FSP, LTIP Awards & Director/PDMR Dealings & TVR
Afentra plc announced the exercise of Nil Cost Options by its Executive Directors under the Founders' Share Plan (FSP) and Long-Term Incentive Plan (LTIP). Following the exercise of 11,660,296 FSP options, the CEO, COO, and CFO received a total of 6,179,956 net ordinary shares, with 1,678,618 new shares issued and 4,501,338 shares purchased via the Employee Share Benefit Trust. This transaction increases the total issued share capital to 275,134,922 ordinary shares. Additionally, new LTIP awards of Nil Cost Options were granted to the Executive Directors, with vesting subject to performance conditions.
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DIRECTOR / PDMR DEALINGS,
AND TOTAL VOTING RIGHTS
Afentra plc ('Afentra' or the 'Company') (AIM: AET), the upstream oil and gas company focused on acquiring production and development assets in Africa, announces: (1) the exercise of awards made to the Executive Directors of the Company under the terms of the Afentra plc Founders' Share Plan (the "FSP"); and (2) awards made to the Executive Directors of the Company under the Company's Long-Term Incentive Scheme.
Exercise of Founders' Share Plan Awards
The Founders' Share Plan (FSP) is a five year incentive scheme for the founders, designed to reward exceptional shareholder return, which was approved by shareholders at the 2022 AGM, and subsequently adopted by the Board.
Nil Cost Options[1] over ordinary shares of £0.10 each of the Company ("Ordinary Shares") were awarded to the Executive Directors under the FSP based on the increase in Total Shareholder Return since the commencement date of the FSP performance period on 16 March 2021, measured at each of three measurement dates (16 March 2024, 16 March 2025 and 16 March 2026).
Following the third measurement date the total number of Nil Cost Options held under the FSP by the Executive Directors and which had not been exercised were as follows:
| Director | FSP Options vested and remaining to be exercised [2] |
|---|---|
| Paul McDade (CEO) | 4,839,022 |
| Ian Cloke (COO) | 3,614,692 |
| Anastasia Deulina (CFO) | 3,206,582 |
In line with the Company's commitment to minimise shareholder dilution, Afentra elected to satisfy these FSP Options through a combination of: (i) shares purchased on the open market utilising the Company's Employee Share Benefit Trust ("Trust"); and (ii) through the allotment and issue of new Ordinary Shares.
Each Executive Director has exercised their remaining unexercised FSP Options in full and have received the net Ordinary Shares after applicable deductions for income tax and national insurance, as set out in the Table below.
Details of the Nil Cost Options Exercised and Shares Received Net of Tax
| Director | Gross Number of Nil Cost Options Exercised | Ordinary Shares received (Net of Tax) |
|---|---|---|
| Paul McDade (CEO) | 4,839,022 | 2,564,682 |
| Ian Cloke (COO) | 3,614,692 | 1,915,786 |
| Anastasia Deulina (CFO) | 3,206,582 | 1,699,488 |
| Total | 11,660,296 | 6,179,956 |
Of the aggregate 6,179,956 net Ordinary Shares received by the Executive Directors 4,501,338 Ordinary Shares have been satisfied using shares purchased by the Trust and 1,678,618 Ordinary Shares have been satisfied through the allotment and issue of new Ordinary Shares allotted by the Company.
As a result of this transaction, the total aggregate shareholding in the Company for each of the Executive Directors will be as follows:
- Paul McDade: 8,062,493 Ordinary Shares (2.93% of the enlarged issued share capital)
- Ian Cloke: 5,839,535 Ordinary Shares (2.12% of the enlarged issued share capital)
- Anastasia Deulina: 4,344,124 Ordinary Shares (1.58% of the enlarged issued share capital)
Further details of the FSP and the Nil Cost Options awarded thereunder have been disclosed in the Company's annual reports and financial statements for each of the years 2023, 2024 and 2025.
Executive Director Long-Term Incentives Award
Under the Long-Term Incentive Plan of the Company ("LTIP") the Executive Directors have been awarded Nil Cost Options[3], as set out in the Table below. The Nil Cost Options were granted on 8 July 2026 but with an effective award date of 16 March 2026 and a vesting date of 16 March 2029, subject to the achievement of performance conditions based on a combination of the Company's absolute and relative Total Shareholder Return performance.
| Director | Nil Cost Options (M aximum number of Ordinary Shares) |
|---|---|
| Paul McDade (CEO) | 1,525,086 |
| Ian Cloke (COO) | 838,253 |
| Anastasia Deulina (CFO) | 838,253 |
Admission & Total Voting Rights
As a result of the exercise of the FSP Nil Cost Options described above, the Company has applied to the London Stock Exchange for admission of 1,678,618 new Ordinary Shares to trading on AIM ("Admission"). Admission is expected to occur on or around 10 July 2026.
The Company's issued share capital will comprise 275,134,922 Ordinary Shares following Admission. The total number of voting rights in the Company will be 275,134,922. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.
The following notifications are made pursuant to Article 19(3) of the Market Abuse Regulation.
PDMR Notifications
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name: | Paul McDade |
| 2. | Reason for the notification | |
| a) | Position/status: | Chief Executive Officer |
| b) | Initial notification/Amendment: | Initial Notification |
| a) | Name | Afentra plc |
| b) | LEI: | 21380028BFDFJK8BRX92 |
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary shares of £0.10 per share par value GB00B4X3Q493 |
| b) | Nature of the transaction: | a) Exercise of Nil Cost Options under FSP b) Nil Cost Options granted under LTIP |
| c) | Price(s) and volume(s): | Price(s) Volume(s) a) Nil 4,839,022 b) Nil 1,525,086 |
| d) | Aggregated information: · Aggregated volume: · Price: | N/a |
| e) | Date of the transaction: | 7 July 2026 |
| f) | Place of the transaction: | XOFF |
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name: | Ian Cloke |
| 2. | Reason for the notification | |
| a) | Position/status: | Chief Operating Officer |
| b) | Initial notification/Amendment: | Initial Notification |
| a) | Name | Afentra plc |
| b) | LEI: | 21380028BFDFJK8BRX92 |
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary shares of £0.10 per share par value GB00B4X3Q493 |
| b) | Nature of the transaction: | a) Exercise of Nil Cost Options under FSP b) Nil Cost Options granted under LTIP |
| c) | Price(s) and volume(s): | Price(s) Volume(s) a) Nil 3,614,692 b) Nil 838,253 |
| d) | Aggregated information: · Aggregated volume: · Price: | N/a |
| e) | Date of the transaction: | 7 July 2026 |
| f) | Place of the transaction: | XOFF |
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name: | Anastasia Deulina |
| 2. | Reason for the notification | |
| a) | Position/status: | Chief Financial Officer |
| b) | Initial notification/Amendment: | Initial Notification |
| a) | Name | Afentra plc |
| b) | LEI: | 21380028BFDFJK8BRX92 |
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary shares of £0.10 per share par value GB00B4X3Q493 |
| b) | Nature of the transaction: | a) Exercise of Nil Cost Options under FSP b) Nil Cost Options granted under LTIP |
| c) | Price(s) and volume(s): | Price(s) Volume(s) a) Nil 3,206,582 b) Nil 838,253 |
| d) | Aggregated information: · Aggregated volume: · Price: | N/a |
| e) | Date of the transaction: | 7 July 2026 |
| f) | Place of the transaction: | XOFF |
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.