REG - Devolver Digital - Grant of Awards and PDMR Dealing

Devolver DigitalAnnouncement

29/10/2025 07:02

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RNS Number : 1517F  Devolver Digital, Inc.  29 October 2025

29 October 2025

Devolver Digital, Inc.

("Devolver Digital", "Devolver" or the "Company", and the Company together
with all of its subsidiary undertakings "the Group")

Grant of Awards

and PDMR Dealing

Devolver Digital, the award-winning digital publisher and developer of
independent ("indie") video games, announces a grant of awards under the new
2025 Equity Incentive Plan ("2025 Plan").

Following on from the Shareholder Meeting held on October 24, 2025 which
approved all resolutions, the Board has made awards under the newly
established 2025 Equity Inventive Plan. The 2025 awards are designed to
incentivise various employees at the leadership level of the Company for
performance that delivers value for shareholders in future. The 2025 Plan
awards consist of Stock Options ("Options") which are awarded subject to
annual vesting over 3 years (1/3 each year), with a 6-month lock up at each
vesting period.

The Remuneration Committee recommended the following awards to the Board, laid
out in the tables below. These awards amount to, in aggregate, 21,687,070
options (on the assumption that all vest), representing 4.6 per cent. of the
issued and outstanding share capital. Total dilution from these awards and all
outstanding share options and grants amount to 12.6 per cent. of the issued
and outstanding share capital. The Employee Benefit Trust (EBT) currently
holds 19,098,865 shares, amounting to 4.0 per cent. of the issued and
outstanding capital, which can be used to offset the above dilution. In
addition, to satisfy vested awards, treasury shares may be transferred out of
treasury by the Company at the Board's discretion.

The following awards have been made to Directors / PDMRs of the Company:

 Director/PDMR         Position      Number of options to vest after each year              Total

Awards
            Year 1     Year 2        Year 3
 Daniel Widdicombe     CFO           1,019,102             1,019,102             1,019,101  3,057,305

 

The following awards have been made to other management and employees of the
Group:

 

 

 Category                                     Number of options to vest after each year              Total

Awards
                Year 1         Year 2                    Year 3
 Other management and senior employees        6,209,922             6,209,922             6,209,921  18,629,765

 

 

 

 

The effective date for the award of these options is 29(th) October 2025, i.e.
the third tranche of options (Year 3) will vest on October 29(th), 2028. The
exercise price for all the above option grants is £0.255, based on the 5-day
Volume Weighted Average Price from October 20(th) to October 24(th) 2025.

The co-founders of Devolver who are full-time employees at the company, CEO Harry Miller, COO Graeme Struthers and CMO Nigel Lowrie, have not received any Option awards under the 2025 Equity Incentive Plan.
-ENDS-

About Devolver Digital

Devolver is an award-winning video games publisher in the indie games space
with a balanced portfolio of third-party and own-IP. Devolver has an emphasis
on premium games and has published more than 135 titles, with more than 30
titles in the pipeline scheduled for release over the next three years.
Devolver has in-house studios developing first-party IP titles and a
complementary publishing brand. Devolver is registered in Wilmington,
Delaware, USA.

Enquiries:

 Devolver Digital, Inc.                                                                    ir@devolverdigital.com

 Harry Miller, Chief Executive Officer

 Graeme Struthers, Chief Operating Officer

 Daniel Widdicombe, Chief Financial Officer

 Zeus (Nominated Adviser and Joint Broker)                      +44 (0)20 3829 5000

 David Foreman / Kieran Russell (Investment Banking)

 Ben Robertson (Equity Capital Markets)

 Panmure Liberum (Joint Broker)

 Max Jones / Dru Danford / Shalin Bhamra (Investment Banking)   +44 (0)20 3100 2000

 Rupert Dearden (Corporate Broking)

 FTI Consulting (Communications)                                devolver@fticonsulting.com

 Jamie Ricketts / Dwight Burden / Valerija Cymbal / Usama Ali                   +44 (0)20 3727 1000

The notification set out below is provided in accordance with the requirements
of Article 19 of the UK Market Abuse Regulation.

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                                                           Daniel Widdicombe
 2.    Reason for the notification
 a)    Position/status                                                CFO
 b)    Initial notification/Amendment                                 Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 a)    Name                                                           Devolver Digital, Inc.
 b)    LEI                                                            213800PRI1918XI2H813
 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 stock par value of $0.0001

       Identification code

                                                                      ISIN: USU0858L1036
 b)    Nature of the transaction                                      Grant of Stock Options
 c)    Price(s) and volume(s)                                          Price(s)                        Volume(s)

                                                                       £0.255                          3,057,305 Options

       Aggregated information                                         Price                              Volume

                                                                       £0.255                          3,057,305 Options
 e)    Date of the transaction                                        29 October 2025
 f)    Place of the transaction                                       London Stock Exchange, AIM

 

 

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