Issue of Fee Shares & Director/PDMR Shareholding

Issue of Fee Shares

Director/PDMR Shareholding

Rockfire Resources plc (LON: ROCK), the base metal, gold, and critical mineral exploration company, announces that 11,319,332 new ordinary shares in the Company (the "Fee Shares") have been issued to Patrick Elliott for his services as Non-Executive Director of the Company for the period 1 January 2023 to 31 December 2023, in lieu of director and committee fees.

The Fee Shares are being issued in accordance with the service agreement between Patrick Elliott and the Company, whereby he agreed to accept his annual remuneration as new ordinary shares in the Company. Under the terms of his service agreement, the shares become due at the end of each quarter and will be allotted by the Board on an ad-hoc basis.

This issue of 3,549,773 shares includes his director's remuneration for the period 1 January 2023 to 31 March 2023, plus his fees payable as a member of the Audit and Remuneration committees for that quarter. The issue price is £0.0022 per share, calculated using the closing mid-market price per share on the final trading day of that quarter.

This issue of 2,366,515 shares includes his director's remuneration for the period 1 April 2023 to 30 June 2023, plus his fees payable as a member of the Audit and Remuneration committees for that quarter. The issue price is £0.0033 per share, calculated using the closing mid-market price per share on the final trading day of that quarter.

This issue of 2,327,465 shares includes his director's remuneration for the period 1 July 2023 to 30 September 2023, plus his fees payable as a member of the Audit and Remuneration committees for that quarter. The issue price is £0.0037 per share, calculated using the closing mid-market price per share on the final trading day of that quarter.

This issue of 3,075,579 shares includes his director's remuneration for the period 1 October 2023 to 31 December 2023, plus his fees payable as a member of the Audit and Remuneration committees for that quarter. The issue price is £0.0028 per share, calculated using the closing mid-market price per share on the final trading day of that quarter.

Application has been made for the admission of the 11,319,332 Fee Shares to trading on AIM ("Admission"). It is anticipated that Admission will become effective on or around 8.00 a.m. on 30 January 2024.

On Admission, Patrick Elliott will have an interest in 58,670,323 shares, representing approximately 2.30 per cent. of the issued share capital of the Company, as enlarged by the Fee Shares. The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is appended below.

Total Voting Rights

Following Admission, the total number of ordinary shares and voting rights in the Company will be 2,555,866,625. The Company does not hold any shares in treasury. From Admission, the above figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company pursuant to the FCA's Disclosure Guidance and Transparency Rules.