Long Term Incentive Plan (“LTIP”) Award
Gulf Keystone Petroleum Limited announced that on April 1, 2026, it granted awards under its 2024 Long Term Incentive Plan to employees and persons discharging managerial responsibilities (PDMRs), with vesting on April 1, 2029, subject to total shareholder return targets. The awards were based on a share price of 213p, the closing mid-market price on March 31, 2026, and are in the form of nil cost options. Key PDMRs receiving awards include CEO Jon Harris with 495,861 awards, CFO Gabriel Papineau-Legris with 284,781 awards, and COO John Hulme with 172,812 awards, alongside other senior executives. Additionally, 2,012,925 awards were granted to other eligible employees, with 661,505 of these being time-vested for lower-grade staff.
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LTIP
Gulf Keystone announces that, pursuant to the Gulf Keystone Petroleum 2024 Long Term Incentive Plan (“LTIP”), on 1 April 2026 (the “Award Date”) awards over common shares (“2026 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. These are the third awards to be made under the plan and are in accordance with the agreed annual issue cycle which follows release of the Company’s full year results. The awards have been made to eligible employees of the wider workforce, including to employees in Kurdistan.
The quantum of 2026 Awards was determined based on a price of 213p being the closing mid-market price of the Company on 31 March 2026. The vesting date for the 2026 Awards is 1 April 2029, being the third anniversary from the Award Date. The 2026 Awards are in the form of nil cost options and no consideration is payable for the grant of an award.
Performance Conditions
Vesting of the 2026 Awards is subject to performance conditions which include the requirement for both absolute and relative total shareholder return (“TSR”) targets being met. For the 2026 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 2026 Awards under the LTIP:
| Name | Position | Number of awards |
|---|---|---|
| Jon Harris | Chief Executive Officer | 495,861 |
| Gabriel Papineau-Legris | Chief Financial Officer | 284,781 |
| John Hulme | Chief Operating Officer | 172,812 |
| Clare Kinahan | Chief HR Officer | 112,992 |
| Alasdair Robinson | Chief Legal Officer | 112,397 |
Staff Awards
In addition to the above, a total of 2,012,925 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 2,012,925 awards detailed above, 661,505 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 |
| a) | Description of the financial instrument, type of instrument Identification code | Common shares of $1.00 each in Gulf Keystone Petroleum Limited ISIN: BMG4209G2077 |
| 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 495,861 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 April 2026 |
| 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 |
| a) | Description of the financial instrument, type of instrument Identification code | Common shares of $1.00 each in Gulf Keystone Petroleum Limited ISIN: BMG4209G2077 |
| 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 284,781 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 April 2026 |
| 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 |
| a) | Description of the financial instrument, type of instrument Identification code | Common shares of $1.00 each in Gulf Keystone Petroleum Limited ISIN: BMG4209G2077 |
| 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 172,812 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 April 2026 |
| 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 |
| a) | Description of the financial instrument, type of instrument Identification code | Common shares of $1.00 each in Gulf Keystone Petroleum Limited ISIN: BMG4209G2077 |
| 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 112,992 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 April 2026 |
| 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 |
| a) | Description of the financial instrument, type of instrument Identification code | Common shares of $1.00 each in Gulf Keystone Petroleum Limited ISIN: BMG4209G2077 |
| 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 112,397 |
| d) | Aggregated information - Aggregated volume - Price | Single transaction as in 4c) above. Nil consideration |
| e) | Date of the transaction | 1 April 2026 |
| f) | Place of the transaction | Outside a trading venue |
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