Bonus Shares, Options, PDMR Dealings and Holding
Block Energy PLC announced the issuance of 30,428,200 ordinary shares and 9,231,083 nil-cost options to senior executives as performance-related bonuses for the financial year ended December 31, 2025. These awards were calculated using the January 2026 Volume Weighted Average Price of 0.93p per share. Specifically, CEO Paul Haywood received 25,922,903 ordinary shares, increasing his holding to 160,062,808 shares, representing 15.30% of the issued share capital. COO Guram Maisuradze was granted 5,257,666 nil-cost options. The new shares are expected to be admitted to trading on AIM on February 27, 2026, bringing the total issued share capital to 1,046,172,039 ordinary shares.
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Block operates a performance related scheme ("Scheme") for senior executives within the Company. Awards under the Scheme are determined by the Remuneration Committee ("RemCom") and typically made in February for the previous year. Awards can be made in cash, shares or by the issue of nil-cost options at the discretion of the RemCom.
Following a review of performance against established Key Performance Indicators for the financial year ended 31 December 2025 ("FY2025"), the RemCom has determined that bonus awards are to be granted to a Director, one PDMR and members of staff.
Following consultations with the Director, the PDMR and relevant employees, the RemCom has elected to settle the bonuses by way of issue of 30,428,200 ordinary shares of 0.25p each ("Ordinary Shares") and 9,231,083 nil-cost options over Ordinary Shares ("Options"). As in the last two years, the number of Ordinary Shares and Options has been determined by dividing the respective bonus by the Volume Weighted Average Price ("VWAP") of the Company's Ordinary Shares for January 2026 which equals 0.93p per Ordinary Share, (prior year January 2025 VWAP used for the Bonus calculation was 0.7385p).
Issue of Shares and Options
The issue of Shares and Options to the Director and the PDMR are set out in the table below:
| Name | Position | Number of Shares Issued | Number of Options Granted | Resulting Total Options Held Over Ordinary Shares | Total Ordinary Shares Following Award | Resulting % of Issued Share Capital |
|---|---|---|---|---|---|---|
| Paul Haywood | CEO | 25,922,903 | - | - | 160,062,808 | 15.30% |
| Guram Maisuradze | COO | - | 5,257,666 | 5,257,666 | 7,009,636* | 0.67% |
*only Options were granted which has not affected the Total Ordinary Shares number
Application will be made for the admission to trading on AIM ("Admission") of the 30,428,200 Ordinary Shares. The Ordinary Shares will rank pari passu in all respects with the existing ordinary shares of the Company.
Admission is expected at 8.00 a.m. on or around 27 February 2026.
Total Voting Rights
Following Admission, the Company's issued share capital will comprise 1,046,172,039 ordinary shares with one voting right each. As the Company does not hold any shares in Treasury, the total number of voting rights in the Company is 1,046,172,039.
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 a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Paul Haywood |
| 2 | Reason for the notification | |
| a) | Position/status | CEO |
| b) | Initial notification /Amendment | Initial Notification |
| a) | Name | Block Energy plc |
| b) | LEI | 213800E2J8QA1J6KN415 |
| a) | Description of the financial instrument, type of instrument | Ordinary Shares of £0.0025 each |
| Identification code | GB00BF3TBT48 | |
| b) | Nature of the transaction | 1) Issue of Shares |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| £0.0093 | 25,922,903 | |
| d) | Aggregated information - Aggregated volume - Price | Price(s) Volume(s) £.0093 25,922,903 |
| e) | Date of the transaction | 20 February 2026 |
| f) | Place of the transaction | London, AIM |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Guram Maisuradze |
| 2 | Reason for the notification | |
| a) | Position/status | COO |
| b) | Initial notification /Amendment | Initial Notification |
| a) | Name | Block Energy plc |
| b) | LEI | 213800E2J8QA1J6KN415 |
| a) | Description of the financial instrument, type of instrument | Ordinary Shares of £0.0025 each |
| Identification code | GB00BF3TBT48 | |
| b) | Nature of the transaction | 1) Grant of Share Options |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| Nil cost | 5,257,666 | |
| d) | Aggregated information - Aggregated volume - Price | Price(s) Volume(s) Nil cost 5,257,666 |
| e) | Date of the transaction | 20 February 2026 |
| f) | Place of the transaction | London, AIM |
TR-1: Standard form for notification of major holdings
- Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate)
Non-UK issuer
- Reason for the notification (please mark the appropriate box or boxes with an "X")
| An acquisition or disposal of voting rights | X |
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify) iii :
Details of person subject to the notification obligation iv
| Name | Paul Haywood |
| City and country of registered office (if applicable) | Dubai, UAE |
Full name of shareholder(s) (if different from 3.) v
Name
City and country of registered office (if applicable)
| 5. Date on which the threshold was crossed or reached vi : | 20 February 2025 |
| 6. Date on which issuer notified (DD/MM/YYYY): | 22 February 2025 |
- Total positions of person(s) subject to the notification obligation
| Resulting situation on the date on which threshold was crossed or reached | 15.3% | 15.3% | 160,062,808 |
| Position of previous notification (if applicable) | 13.3% | 13.3% | |
| A: Voting rights attached to shares | |||
| Class/type of shares ISIN code (if possible) | Number of voting rights ix | % of voting rights | |
| Direct (DTR5.1) | Indirect (DTR5.2.1) | Direct (DTR5.1) | Indirect (DTR5.2.1) |
| GB00BF3TBT48 | 160,062,808 | 15.3% | |
| SUBTOTAL 8. A | 160,062,808 | 15.3% | |
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
SUBTOTAL 8.B.2
In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
Additional information xvi
| Place of completion | Outside a trading venue |
| Date of completion | 22 February 2025 |
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