Grant of Restricted Shares under LTIP

Tower Resources PLC

29 June 2026

 

29 June 2026

Tower Resources plc

("Tower" or the "Company")

Grant of Restricted Shares under Long Term Incentive Plan

Tower Resources plc (AIM: TRP), the AIM listed oil and gas company focused on Africa, announces that it has made an annual award of Restricted Shares to directors, employees and consultants under its Long Term Incentive Plan ("LTIP").

The award of Restricted Shares (the "Restricted Shares"), comprising 1,540,000,000 new ordinary shares ("Ordinary Shares") in the capital of the Company, was made on 26 June 2026 and the Restricted Shares will vest only at the end of three years, on 26 June 2029. The award of equity incentives under the LTIP (the "LTIP Award") is an annual event, which normally takes place in the first quarter of each year, and has in previous years been made in the form of share options vesting over three years; however, last year the Company decided to issue Restricted Shares which only vest at the end of three years, and the Company has decided to adopt the same approach this year and going forward.

The current year's award is for the same number of shares as last year, distributed among a slightly larger group of recipients, and remains within the Company's existing policy that the cumulative amount of shares which may be issued in future under LTIP awards, whether in the form of share options or restricted shares, shall not exceed 10% of the Enlarged Share Capital of the Company, being the sum of the currently issued shares and all future shares that the Company may be currently obliged to issue in future, including restricted shares, options or other conversion rights.

Details of the LTIP grant to directors, PDMRs and consultants are set out below:

Director/PDMR	Existing number of LTIP share options and Restricted Share Awards	Number of new LTIP Restricted Shares granted	Total number of LTIP options and Restricted Shares held following issue
Jeremy Asher‡	1,740,000,000	600,000,000	2,340,000,000
Mark Enfield	240,000,000	225,000,000	465,000,000
Honore Dairou	572,000,000	180,000,000	752,000,000
Consultants	506,000,000	440,000,000	946,000,000
Others	108,000,000	95,000,000	203,000,000
TOTAL	3,166,000,000	1,540,000,000	4,706,000,000

‡ Held by Pegasus Petroleum Ltd, which is owned and controlled by Jeremy Asher

LTIP Awards outstanding

Following this current grant of LTIP awards, the total number of shares (including Restricted Shares and shares subject to options) which the Company may be obliged to issue under outstanding LTIP Awards is 4,706,000,000 equating to 9.5% of the Company's enlarged share capital assuming full exercise of all warrants and share options.

Market Abuse Regulation (MAR) Disclosure

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 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this announcement via Regulatory Information Service ('RIS'), this inside information is now considered to be in the public domain.

Contacts:

Tower Resources plc Jeremy Asher Chairman & CEO Andrew Matharu VP - Corporate Affairs	[phone]
BlytheRay Financial PR Megan Ray Will Jones	[phone]
SP Angel Corporate Finance LLP Nominated Adviser and Joint Broker Stuart Gledhill Caroline Rowe	[phone]
Axis Capital Markets Limited Joint Broker Richard Hutchison	[phone]

About Tower Resources

Tower Resources plc is an AIM listed energy company building a balanced portfolio of energy opportunities in Africa across the exploration and production cycle in oil and gas and beyond. The Company's current focus is on advancing its operations in Cameroon to deliver cash flow through short-cycle development and rapid production with long term upside, and de-risking attractive exploration licenses through acquiring 3D seismic data in the emerging oil and gas provinces of Namibia and South Africa, where world-class discoveries have recently been made.

Tower's strategy is centred around stable jurisdictions that the Company knows well and that offer excellent fiscal terms. Through its Directors and staff, Tower has access to decades of expertise and experience in Cameroon and Namibia, and its joint venture with New Age builds on years of experience in South Africa.

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM:

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	1)    Jeremy Asher 2)    Honore Dairou 3)    Mark Enfield
2.	Reason for the notification
a)	Position/status:	1)    Chairman and Chief Executive Officer 2)    Director Tower Resources Cameroon S.A 3)    Executive Director
b)	Initial notification/Amendment:	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name:	Tower Resources PLC
b)	LEI:	2138002J9VH6PN7P2B09
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 0.001 pence each GB00BZ6D6J81
b)	Nature of the transaction:	Restricted Share Awards, vesting in three years
c)	Price(s) and volume(s):	Price(s) Volume(s) 1)    0.018 pence 2)    0.018 pence 3)    0.018 pence 600,000,000 180,000,000 225,000,000
d)	Aggregated information: Aggregated volume: Price:	Single transaction as in 4 c) above Price(s) Volume(s) 1)    0.018 pence 2)    0.018 pence 3)    0.018 pence 600,000,000 180,000,000 225,000,000
e)	Date of the transaction:	26 June 2026
f)	Place of the transaction:	Outside a trading venue

 

END