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Issue of Shares on Conversion of Performance Right

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Sovereign Metals Limited has issued 9,022,500 ordinary shares following the conversion of performance rights by directors, employees, and consultants upon the satisfaction of the Bankable Definitive Feasibility Study Milestone. This issuance will increase the total number of ordinary shares in issue to 655,961,203, with admission of the new shares to AIM expected around April 22, 2026. The company also detailed changes in director's interests, with several directors converting performance rights into shares, resulting in an increase in their direct or indirect holdings of ordinary shares.

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Sovereign Metals Limited (ASX:SVM; AIM:SVML; OTCQX:SVMLF) (Sovereign or the Company) advises that it has issued 9,022,500 fully paid ordinary shares (Shares) upon the conversion of 9,022,500 unlisted performance rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone held by certain directors, employees and consultants of the Company pursuant to its shareholder approved Employee Equity Incentive Plan for nil consideration. Change of Director's Interest Notices are provided below.

An application will be made for the Shares to be admitted to trading on AIM (Admission) and it is expected that Admission will become effective on or around 22 April 2026.

Total Voting Rights

For the purposes of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules (DTRs), following Admission of the Shares, Sovereign will have 655,961,203 Ordinary Shares in issue with voting rights attached. The figure of 655,961,203 may be used by shareholders in the Company 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 Company, under the ASX Listing Rules or the DTRs.

Following the issue of the conversion of unlisted performance rights, the Company has the following securities on issue:

  • 655,961,203 fully paid ordinary shares (of no par value);
  • 6,190,000 unlisted performance rights subject to the "Final Investment Decision Milestone" expiring on or before 30 June 2026 (expected to lapse unvested); and
  • 13,262,500 performance rights subject to the "Construction and Finance Milestone" that have no exercise price and expire 30 June 2028.

Change of Directors' Interest Notices are provided below.

Introduced 30/09/01 Amended 01/01/11

Name of entity SOVEREIGN METALS LIMITED

ABN 71 120 833 427

Name of DirectorBenjamin Stoikovich
Date of last notice1 April 2026

Part 1 - Change of director's relevant interests in securities

Direct or indirect interestDirect and Indirect
Date of change17 April 2026
No. of securities held prior to change(a) 4,190,000 (b) 900,000 (c) 900,000 (d) 1,550,000
Class(a) Ordinary Fully Paid Shares (b) Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026 (c) Unlisted Performance Rights subject to the "Bankable Definitive Feasibility Study Milestone", expiring 30 June 2026 (d) Unlisted Performance Rights subject to the "Construction and Finance Milestone", expiring 30 June 2028
Number acquired(a) 900,000
Number disposed(c) (900,000)
No. of securities held after change(a) 5,090,000 (b) 900,000 (c) - (d) 1,550,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-backConversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone
Part 2 - Change of director's interests in contracts
Detail of contractNot applicable
Nature of interestNot applicable
Name of registered holder (if issued securities)Not applicable
Date of changeNot applicable
Interest acquiredNot applicable
Interest disposedNot applicable
Interest after changeNot applicable
Part 3 - +Closed period
If prior written clearance was provided, on what date was this provided?Not applicable
Initial notification/AmendmentInitial
LEI213800NSPXSASTENFQ34
Place of transactionOutside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Introduced 30/09/01 Amended 01/01/11

Name of entity SOVEREIGN METALS LIMITED

ABN 71 120 833 427

Name of DirectorFrancis (Frank) Eagar
Date of last notice1 April 2026

Part 1 - Change of director's relevant interests in securities

Direct or indirect interestDirect
Date of change17 April 2026
No. of securities held prior to change(a) 500,000 (b) 1,100,000 (c) 1,500,000 (d) 2,000,000
Class(a) Ordinary Fully Paid Shares (b) Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026 (c) Unlisted Performance Rights subject to the "Bankable Definitive Feasibility Study Milestone", expiring 30 June 2026 (d) Unlisted Performance Rights subject to the "Construction and Finance Milestone", expiring 30 June 2028
Number acquired(a) 1,500,000
Number disposed(c) (1,500,000)
No. of securities held after change(a) 2,000,000 (b) 1,100,000 (c) - (d) 2,000,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-backConversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone
Part 2 - Change of director's interests in contracts
Detail of contractNot applicable
Nature of interestNot applicable
Name of registered holder (if issued securities)Not applicable
Date of changeNot applicable
Interest acquiredNot applicable
Interest disposedNot applicable
Interest after changeNot applicable
Part 3 - +Closed period
If prior written clearance was provided, on what date was this provided?Not applicable
Initial notification/AmendmentInitial
LEI213800NSPXSASTENFQ34
Place of transactionOutside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Introduced 30/09/01 Amended 01/01/11

Name of entity SOVEREIGN METALS LIMITED

ABN 71 120 833 427

Name of DirectorJulian Stephens
Date of last notice18 February 2026

Part 1 - Change of director's relevant interests in securities

Direct or indirect interestIndirect
Date of change17 April 2026
No. of securities held prior to change(a) 13,557,518 (b) 600,000 (c) 600,000
Class(a) Ordinary Fully Paid Shares (b) Unlisted Performance Rights subject to the "Bankable Definitive Feasibility Study Milestone", expiring 30 June 2026 (c) Unlisted Performance Rights subject to the "Construction and Finance Milestone", expiring 30 June 2028
Number acquired(a) 600,000
Number disposed(b) (600,000)
No. of securities held after change(a) 14,157,518 (b) - (c) 600,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-backConversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone
Part 2 - Change of director's interests in contracts
Detail of contractNot applicable
Nature of interestNot applicable
Name of registered holder (if issued securities)Not applicable
Date of changeNot applicable
Interest acquiredNot applicable
Interest disposedNot applicable
Interest after changeNot applicable
Part 3 - +Closed period
If prior written clearance was provided, on what date was this provided?Not applicable
Initial notification/AmendmentInitial
LEI213800NSPXSASTENFQ34
Place of transactionOutside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Introduced 30/09/01 Amended 01/01/11

Name of entity SOVEREIGN METALS LIMITED

ABN 71 120 833 427

Name of DirectorMark Pearce
Date of last notice1 April 2026

Part 1 - Change of director's relevant interests in securities

Direct or indirect interestDirect and Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.· Mr Mark Pearce and Mrs Natasha Pearce <NMLP Family A/C> (trustee and beneficial interest) · Apollo Group Pty Ltd (director and indirect shareholder) · Crystal Brook Investments Pty Ltd (director and beneficial interest) · Roseberry Holdings Pty Ltd director and beneficial interest)
Date of change17 April 2026
No. of securities held prior to change(a) 4,161,151 (b) 400,000 (c) 300,000 (d) 650,000
Class(a) Ordinary Fully Paid Shares (b) Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026 (c) Unlisted Performance Rights subject to the "Bankable Definitive Feasibility Study Milestone", expiring 30 June 2026 (d) Unlisted Performance Rights subject to the "Construction and Finance Milestone", expiring 30 June 2028
Number acquired(a) 300,000
Number disposed(c) (300,000)
No. of securities held after change(a) 4,461,151 (b) 400,000 (c) - (d) 650,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-backConversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone
Part 2 - Change of director's interests in contracts
Detail of contractNot applicable
Nature of interestNot applicable
Name of registered holder (if issued securities)Not applicable
Date of changeNot applicable
Interest acquiredNot applicable
Interest disposedNot applicable
Interest after changeNot applicable
Part 3 - +Closed period
If prior written clearance was provided, on what date was this provided?Not applicable
Initial notification/AmendmentInitial
LEI213800NSPXSASTENFQ34
Place of transactionOutside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Introduced 30/09/01 Amended 01/01/11

Name of entity SOVEREIGN METALS LIMITED

ABN 71 120 833 427

Name of DirectorNigel Jones
Date of last notice1 April 2026

Part 1 - Change of director's relevant interests in securities

Direct or indirect interestDirect and Indirect
Date of change17 April 2026
No. of securities held prior to change(a) 225,000 (b) 150,000 (c) 300,000 (d) 250,000
Class(a) Ordinary Fully Paid Shares (b) Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026 (c) Unlisted Performance Rights subject to the "Bankable Definitive Feasibility Study Milestone", expiring 30 June 2026 (d) Unlisted Performance Rights subject to the "Construction and Finance Milestone", expiring 30 June 2028
Number acquired(a) 300,000
Number disposed(c) (300,000)
No. of securities held after change(a) 525,000 (b) 150,000 (c) - (d) 250,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-backConversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone
Part 2 - Change of director's interests in contracts
Detail of contractNot applicable
Nature of interestNot applicable
Name of registered holder (if issued securities)Not applicable
Date of changeNot applicable
Interest acquiredNot applicable
Interest disposedNot applicable
Interest after changeNot applicable
Part 3 - +Closed period
If prior written clearance was provided, on what date was this provided?Not applicable
Initial notification/AmendmentInitial
LEI213800NSPXSASTENFQ34
Place of transactionOutside a trading venue

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

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