Li Cycle : Management Change/Compensation - Form 8-K

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously disclosed in the Current Report on Form 8-Kof Li-CycleHoldings Corp. (the "Company") filed with the Securities and Exchange Commission on March 26, 2024 (the "Initial Form 8-K"), effective as of March 26, 2024, Mr. Tim Johnston ceased serving as the Company's Executive Chair and Mr. Richard Storrie ceased serving as the Company's Regional President, EMEA. Mr. Johnston continues to serve as the Company's Interim Non-ExecutiveChair of the Board of Directors, and, until May 31, 2024, serves as an employee of the Company. Mr. Johnston entered into a separation agreement with the Company on May 13, 2024, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.Mr. Storrie entered into a separation agreement with the Company on April 26, 2024, which is filed as Exhibit 10.2 to this Current Report.

On May 8, 2024, Mr. Johnston notified the Chair of the Nominating and Governance Committee of the Board and the other Board members of his intention to resign as a director of the Company, following the conclusion of his employment with the Company on May 31, 2024, subject to his valid re-electionas a director of the Company at the Company's 2024 annual and special meeting of shareholders on May 23, 2024. Mr. Johnston's decision to step down from the Board was due to his desire to pursue other business endeavors and is not the result of any dispute or disagreement with the Company or its Board.

In connection with the issuance of a senior secured convertible note in an aggregate principal amount of $75.0 million to an affiliate of Glencore plc, on March 25, 2024, Glencore plc and certain of its affiliates (together, "Glencore") and the Company entered into a side letter agreement, which granted Glencore the right to nominate two additional directors to the Board. Upon the occurrence of any vacancy on the Board, Glencore shall be entitled to designate an individual to fill the vacancy, to the extent it has not yet seated its two additional Glencore nominees. Following Mr. Johnston's departure from the Board, there will be a vacancy, which may be filled by an additional Glencore nominee.

The information disclosed in Item 5.02(b) of the Initial 8-Kis incorporated by reference into this Item 5.02.

The following Exhibits are filed as part of this Current Report on Form 8-K.