Separation Agreement, dated March 26, 2024, as amended April 29, 2024, by and between Li-Cycle Corp. and Tim Johnston

207 Queen’s Quay West, Unit 590

Toronto, ON M5J 1A7, Canada

Tel. 877 ###-###-#### • www.li-cycle.com

Accrued Entitlements: In accordance with section 5.5(a) of the Employment Agreement, you will be provided with your Basic Entitlements (as defined in the Employment Agreement).

Salary Continuance: In accordance with section 5.5(b) of the Employment Agreement, for a period of eighteen (18) months from the Separation Date to November 30, 2025 (the “Severance Period”), Li-Cycle will provide you with salary continuance payments on a bi-weekly basis of $76,153.85 less applicable deductions, per pay cycle. This Severance Period is not subject to mitigation.

RRSP Eligibility. In accordance with the terms and conditions of such RRSP plan(s) in effect and as amended from time to time and section 5.5(c) of your Employment Agreement, your participation in Li-Cycle’s RRSP plan(s) shall continue until the conclusion of the statutory notice period on the Separation Date, after which time all such participation shall automatically cease.

Benefits Continuance. In accordance with section 5.5(d) of your Employment Agreement, you will continue to participate in the Executive Plans (which are comprised of Ancillary Coverages, Perquisites, and Primary Coverages, as such terms are defined in your Employment Agreement) until the conclusion of the statutory notice period following the Separation Date after which time the Ancillary Coverages and Perquisites will automatically cease. Thereafter, subject to all applicable plan terms and conditions, in place and as amended from time to time, as well as the approval of the respective insurers, you will continue to be entitled to participate in the Primary Coverages until the earlier of the end of the Severance Period or the date on which you become entitled to participate in similar benefit plans with another employer, at which point all Primary Coverages will automatically cease. As a condition of this offer, you agree to immediately advise Li-Cycle of your participation in benefits plans through an alternate employer. Life insurance coverage may, at your option, be converted from group to individual coverage within 30 days of the Separation Date. Health and Dental coverage may, at your option, be converted from group to individual coverage within 90 days of the cessation of coverage. For further details, please contact Justin Orsini at [XXX] or via email at [XXX].

Short Term Incentive Plan (STIP). After much analysis and deliberation, the Board of Directors, at its sole discretion, has determined that STIP payments will not be awarded in respect of the performance period November 2022 to December 2023 inclusive. In accordance with section 5.5(e) of your Employment Agreement, other than the amount in lieu of STIP to be included in the salary continuance payments described above in paragraph 2, you shall have no further or other entitlement to STIP or any form of compensation or damages in lieu of the same.

LTIP/Executive Share Ownership. In accordance with section 5.5 (f) of your Employment Agreement, your eligibility under the long-term incentive plan (“LTIP”) in connection with and following the cessation of your employment, and any executive share ownership requirements in place and as amended from time to time, shall be governed by terms and conditions of the applicable LTIP/equity agreement(s) and plan document(s) in place and as amended from time to time, and any discretionary decisions made by the Board of Directors in due course. Please access your “Shareworks by Morgan Stanley” account for further information in this regard.

Outplacement. In accordance with section 5.5(g) of your Employment Agreement, Li-Cycle will provide you with access to outplacement counselling with The Talent Company at Li-Cycle’s expense during the Severance Period, noting that such services shall end on the earlier of the last day of the Severance Period or the date you secure full-time employment. It is a condition of this offer that you advise Li-Cycle of your commencement of such employment. If you would like to engage this service, please contact Christine Barwell, CHRO, at [XXX].

Release and Indemnity. In accordance with section 5.11 of your Employment Agreement, as a condition of receiving the amounts and benefits set out at paragraphs 2-7 above, you agree and acknowledge that you will sign and deliver either by hand or via email to the attention of Christine Barwell, CHRO ([XXX]), (i) the Acknowledgement below by no later than 5:00 pm EST on April 30, 2024 and (ii) the Release & Indemnity, attached at Schedule “A” hereto by no earlier than 5:00 pm EST on May 31, 2024 and no later than 5:00 pm EST on June 1, 2024. If you do not accept this offer by returning signed copies of the Acknowledgement and the Release & Indemnity by the corresponding deadlines, this offer will automatically be revoked and, pursuant to the terms of your Employment Agreement, you will receive only the minimum amounts and benefits to which you are entitled in relation to the termination of your employment pursuant to the Employment Standards Act, 2000 (Ontario).

Litigation Cooperation. As a condition of this offer, you agree that you will cooperate with, and make yourself readily available to, Li-Cycle, its affiliated and related businesses, and/or their respective advisers, as Li-Cycle may reasonably request, to assist in any matter regarding any of the Releasees (as such term is defined in the attached Release), including providing information, in the form of documentation and/or witness statement(s) and/or testimony, for any litigation, potential litigation, internal investigation, or administrative, regulatory, judicial or quasi-judicial proceeding involving Li-Cycle (and/or its related or affiliated entities) about which you have experience or information. Li-Cycle will reimburse any reasonable expenses incurred by you as a consequence of complying with this paragraph 9, provided that such expenses are approved in advance by Li-Cycle. For clarity, this litigation cooperation provision does not preclude, and should not be interpreted as precluding, any lawful, good faith report under applicable whistleblower legislation by you or otherwise complying with disclosure or similar obligations required by law.

Non-Disparagement. You acknowledge and confirm that you will comply with your post-employment non-disparagement obligations as set out in section 6.4 of your Employment Agreement

Deductions and Withholdings. All payments and arrangements set out in this letter are subject to all applicable statutory deductions and withholdings. We suggest that you consult with your financial advisor to determine if you are entitled to transfer some or all of these payments to a registered retirement savings plan.

return all Li-Cycle property in your possession or under your control, stored in any form whatsoever, together with any copies, by contacting Kevin Hall at [XXX] or via email at [XXX] by no later than 5:00pm on the Separation Date in accordance with section 5.13 of your Employment Agreement;

comply, at all times up to and following the Separation Date, with all of your ongoing fiduciary, common law, as applicable, and any enforceable contractual post-employment obligations, including pursuant to your Employment Agreement (including the clawback provisions at section 3.5 therein, the non-competition and non-solicitation covenants at Article 6 therein, and the confidentiality and intellectual property-related covenants set out in the Confidentiality and Intellectual Property Rights Agreement attached to the Employment Agreement at Exhibit “A”) and the attached Release. Your obligations in this regard continue following the cessation of your employment and regardless of whether you accept the offer described in this letter;

take all steps required under section 5.12 of your Employment Agreement or otherwise to evidence the resignation of all directorships and offices with Li-Cycle or any subsidiaries or affiliates of the Company; and

maintain confidentiality with respect to the terms and conditions of this offer and not disclose the same to any person or entity other than your spouse, your legal counsel or financial advisor, or as required by law. Any party to whom you make permitted disclosure must also maintain confidentiality with respect to the terms and conditions of this letter.

the employment of Tim Johnston (“Employee”) with Li-Cycle Corp. (“Employer”) ceased as a result of a mutual separation effective on May 31, 2024; and

Employee has agreed to accept the terms of settlement outlined in the mutual separation letter from Employer dated March 26, 2024 (Revised April 29, 2024), to which this Release and Indemnity is attached (the “Terms of Settlement”) in full settlement of all Claims (as defined below) which Employee may have relating to their employment with Employer or the cessation of such employment;

Release and Indemnity

releases and forever discharges:

Employer, its current and former directors, officers, trustees, shareholders, employees, contractors and agents;

all corporations and entities associated or affiliated with Employer and their respective current and former directors, officers, trustees, shareholders, employees, contractors and agents; and

the respective heirs, executors, administrators, other legal representatives, successors and assigns of the aforesaid corporations, individuals and other entities

agrees that they are aware of their rights under the Human Rights Code (Ontario), confirms that they are not and do not intend to assert such rights or advance a Claim under the Human Rights Code (Ontario) relating to their employment with Employer or the termination of such employment, and hereby releases and forever discharges the Releasees from any such Claims;

agrees, for the benefit of the Releasees, not to make any Claim or take any proceeding with respect to any matter released and discharged herein that may result in any Claim arising against any Releasee for contribution or indemnity or other relief;

agrees to indemnify and save harmless the Releasees from and against all Claims asserted against and all losses, damages, fines, penalties, deficiencies, losses, liabilities (whether accrued, actual, contingent, latent or otherwise), costs, fees and expenses (including but not limited to interest, court costs and reasonable fees and expenses of lawyers, accountants and other experts and professionals) (collectively, the “Losses”) incurred by any of the Releasees directly or indirectly arising out of or resulting from any of the Claims described in Sections 1(a) and (b) or any breach of the covenant contained in Section 1(c);

agrees to indemnify and save harmless the Releasees from and against any and all Claims under the Income Tax Act (Canada), the Income Tax Act (Ontario), the Canada Pension Plan Act, the Employment Insurance Act (Canada), including any regulations made thereunder, and any other statute or regulations, for or in respect of any failure on the part of the Releasees to withhold income tax, Canada Pension Plan premiums, employment insurance premiums or benefit overpayments or any other tax, premium, payment or levy from all or any part of the said consideration and any Losses arising from any such Claims;

agrees to comply with all post-employment and other obligations set forth in the Employee’s employment agreement with the Employer dated September 6, 2022 (the “Employment Agreement”) and in the mutual separation letter dated March 26, 2024;

acknowledges and confirms that they have received a copy of the Employer’s Executive Compensation Clawback Policy (as may be amended, restated, supplemented or otherwise modified from time to time, the “Clawback Policy”), and that the Clawback Policy as well as section 3.6 of the Employment Agreement will apply both during and after the Employee’s employment with the Employer. Further, the Employee agrees to abide by the terms of the Clawback Policy, including by returning any Excess Awarded Compensation (as defined in the Clawback Policy) to the Employer to the extent required by, and in a manner permitted by, the Clawback Policy and/or by executing a written wage deduction authorization in a form provided by the Employer in connection with Excess Awarded Compensation. In the event of any inconsistency between the Clawback Policy and the terms of any compensation plan, program or agreement under which any compensation has been granted, awarded, earned or paid to or by the Employee, the terms of the Clawback Policy shall govern to the full extent permitted by applicable laws;

agrees to keep the terms of this Release and Indemnity and the Terms of Settlement and the discussions leading up to them completely confidential, and not to disclose the terms of this Release and Indemnity, the Terms of Settlement and the discussions leading up to them except to immediate family members properly cautioned, legal and financial advisors, or to the extent that disclosure is required by law;

agrees that they will not comment, whether directly or indirectly, in any forum (including, without limitation, through social media channels) and/or through any means whatsoever (including, without limitation, in writing or verbally), in any adverse, disparaging, or defamatory fashion on the Releasees (as such term is defined in the attached Release) or any of them, including, without

acknowledges and agrees that the Releasees other than Employer are intended to be third party beneficiaries of this Release and Indemnity and, as such, each of such Releasees are entitled to enjoy the benefits of this Release and Indemnity and have the right to independently enforce the terms of this Release and Indemnity directly against Employee; and

to the extent necessary to entitle the Releasees to enjoy the benefits of this Release and Indemnity, appoints Employer as the trustee for such Releasees of the provisions of this Release and Indemnity that are for their benefit.

Independent Legal Advice

Confidentiality

No Admission of Liability

Governing Law

Benefit

Entire Agreement

SIGNED AND DELIVERED

in the presence of:

/s/ Debbie Simpson

/s/ Tim Johnston

Witness

Tim Johnston - Sign and Print