REG - Caledonia Mining Crp - Issue of New Long-Term Incentive Awards
02/04/2025 07:04
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250402:nRSB2282Da&default-theme=true
RNS Number : 2282D Caledonia Mining Corporation PLC 02 April 2025
Caledonia Mining Corporation Plc
(NYSE AMERICAN, AIM and VFEX: CMCL)
Issue of Securities Pursuant to Long Term Incentive Plan Awards and Issue of
New Long Term Incentive Plan Awards
St Helier, April 2, 2025: Caledonia Mining Corporation Plc ("the Company"
or "Caledonia") announces that, pursuant to the vesting of awards made under
the 2015 Omnibus Equity Incentive Compensation Plan of the Company (the
"Plan") and following the publication of financial results for the year ended
December 31, 2024, a total of 80,230 common shares of no par value in the
Company are being issued on or about April 4, 2025 to members of staff within
the Company's group, including in the form of depositary interests and
Zimbabwe depositary receipts in respect of such shares (together the
"Securities").
The following "Persons Discharging Managerial Responsibility" within the
meaning of the Market Abuse Regulation (EU) No. 596/2014 ("PDMRs") shall
receive the following Securities as set out below:
Name Position Number of Securities Resulting interest in share capital of the Company (number and percentage)
John Mark Learmonth Director and Chief Executive Officer 29,817 216,848 (1.12%)
Application has been made by Caledonia for the admission of depositary
interests representing all the issued shares to trading on AIM and it is
anticipated that trading in such Securities will commence on or about April
10, 2025.
Following issue of all the Securities, the Company will have a total number of
shares in issue of 19,294,784 common shares of no par value each. Caledonia
has no shares in treasury; therefore, this figure may be used by holders of
Securities as the denominator for the calculations by which they determine if
they are required to notify their interest in, or a change to their interest
in, the Company.
Caledonia further announces that the Compensation Committee of the Board of
Directors of the Company has approved the grant of new long term incentive
plan awards under the Plan to members of staff in the group (the "Grant"),
including to the following PDMRs with the following values as at April 1, 2025
(the "Grant Date"):
Name of PDMR Position Values
John Mark Learmonth Director and Chief Executive Officer US$491,715.90
James Mufara Chief Operations Officer US$233,700.02
Ross Jerrard Chief Financial Officer US$226,630.14
and
US$75,000
Victor Gapare Executive Director US$205,427.81
The Grant, other than the award shown above to Mr Jerrard of $75,000 in value,
is in the form of target Performance Units ("PUs"), as defined in the Plan.
The vesting date for the PUs shall be the first business day in April 2028, or
on the next applicable date that is not within a closed period. The award
shown above to Mr Jerrard of $75,000 in value is in the form of Restricted
Share Units ("RSUs") and made as a one-off award in order to increase his
compensation to be closer to the compensation he received at his former
employment without increasing his base salary. The RSUs vest in tranches of
a third on the first business day in April 2026, 2027 and 2028, or on the next
applicable date that is not within a closed period. Dividends paid during the
vesting period will be reinvested in additional RSUs for Mr Jerrard.
The numbers of PUs and RSUs awarded are equal to the monetary values of the
Grant divided by the "Fair Market Value" (as defined in the Plan) of the
Company's shares, being the greater of (i) the closing price of Caledonia's
shares on the NYSE American on the trading day preceding the date of the award
or (ii) the volume-weighted average closing price of Caledonia's shares on the
NYSE American for the five days preceding the date of the award, which
resulted in a price of US$12.49 for the PUs and RSUs awarded on the Grant
Date.
The final number of PUs which vest on maturity of the awards will be adjusted
to reflect the actual performance of the Company in terms of various operating
metrics including gold production at Blanket Mine, increase in the amount of
mineral resources at Blanket Mine and Motapa and a reduction in controllable
all-in-sustaining cost, subject to certain minimum and maximum thresholds. The
RSUs have no performance requirement other than continued employment.
Each PU and RSU that vests entitles the PDMR to receive one Caledonia common
share (or a security representing a share) on the maturity of the award.
Securities that are issued to PDMRs pursuant to vesting PUs and RSUs are
subject to a minimum holding period of one year in case vested awards become
subject to forfeiture, reduction or cancellation.
Enquiries:
Caledonia Mining Corporation Plc
Mark Learmonth Tel: +44 1534 679 800
Camilla Horsfall Tel: +44 7817 841 793
Cavendish Capital Markets Limited (Nomad and Joint Broker)
Adrian Hadden Tel: +44 207 397 1965
Pearl Kellie Tel: +44 131 220 9775
Panmure Liberum Limited (Joint Broker)
Scott Mathieson/Ailsa MacMaster Tel: +44 20 3100 2000
Camarco, Financial PR (UK)
Gordon Poole/Fergus Young/Elfie Kent Tel: +44 20 3757 4980
3PPB (Financial PR, North America)
Patrick Chidley Tel: +1 917 991 7701
Paul Durham Tel: +1 203 940 2538
Curate Public Relations (Zimbabwe)
Debra Tatenda Tel: +263 77802131
IH Securities (Private) Limited (VFEX Sponsor - Zimbabwe)
Lloyd Mlotshwa Tel: +263 (242) 745 119/33/39
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 John Mark Learmonth
2 Reason for the notification
a) Position/status Director and Chief Executive Officer
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Caledonia Mining Corporation Plc
b) LEI 21380093ZBI4BFM75Y51
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 Depositary interests representing common shares of no par value
Identification code JE00BF0XVB15
b) Nature of the transaction Issue of securities
c) Price(s) and volume(s) Price(s) Volume(s)
US$12.49 29,817
d) Aggregated information
- Aggregated volume n/a
- Price
e) Date of the transaction 1 April 2025
f) Place of the transaction AIM of the London Stock Exchange plc
d)
Aggregated information
- Aggregated volume
- Price
n/a
e)
Date of the transaction
1 April 2025
f)
Place of the transaction
AIM of the London Stock Exchange plc
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 John Mark Learmonth
2 Reason for the notification
a) Position/status Director and Chief Executive Officer
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Caledonia Mining Corporation Plc
b) LEI 21380093ZBI4BFM75Y51
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 Common shares of no par value or depositary interests representing such common
shares
Identification code
JE00BF0XVB15
b) Nature of the transaction Award of target performance units under the 2015 Omnibus Equity Incentive
Compensation Plan which vest in the form of shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 39,368
d) Aggregated information
- Aggregated volume n/a
- Price
e) Date of the transaction 1 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
n/a
e)
Date of the transaction
1 April 2025
f)
Place of the transaction
Outside a trading venue
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 Victor Gapare
2 Reason for the notification
a) Position/status 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 Caledonia Mining Corporation Plc
b) LEI 21380093ZBI4BFM75Y51
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 Common shares of no par value, or depositary interests or depositary receipts
representing such common shares
JE00BF0XVB15
Identification code
b) Nature of the transaction Award of target performance units under the 2015 Omnibus Equity Incentive
Compensation Plan which vest in the form of shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 16,447
d) Aggregated information
- Aggregated volume n/a
- Price
e) Date of the transaction 1 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
n/a
e)
Date of the transaction
1 April 2025
f)
Place of the transaction
Outside a trading venue
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 James Mufara
2 Reason for the notification
a) Position/status Chief Operations Officer
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Caledonia Mining Corporation Plc
b) LEI 21380093ZBI4BFM75Y51
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 Common shares of no par value, or depositary interests or depositary receipts
representing such common shares
JE00BF0XVB15
Identification code
b) Nature of the transaction Award of target performance units under the 2015 Omnibus Equity Incentive
Compensation Plan which vest in the form of shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 18,710
d) Aggregated information
- Aggregated volume n/a
- Price
e) Date of the transaction 1 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
n/a
e)
Date of the transaction
1 April 2025
f)
Place of the transaction
Outside a trading venue
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 Ross Jerrard
2 Reason for the notification
a) Position/status Chief Financial Officer
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Caledonia Mining Corporation Plc
b) LEI 21380093ZBI4BFM75Y51
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 Common shares of no par value or depositary interests representing such common
shares
Identification code
JE00BF0XVB15
b) Nature of the transaction Award of target performance units under the 2015 Omnibus Equity Incentive
Compensation Plan which vest in the form of shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 18,144
d) Aggregated information
- Aggregated volume n/a
- Price
e) Date of the transaction 1 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
n/a
e)
Date of the transaction
1 April 2025
f)
Place of the transaction
Outside a trading venue
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 Ross Jerrard
2 Reason for the notification
a) Position/status Chief Financial Officer
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Caledonia Mining Corporation Plc
b) LEI 21380093ZBI4BFM75Y51
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 Common shares of no par value or depositary interests representing such common
shares
Identification code
JE00BF0XVB15
b) Nature of the transaction Award of restricted share units under the 2015 Omnibus Equity Incentive
Compensation Plan which vest in the form of shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 6,004
d) Aggregated information
- Aggregated volume n/a
- Price
e) Date of the transaction 1 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
n/a
e)
Date of the transaction
1 April 2025
f)
Place of the transaction
Outside a trading venue
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END DSHEAKLFEAKSEFARecent news on Caledonia Mining
See all newsREG - Caledonia Mining Crp - Notice of Q1 2025 Results
AnnouncementREG - Caledonia Mining Crp - Blanket Mine Q1 2025 Production
AnnouncementREG - Caledonia Mining Crp - Completion of Solar Plant sale
AnnouncementREG - Caledonia Mining Crp - Issue of New Long-Term Incentive Awards
AnnouncementREG - Caledonia Mining Crp - Results for the year ended December 31, 2024
Announcement