Director/PDMR Shareholding
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Gulf Keystone announces that, pursuant to the Gulf Keystone Petroleum 2024 Long Term Incentive Plan ("LTIP"), on 1 July 2024 (the "Award Date") awards over common shares ("2024 Awards") were granted to employees and the persons discharging managerial responsibilities ("PDMRs") listed below.
The LTIP was approved by the Company's shareholders at the Company's Annual General Meeting held on 21 June 2024, replacing the 2014 Long Term Incentive Plan. These are the first awards to be made under the new plan and have been made to eligible employees of the wider workforce, including to employees in Kurdistan.
The quantum of 2024 Awards was determined based on a price of 147.1p being the closing mid-market price of the Company on 28 June 2024. The vesting date for the 2024 Awards is 1 July 2027 in respect of executive directors and 1 April 2027 in respect of other participants receiving performance awards. Future awards are expected to be made following the announcement of the Company's Full Year Results and will have a vesting period of three years, in accordance with the agreed provisions and annual issue cycle of the plan. The 2024 Awards are in the form of nil cost options and no consideration is payable for the grant of an award. In respect of PDMRs and senior management, vesting of them will be in accordance with performance conditions.
Performance Conditions
Vesting of the 2024 Awards is subject to performance conditions which include the requirement for both absolute and relative total shareholder return ("TSR") targets being met. For the 2024 Awards, TSR will be measured over the three financial years of the Company commencing in the year of the Grant Date. In accordance with recent governance guidelines, the Remuneration Committee has the discretion to review vesting outcomes to ensure a fair reflection of performance.
Awards
The following PDMRs have been granted 2024 Awards under the LTIP:
| Name | Position | Number of awards |
|---|---|---|
| Jon Harris | Chief Executive Officer | 639,021 |
| Gabriel Papineau-Legris | Chief Financial Officer | 356,900 |
| John Hulme | Chief Operating Officer | 222,705 |
| Clare Kinahan | Chief HR Officer | 145,615 |
| Alasdair Robinson | Chief Legal Officer | 144,847 |
Staff Awards
In addition to the above, a total of 2,080,928 awards in aggregate have also been granted to eligible employees who are not PDMRs. For lower grade staff only, awards are made on a time vested basis without performance conditions, and will vest one third/one third/one third over three years subject to certain conditions including continuation of employment. Of the 2,080,928 awards detailed above, 444,683 of these are time vested awards.
| a) | Name | Jon Harris |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Executive Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Gulf Keystone Petroleum Limited |
| b) | LEI | 213800QTAQOSSTNTPO15 |
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 639,021 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 July 2024 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Gabriel Papineau-Legris |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Financial Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Gulf Keystone Petroleum Limited |
| b) | LEI | 213800QTAQOSSTNTPO15 |
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Price(s) Volume(s) nil 356,900 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 July 2024 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | John Hulme |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Operating Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Gulf Keystone Petroleum Limited |
| b) | LEI | 213800QTAQOSSTNTPO15 |
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 222,705 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 July 2024 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Clare Kinahan |
| 2 | Reason for the notification | |
| a) | Position/status | Chief HR Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Gulf Keystone Petroleum Limited |
| b) | LEI | 213800QTAQOSSTNTPO15 |
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 145,615 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 July 2024 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Alasdair Robinson |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Legal Officer |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Gulf Keystone Petroleum Limited |
| b) | LEI | 213800QTAQOSSTNTPO15 |
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 144,847 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 July 2024 |
| f) | Place of the transaction | Outside a trading venue |
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