Long-Term Incentive Awards and PDMR Dealing

Arc Minerals Limited

09 July 2026

 

9 July 2026

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 (MAR) as in force in the United Kingdom pursuant to the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via Regulatory Information Service (RIS), this inside information will be in the public domain.

Arc Minerals Ltd

("Arc" or "the Company")

 Long-Term Incentive Awards

PDMR Dealing

Arc Minerals (LSE: ARCM) announces the award of long-term equity incentives to directors and senior management.

Long-Term Incentives

The Board has approved the award of a combination of Restricted Stock Units and Share Options over ordinary shares in the Company to directors and senior management.

Restricted Stock Units ("RSUs")

The RSUs granted to Executive Director Rémy Welschinger and senior management are performance-based, have a five-year term and will vest in three equal tranches upon achievement of share price targets of 0.8p, 1.2p and 1.6p or upon achieving certain alternative vesting conditions, as set out below.

Any one of the following alternative vesting conditions, if achieved, will result in the immediate vesting of one-third of the RSUs, up to a maximum of 100%:

·    a qualifying discovery in Zambia, defined as a new resource where at least three holes drilled each assayed more than 25m% CuEq. (e.g. 50m @ 0.5% Cu, or 25m @ 1% Cu);

·    a qualifying discovery in Botswana, defined as a new resource where at least three holes drilled each assayed more than 10m% CuEq. (e.g. 5m @ 2.0% Cu, or 10m @ 1% Cu);

·    a new investment in the Company resulting in gross proceeds of at least £3 million, at a premium to the 21-day volume weighted average share price of at least 25%;

·    The Group completing a value accretive transaction that increases its aggregate economic interest by at least 10 percentage points in any of its mineral assets, including through interests held directly or indirectly by subsidiaries, located in Zambia or Botswana;

Any RSUs that do not satisfy the applicable vesting conditions before expiry will lapse.

Share Options ("Options")

Options have been granted to directors (other than the independent director) and senior management. The Options have an exercise price of 0.8p, will vest equally over three years and will be exercisable at any time after vesting during their five-year term.

The Board has also approved customary good leaver and bad leaver provisions in respect of both the Options and the RSUs.

The awards represent approximately 4.88% of the Company's issued share capital. Following the grant, the total percentage of the Company's issued share capital subject to RSUs and Options will increase from 3.11% to 7.99%.

The RSUs and Options awarded are:

		RSUs Awarded	Options Awarded
Rémy Welschinger	Executive Director & CEO (Director)	37,000,000	25,000,000
Nicholas von Schirnding	Non-Executive Chairman (Director)	-	10,000,000
Abyudi James Shonga	Non-Executive Director (Director)	-	8,000,000
Vassilios Carellas	Chief Operating Officer (PDMR)	12,000,000	8,000,000
Ian Lynch	Chief Financial Officer (PDMR)	12,000,000	8,000,000
Total		61,000,000	59,000,000

Following the award, the aggregate number of RSUs and Options held by directors and senior management is as follows:

	RSU's held Before(i)	RSUs held After	Options held Before(i)	Options held After
Rémy Welschinger	-	37,000,000	3,642,748	28,642,748
Nicholas von Schirnding	21,856,494	21,856,494	14,570,996	24,570,996
Abyudi James Shonga	-	-	-	8,000,000
Vassilios Carellas	10,928,247	22,928,247	7,285,498	15,285,498
Ian Lynch	10,928,247	22,928,247	7,285,498	15,285,498
Total	43,712,988	104,712,988	32,784,740	91,784,740

(i)   The terms of the RSUs and Options were announced on 7 April 2025 and remain unchanged, except that the performance-based acceleration milestone relating to the former Anglo JV is no longer capable of being achieved.

The changes to the remuneration structure of the directors of the Company as set out above are related party transactions pursuant to Rule 13 of the AIM Rules for Companies. Brian McMaster, who is the director independent of the remuneration changes set out above, considers that the terms of the Options and the RSUs are fair and reasonable insofar as the shareholders are concerned.

For further information visit www.arcminerals.com or contact:

Arc Minerals Ltd	Rémy Welschinger, CEO	E: [e-mail]
Zeus Capital Ltd Nominated Adviser & Joint Broker	Katy Mitchell / Harry Ansell	T: [phone]
Shard Capital Partners LLP Joint Broker	Damon Heath	T: [phone]
St Brides Partners Limited Financial PR	Isabel de Salis / Susie Geliher	E: [e-mail]

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	1.    Rémy Welschinger 2.    Vassilios Carellas 3.    Ian Lynch 4.    Nicholas von Schirnding 5.    Abyudi James Shonga
2.	Reason for the notification
a)	Position/status:	Director / PDMR
b)	Initial notification/Amendment:	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name:	Arc Minerals Limited
b)	LEI:	213800XHFJVCC9GP2G75
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument: Identification code:	Ordinary shares of no par value    VGG045791016
b)	Nature of the transaction:	Issue of RSUs and Share Options
c)	Price(s) and volume(s):	Price(s) Volume(s) 1) Rémy Welschinger RSU (i)        0.8p (ii)       1.2p (iii)      1.6p Options (i)        0.8p RSU (i)     12,333,333 (ii)    12,333,333 (iii)   12,333,334 Options (i)     25,000,000 Price(s) Volume(s) 2) Vassilios Carellas RSU (i)        0.8p (ii)       1.2p (iii)      1.6p Options (i)        0.8p RSU (i)     4,000,000 (ii)    4,000,000 (iii)   4,000,000 Options (i)     8,000,000 Price(s) Volume(s) 3) Ian Lynch RSU (i)        0.8p (ii)       1.2p (iii)      1.6p Options (i)        0.8p RSU (i)     4,000,000 (ii)    4,000,000 (iii)   4,000,000 Options (i)     8,000,000 Price(s) Volume(s) 4) Nicholas von Schirnding Options (i)        0.8p Options (i)     10,000,000 Price(s) Volume(s) 5) Abyudi James Shonga Options (i)        0.8p Options (i)     8,000,000
d)	Aggregated information: Aggregated volume: Price:	Single transaction as in 4 c) above Price(s) Volume(s) RSUs (i)            0.8p (ii)           1.2p (iii)          1.6p RSUs (i)     20,333,333 (ii)    20,333,333 (iii)   20,333,334 Options (i)            Options (i)     59,000,000
e)	Date of the transaction:	8 July 2026
f)	Place of the transaction:	XLON, Off Market

Notes

Arc Minerals Ltd (LSE: ARCM) is an AIM-quoted copper exploration company focused on developing assets across two of Africa's most prospective copper belts. The Virgo Project, in Botswana, is situated in the Kalahari Copper Belt within the highly prospective MMG Zone 5 corridor. The Company also holds the Kabompo West Project in Zambia, located within the Western Domes of the Central African Copper Belt, host to multiple Tier 1 copper deposits. Arc is led by an experienced team with expertise across mining, capital markets and in-country operations.

**ENDS**

 

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