Issue of Shares on Conversion of Performance Right

Sovereign Metals Limited

17 April 2026

 

  

NEWS RELEASE I 17 April 2026

Issue OF SHARES ON CONVERSION OF PERFORMANCE RIGHTS

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.

Enquiries

Dylan Browne Company Secretary [phone]

Nominated Adviser on AIM and Joint Broker
SP Angel Corporate Finance LLP	[phone]
Ewan Leggat  Charlie Bouverat
Joint Broker
Stifel	[phone]
Varun Talwar
Ashton Clanfield

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity               SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Benjamin Stoikovich
Date of last notice	1 April 2026

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

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Selwyn Capital Limited (beneficial interest)
Date of change	17 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)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
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-back	Conversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Outside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity               SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Francis (Frank) Eagar
Date of last notice	1 April 2026

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

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	17 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)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
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-back	Conversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Outside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity               SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Julian Stephens
Date of last notice	18 February 2026

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

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	One Way Trust (beneficial interest)
Date of change	17 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)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
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-back	Conversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Outside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity               SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Mark Pearce
Date of last notice	1 April 2026

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

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct 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 change	17 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)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
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-back	Conversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Outside a trading venue

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity               SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Nigel Jones
Date of last notice	1 April 2026

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

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Redbeck Partners Ltd (beneficial interest)
Date of change	17 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)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
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-back	Conversion of Performance Rights upon satisfaction of the Bankable Definitive Feasibility Study Milestone

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Outside a trading venue

 

END