Grant of Deferred Share Awards
Chariot Limited has granted deferred share awards to its executive directors and matching awards to its Chairman as part of its long-term incentive and retention strategy. The Chief Executive Officer received 6,000,000 nil cost options, while the Chief Financial Officer and Technical Director each received 4,500,000 nil cost options, all vesting in three equal instalments between June 2026 and June 2028. Additionally, Chairman Andrew Hockey received 434,065 matching awards, with portions vesting immediately, in August 2026 and 2027, and in June 2026, 2027, and 2028, reflecting his share purchases in August 2024 and June 2025. These awards are subject to continued office and are exercisable until December 2035.
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In line with best practice corporate governance for AIM companies, Chariot aims to remunerate its Directors through an appropriate mix of cash and share awards, aligning their interests with those of shareholders. During a challenging operating period, the Executive Directors delivered against pre-defined objectives, including stewardship of the Company through a period of operational and strategic transition and, with only limited historic awards remaining outstanding, the Board considers deferred equity to remain an important component of long-term incentive and retention arrangements. Accordingly, in recognition of this performance and to support continued alignment and retention, the Board has approved the grant of deferred share awards.
The following Directors were duly granted deferred share awards in the form of nil cost options over ordinary shares ("Ordinary Shares") on 24 December 2025. Subject to continuing office, these share awards will vest in three equal instalments on 30 June 2026, 2027 and 2028 and will remain exercisable until 24 December 2035.
| Directors | Position | Number of Shares Awarded |
|---|---|---|
| Adonis Pouroulis | Chief Executive Officer | 6,000,000 |
| Julian Maurice-Williams | Chief Financial Officer | 4,500,000 |
| Duncan Wallace | Technical Director | 4,500,000 |
Matching awards
In accordance with the Company's Non-Executive Directors' Restricted Share Unit Plan on 24 December 2025, Chairman Andrew Hockey was granted 434,065 matching awards over Ordinary Shares in the Company. The awards were granted to match the purchase of shares made by Andrew Hockey on 14 August 2024 and 19 June 2025. The matching awards are conditional upon continuing office and retention of such purchased shares until the awards vest. 76,923 matching share awards will vest in three equal instalments being immediately, 14 August 2026 and 14 August 2027 and 357,142 matching share awards will vest in three equal instalments on 19 June 2026, 2027 and 2028.
| a) | Name | Adonis Pouroulis |
| 2. | Reason for the Notification | |
| a) | Position/status | Chief Executive Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Chariot Limited |
| b) | LEI | 21380046DOGKITYU6X54 |
| a) | Description of the Financial instrument, type of instrument | Options over Ordinary Shares. |
| Identification code | ISIN for Chariot Limited Ordinary Shares: GG00B2R9PM06 | |
| b) | Nature of the transaction | Grant of options over Ordinary Shares. In accordance with the Company's Long Term Incentive Share Scheme these options will vest evenly on 30 June 2026, 2027 and 2028 and will remain exercisable until 24 December 2035. |
| c) | Price(s) and volume(s) | Price(s) Volume(s) £nil 6,000,000 |
| d) | Aggregated information: · Aggregated volume · Price | Not applicable, single transaction. |
| e) | Date of the transaction | 24 December 2025 |
| f) | Place of the transaction | Outside a trading venue. |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Julian Maurice-Williams |
| 2. | Reason for the Notification | |
| a) | Position/status | Chief Financial Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Chariot Limited |
| b) | LEI | 21380046DOGKITYU6X54 |
| a) | Description of the Financial instrument, type of instrument | Options over Ordinary Shares. |
| Identification code | ISIN for Chariot Limited Ordinary Shares: GG00B2R9PM06 | |
| b) | Nature of the transaction | Grant of options over Ordinary Shares. In accordance with the Company's Long Term Incentive Share Scheme these options will vest evenly on 30 June 2026, 2027 and 2028 and will remain exercisable until 24 December 2035. |
| c) | Price(s) and volume(s) | Price(s) Volume(s) £nil 4,500,000 |
| d) | Aggregated information: · Aggregated volume · Price | Not applicable, single transaction. |
| e) | Date of the transaction | 24 December 2025 |
| f) | Place of the transaction | Outside a trading venue. |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Duncan Wallace |
| 2. | Reason for the Notification | |
| a) | Position/status | Technical Director |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Chariot Limited |
| b) | LEI | 21380046DOGKITYU6X54 |
| a) | Description of the Financial instrument, type of instrument | Options over Ordinary Shares. |
| Identification code | ISIN for Chariot Limited Ordinary Shares: GG00B2R9PM06 | |
| b) | Nature of the transaction | Grant of options over Ordinary Shares. In accordance with the Company's Long Term Incentive Share Scheme these options will vest evenly on 30 June 2026, 2027 and 2028 and will remain exercisable until 24 December 2035. |
| c) | Price(s) and volume(s) | Price(s) Volume(s) £nil 4,500,000 |
| d) | Aggregated information: · Aggregated volume · Price | Not applicable, single transaction. |
| e) | Date of the transaction | 24 December 2025 |
| f) | Place of the transaction | Outside a trading venue. |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Andrew Hockey |
| 2. | Reason for the Notification | |
| a) | Position/status | Chairman |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Chariot Limited |
| b) | LEI | 21380046DOGKITYU6X54 |
| a) | Description of the Financial instrument, type of instrument | Options over Ordinary Shares. |
| Identification code | ISIN for Chariot Limited Ordinary Shares: GG00B2R9PM06 | |
| b) | Nature of the transaction | Grant of options over Ordinary Shares. In accordance with the Company's Non-Executive Directors' Restricted Share Unit Plan these options will vest in three equal instalments being immediately, 14 August 2026 and 14 August 2027 and will remain exercisable until 24 December 2035. |
| c) | Price(s) and volume(s) | Price(s) Volume(s) £nil 76,923 |
| d) | Aggregated information: · Aggregated volume · Price | Not applicable, single transaction. |
| e) | Date of the transaction | 24 December 2025 |
| f) | Place of the transaction | Outside a trading venue. |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Andrew Hockey |
| 2. | Reason for the Notification | |
| a) | Position/status | Chairman |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Chariot Limited |
| b) | LEI | 21380046DOGKITYU6X54 |
| a) | Description of the Financial instrument, type of instrument | Options over Ordinary Shares. |
| Identification code | ISIN for Chariot Limited Ordinary Shares: GG00B2R9PM06 | |
| b) | Nature of the transaction | Grant of options over Ordinary Shares. In accordance with the Company's Non-Executive Directors' Restricted Share Unit Plan these options will vest in three equal instalments on 19 June 2026, 2027 and 2028 and will remain exercisable until 24 December 2035. |
| c) | Price(s) and volume(s) | Price(s) Volume(s) £nil 357,142 |
| d) | Aggregated information: · Aggregated volume · Price | Not applicable, single transaction. |
| e) | Date of the transaction | 24 December 2025 |
| f) | Place of the transaction | Outside a trading venue. |
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