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Annual Report - Clarification

In brief · summary, not quotable

Petra Diamonds clarified an error in its Annual Report for the year ended June 30, 2025, published on October 17, 2025, specifically regarding the Warrant Incentive Plan. The report incorrectly stated a maximum award of 200% of salary; instead, there is no maximum award linked to salary. The maximum number of shares for which warrants may be granted remains at 16 million. Individual grant maximums include up to 3.75 million warrants each for Joint-Interim Chief Executive Officers Vivek Gadodia and Juan Kemp, and Non-Executive Chair José Manuel Vargas. Warrants will have an exercise price of 35p per share. The corrected policy will be presented for shareholder approval at a Special General Meeting on November 6, 2025.

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24 October 2025LSE: PDL

Petra Diamonds Limited

("Petra" or "the Company")

Annual Report - Clarification

It has come to the Company's attention that, due to a typographical error, a table was incorrectly set out in the "Warrant Incentive Plan" section of the proposed new directors' remuneration policy on page 114 of the Company's Annual Report and Accounts for the year ended 30 June 2025 ("Annual Report"), which was published on 17 October 2025.

In particular, the Annual Report states that the Warrant Incentive Plan is subject to a maximum award of up to 200% of salary, which is incorrect as there is no maximum award linked to salary. The maximum number of shares in respect of which warrants may be granted under the Warrant Incentive Plan is 16 million, with individual grant maximums for certain individuals.

For clarity, the full "Warrant Incentive Plan" section, including the correct table, is set out below.

Warrant Incentive Plan

Purpose and link to strategyTo motivate and reward for the delivery of long-term share price growth
OperationWarrants will normally vest over a two-year vesting period in three equal tranches with one third vesting at the completion of the FY26 refinancing (the 'Refinancing'), the first anniversary of the Refinancing and the second anniversary of the Refinancing Warrants will have an exercise price of 35p per share Warrants may be satisfied in whole or in part by a cash payout as an alternative to the issue or transfer of shares or by a transfer of shares with a value equal to the gain (without payment of the exercise price) Warrants will be subject to malus and clawback provisions
Maximum opportunityThe maximum number of shares in respect of which warrants may be granted under the WIP is 16 million. The individual grant maximums are as follows: up to 3.75 million warrants to the Joint-Interim Chief Executive Officer Vivek Gadodia; up to 3.75 million warrants to the Joint-Interim Chief Executive Officer Juan Kemp; and up to 3.75 million warrants to the Non-Executive Chair José Manuel Vargas. "

The proposed new directors' remuneration policy will be presented for approval by shareholders under resolution 11 of the Company's Special General Meeting to be held on Thursday 6 November 2025 at 8.30am (the "SGM").

For the avoidance of doubt, the proposed incentivisation plan that is available for viewing at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and that will be presented for approval by shareholders under resolution 10 at the SGM, is correct.

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

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