Jonathan Evans 05. Yuan Gao 06. Zach Kirkman 07. Jinhee Magie 08. Philip Montgomery 3. Appointment of Auditors Appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. For Withhold 4. Approval of the Amendment to the Corporation’s Articles To consider and, if deemed appropriate, to approve, with or without variation, a special resolution, substantially in the form set out in the management information circular dated March 21, 2024 under the heading “Items of Business – Amendment to the Company’s Articles – The Articles Amendment – The Articles Amendment Resolution” approving the Articles Amendment (as defined and described in the management information circular dated March 21, 2024) altering the authorized share structure of the Corporation by creating two new classes of preferred shares, each issuable in one or more series, and amending the special rights and restrictions to the common shares of the Corporation. For Against Signature of Proxyholder I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, and the proxy appoints the Management Nominees, this Proxy will be voted as recommended by Management. Signature(s) Date Interim Financial Statements - Mark this box if you would like to receive Interim Financial Statements and accompanying Management’s Discussion and Analysis by mail. Annual Financial Statements - Mark this box if you would like to receive the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail. If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist. L A H Q 3 6 2 5 5 2 1 P D I Z A R 1 img228615578_1.jpg9 9 9 9 9