Alcoa Corp Watch

from 8-K 145 pages King & Wood Mallesons Level 27 T +61 3 9643 4000 F +61 3 9643 5999 DX 101 Melbourne WWW.KWM.com

from DEFA14A 145 pages King & Wood Mallesons Level 27 T +61 3 9643 4000 F +61 3 9643 5999 DX 101 Melbourne WWW.KWM.com

from 8-K 25 pages Share Sale Agreement Allan Gray Australia Pty Ltd Acn 112 316 168 and Aac Investments Australia Pty Ltd Acn 673 884 207 26 February 2024 Contents

from DEFA14A 25 pages Share Sale Agreement Allan Gray Australia Pty Ltd Acn 112 316 168 and Aac Investments Australia Pty Ltd Acn 673 884 207 26 February 2024 Contents

from 8-K 16 pages Transaction Process and Exclusivity Deed 26 February 2024 Contents 1. Defined Terms and Interpretation 1 2. Implementation Agreement and Intention to Recommend 1 3. Exclusivity 3 4. General 5 Ashurst This Deed Is Made on 26 February 2024 Between: (1) Alumina Limited (Acn 004 820 419) of Level 36, 2 Southbank Boulevard, Southbank, Victoria 3006 Australia (Alumina) (2) Aac Investments Australia Pty Ltd (Acn 673 884 207) of C/- Ashurst Level 16, 80 Collins Street, South Tower, Melbourne Victoria 3000 Australia (Bidder) (3) Alcoa Corporation, a Company Incorporated in the State of Delaware, United States of America of 201 Isabella Street, Suite 500, Pittsburgh, Pa 15212-5858 United States of America (Alcoa) Recitals: (A) Alcoa Provided to Alumina a Non-Binding Proposal Dated 23 February 2024 in Respect of the Transaction (The Proposal). (B) the Parties Have Agreed to Progress the Transaction on the Terms of This Document. the Parties Agree as Follows: 1. Defined Terms and Interpretation 1.1 Definitions in the Dictionary a Term or Expression Starting With a Capital Letter: (A) Which Is Defined in the Dictionary in ‎schedule 1 Has the Meaning Given to It in the Dictionary; and (B) Which Is Defined in the Corporations Act, but Is Not Defined in the Dictionary, Has the Meaning Given to It in the Corporations Act. 1.2 Interpretation the Interpretation Clause in ‎schedule 1 Sets Out Rules of Interpretation for This Document. 2. Implementation Agreement and Intention to Recommend 2.1 Announcement Each of Alumina, Bidder and Alcoa Acknowledges and Agrees That Upon the Signing of This Document by Each Party: (A) Alumina Will Make an Announcement to the Australian Securities Exchange (Asx); and (B) Alcoa Will Make an Announcement Within One Business Day to the Securities Exchange Commission (SEC), in an Agreed Form With Respect to the Status of the Transaction and Setting Out the Material Terms of the Proposal and Attaching This Document

from DEFA14A 16 pages Transaction Process and Exclusivity Deed 26 February 2024 Contents 1. Defined Terms and Interpretation 1 2. Implementation Agreement and Intention to Recommend 1 3. Exclusivity 3 4. General 5 Ashurst This Deed Is Made on 26 February 2024 Between: (1) Alumina Limited (Acn 004 820 419) of Level 36, 2 Southbank Boulevard, Southbank, Victoria 3006 Australia (Alumina) (2) Aac Investments Australia Pty Ltd (Acn 673 884 207) of C/- Ashurst Level 16, 80 Collins Street, South Tower, Melbourne Victoria 3000 Australia (Bidder) (3) Alcoa Corporation, a Company Incorporated in the State of Delaware, United States of America of 201 Isabella Street, Suite 500, Pittsburgh, Pa 15212-5858 United States of America (Alcoa) Recitals: (A) Alcoa Provided to Alumina a Non-Binding Proposal Dated 23 February 2024 in Respect of the Transaction (The Proposal). (B) the Parties Have Agreed to Progress the Transaction on the Terms of This Document. the Parties Agree as Follows: 1. Defined Terms and Interpretation 1.1 Definitions in the Dictionary a Term or Expression Starting With a Capital Letter: (A) Which Is Defined in the Dictionary in ‎schedule 1 Has the Meaning Given to It in the Dictionary; and (B) Which Is Defined in the Corporations Act, but Is Not Defined in the Dictionary, Has the Meaning Given to It in the Corporations Act. 1.2 Interpretation the Interpretation Clause in ‎schedule 1 Sets Out Rules of Interpretation for This Document. 2. Implementation Agreement and Intention to Recommend 2.1 Announcement Each of Alumina, Bidder and Alcoa Acknowledges and Agrees That Upon the Signing of This Document by Each Party: (A) Alumina Will Make an Announcement to the Australian Securities Exchange (Asx); and (B) Alcoa Will Make an Announcement Within One Business Day to the Securities Exchange Commission (SEC), in an Agreed Form With Respect to the Status of the Transaction and Setting Out the Material Terms of the Proposal and Attaching This Document

from 8-K 113 pages Purchase Agreement by and Between Kaiser Aluminum Corporation and Alcoa Corporation Dated as of November 30, 2020

from 10-Q 15 pages Amended and Restated Trademark License Agreement

from S-1 3 pages Amendment No. 1 to Employee Matters Agreement

from 8-K 89 pages [This Lease Is Not to Be Recorded] Massena Land Lease Agreement by and Between Alcoa Inc., Lessor and Alcoa USA Corp., Lessee Dated: As of October 31, 2016

from 8-K 15 pages Project Elevation – Primary Aluminum Lta Master Agreement for the Supply of Primary Aluminum

from 8-K 10 pages Arconic Inc./Alcoa Warrick LLC Toll Processing and Services Agreement for Can Sheet Products

from 8-K 14 pages Trademark License Agreement

from 8-K 17 pages Patent, Know-How, and Trade Secret License Agreement 1

from 8-K 19 pages Patent, Know-How, and Trade Secret License Agreement 1

from 8-K 40 pages Employee Matters Agreement by and Between Alcoa Inc. and Alcoa Upstream Corporation Dated as of October 31, 2016

from 8-K 50 pages Tax Matters Agreement Dated as of October 31, 2016 by and Between Alcoa Inc. and Alcoa Upstream Corporation

from 8-K 25 pages Transition Services Agreement by and Between Alcoa Inc. and Alcoa Upstream Corporation Dated as of October 31, 2016

from 8-K 90 pages Separation and Distribution Agreement by and Between Alcoa Inc. and Alcoa Upstream Corporation Dated as of October 31, 2016

from 10-12B/A 50 pages Form of Tax Matters Agreement Dated as of [•], 2016 by and Between Alcoa Inc. and Alcoa Upstream Corporation