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Issue of Shares & Extension of Options

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Empire Metals Limited has issued 20,000,000 new ordinary shares to its Employee Benefit Trust at nil consideration, representing approximately 2.73 per cent. of the enlarged issued share capital of 730,893,221 shares, to support its long-term incentive plan. Additionally, the company has extended the exercise period for Managing Director Shaun Bunn's 7,500,000 share options, originally expiring on 19 April 2026, to 31 January 2028, with exercise prices of 2.5p, 3.5p, and 5p. These actions are intended to attract and retain key personnel for the advancement of the Pitfield Titanium Project.

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Empire Metals Limited, the AIM-quoted and OTCQX-traded exploration and development company, announces that it has today allotted and issued 20,000,000 new ordinary shares (the "EBT Shares") to JTC Employer Solutions Trustee Limited as trustee of the Company's Employee Benefit Trust (the "EBT").

Issue of Shares to Employee Benefit Trust

The EBT Shares will be held in trust for the purpose of satisfying future awards to be made under the Company's long-term incentive plan (the "LTIP"), which is currently being finalised by the Remuneration Committee. No awards have been made at this time and no EBT Shares will be transferred to any beneficiary until the LTIP has been formally adopted by the Board.

The EBT Shares represent approximately 2.73 per cent. of the Company's enlarged issued ordinary share capital of 730,893,221 ordinary shares and have been issued at nil consideration. The EBT Shares rank pari passu in all respects with the existing ordinary shares of the Company save that they do not carry any entitlement to dividends declared prior to the date of issue. The EBT Shares will not be voted by the trustee until transferred to individual beneficiaries pursuant to the vesting of awards under the LTIP.

The Board considers the issue of shares to the EBT to be an important step in establishing a robust long-term incentive framework, ensuring that the Company is well-positioned to attract, retain and incentivise the calibre of personnel required to advance the Pitfield Titanium Project towards development.

Extension of Options

The Company announces that it has agreed to extend the exercise period of certain share options granted to Shaun Bunn (Managing Director) under the Company's Long Term Incentive Plans, which were originally issued on 19 April 2022. Details of these options are as follows:

DirectorNumber of optionsExercise PriceOld Expiry DateNew Expiry Date
Shaun Bunn2,500,0002.5 p19 April 202631 Jan 2028
Shaun Bunn2,500,0003.5 p19 April 202631 Jan 2028
Shaun Bunn2,500,0005 p19 April 202631 Jan 2028

The extension of options held by Shaun Bunn constitutes a related party transaction under Rule 13 of the AIM Rules for Companies. Accordingly, the Company's directors who are independent of the options extension (being all directors with the exception of Shaun Bunn) consider, having consulted with the Company's nominated adviser, SP Angel Corporate Finance LLP, that the terms of the options extension are fair and reasonable insofar as shareholders of the Company are concerned.

Application for Admission and Total Voting Rights

The EBT Shares will rank pari passu in all respects with the existing ordinary shares of no par value in the capital of the Company. Application has been made to the London Stock Exchange for the Subscription Shares to be admitted to trading on AIM ('Admission'). It is expected that Admission will become effective at 8:00 a.m. on 14 April 2026. As a result of the issue of the Subscription Shares as described above, the issued share capital of the Company now consists of 730,893,221 ordinary shares of no-par value.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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