Issue of Fee Shares & Director/PDMR Shareholding

Issue of Fee Shares

Director/PDMR Shareholding

Rockfire Resources plc (LON: ROCK), the base metal, critical mineral and precious metal exploration company, announces that 9,821,438 new ordinary shares in the Company (the "Fee Shares") have been issued to Patrick Elliott instead of cash for his services as a Non-Executive Director of the Company and a member of the Audit and Remuneration Committees for the period 1 January 2024 to 30 June 2024, 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.

The issue of 4,583,337 shares includes his director's remuneration for the period 1 January 2024 to 31 March 2024, plus his fees payable as a member of the Audit and Remuneration committees for that quarter. The issue price is £0.0024 per share, calculated using the closing mid-market price per share on the final trading day of that quarter.

The issue of 5,238,100 shares includes his director's remuneration for the period 1 April 2024 to 30 June 2024, plus his fees payable as a member of the Audit and Remuneration committees for that quarter. The issue price is £0.0021 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 9,821,438 Fee Shares to trading on AIM ("Admission"). It is anticipated that Admission will become effective on or around 8.00 a.m. on or around 18 March 2025.

On Admission, Patrick Elliott will have an interest in 68,491,761 shares, representing approximately 1.66 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 4,132,442,063. 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.