REG - Nativo Resources Plc - Directors' Deferred Remuneration & Issue of Equity

Nativo ResourcesAnnouncement

06/02/2026 11:30

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RNS Number : 0908S  Nativo Resources Plc  06 February 2026

6 February 2026

Nativo Resources Plc

("Nativo" or the "Company")

 

Directors' Deferred Remuneration

Issue of Equity

Award of Options

Director / PDMR Dealings

Nativo Resources plc (LON:NTVO), a gold-focused mining company with interests
in Peru, announces that it has issued 6,858,710 Ordinary Shares (the "Director
Salary Shares") to Christian Yates and Stephen Birrell, the Executive
Directors of the Company, at an agreed share price of £0.005832 per new
Ordinary Share, representing an 8% premium to the closing market price of the
Company's shares on 3 February 2026.

Accordingly, Mr Yates will subscribe for 2,572,016 Ordinary Shares in lieu of
£15,000 of salary owing, and Mr Birrell will subscribe for 4,286,694 Ordinary
Shares in lieu of £25,000 of salary owing.

Following the issuance of shares, Mr Yates will be interested in 7,339,660
Ordinary Shares (1.17 per cent of the issued share capital) and Mr Birrell
will be interested in 12,080,357 Ordinary Shares in the Company (1.92 per cent
of the issued share capital).

 

Award of Options

The Executive Directors have also been awarded options under the Company's EMI
Scheme to further align the long-term interests of the Executive with
shareholders.

 

Schedule of Directors Options

 

 DIRECTOR         ROLE                     DATE OF     NO. OPTIONS GRANTED  EXERCISE PRICE(*)  VESTING DATE  EXPIRY DATE

                                           GRANT
 Stephen Birrell  Chief Executive Officer  04.02.2026  25,162,531           £0.0054            04.02.2029    04.02.2031
 Christian Yates  Executive Chairman       04.02.2026  25,162,531           £0.0054            04.02.2029    04.02.2031

(*)Being the closing price of the Company's Ordinary Shares on 3 February 2026

 

Related Party Transaction

The issuance of shares and award of options to the Directors referred to above
is classified as a related party transaction for the purposes of the AIM
Rules. Andrew Donovan, being the sole independent director, confirms that he
considers that the terms of the transaction are fair and reasonable insofar as
the Company's Shareholders are concerned.

 

Admission and Total Voting Rights

 

Application has been made to the London Stock Exchange for 6,858,710 Director
Salary Shares to be admitted to trading on AIM ("Admission") and it is
expected that such Admission will take place at 8.00 a.m. on or around 11
February 2026.

In accordance with the provision of the Disclosure Guidance and Transparency
Rules of the Financial Conduct Authority, the Company confirms that, following
the issue of the above Director Salary  Shares, its issued Ordinary Share
capital will comprise 635,922,000 Ordinary Shares. All the Ordinary Shares
have equal voting rights and none of the Ordinary Shares are held in Treasury.
The total number of voting rights in the Company will therefore be
635,922,000. The above figure may be used by shareholders as the denominator
for the calculations to determine if they are required to notify their
interests in, or a change to their interest in, the Company.

 

For further information please contact:

 

  Nativo Resources                             Via Vigo Consulting

  Stephen Birrell, Chief Executive Officer     nativo@vigoconsulting.com (mailto:nativo@vigoconsulting.com)

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

  James Joyce

  James Bavister

  AlbR Capital Limited (Joint Broker)          Tel: +44 (0)20 7469 0930

  Duncan Vasey

  Lucy Williams

 Rose Greensmith

  Vigo Consulting (Investor Relations)         Tel: +44 (0)20 7390 0234

  Ben Simons                                   nativo@vigoconsulting.com (mailto:nativo@vigoconsulting.com)

  Peter Jacob

 Anna Sutton

 

About Nativo Resources plc

 

Nativo has interests in gold projects in Peru. The Company's strategy is based
on three core activities: primary gold mining, gold ore processing, and the
recovery of gold from tailings. The Company has already acquired or optioned
several projects for development and has identified additional opportunities
for expansion. Nativo's nearest-term objective is to scale operations on the
Tesoro Gold Concession, focusing on the Bonanza and Morrocota mines. Nativo
intends to allocate portions of free cash flow from mining and processing
activities and future fundraises to Bitcoin purchases, and to hold Bitcoin as
a long-term treasury reserve asset.

 

Follow us on social media:

 

LinkedIn: https://uk.linkedin.com/company/nativoresources-plc
(https://uk.linkedin.com/company/nativoresources-plc)

X (Twitter): https://x.com/nativoresources (https://x.com/nativoresources)

 

 

Appendix - 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                                                         Stephen Birrell
 2.        Reason for notification
 a)        Position/Status                                              Chief Executive Officer
 b)        Initial notification/                                        Initial notification

           Amendment
 3.        Details of the issuer, emission allowance market participant, auction
           platform, auctioneer or auction monitor
 a)        Name                                                         Nativo Resources Plc
 b)        LEI                                                          2138006SNII7SKIGG445
 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  i)              Ordinary shares of GBP0.0015 per share par value

Identification Code                                         ii)             Options over Ordinary Shares

                                                                        ISIN: GB00BRYPS729
 b)        Nature of the transaction                                    Issue of Ordinary Shares and Options over Ordinary Shares
 c)        Price(s) and volume(s)
                                                                                      Price             Volume
           (i) £0.005831 per share                                                    (i) 4,286,694

           (ii) £0.0054 per option

                                                                                      (ii) 25,162,531

 d)        Aggregated information                                       As above

           - Aggregated Volume

           - Price
 e)        Date of the transaction                                      4 February 2026
 f)        Place of the transaction                                     Outside a trading venue

 

 

 

 

 

 

 1.        Details of the person discharging managerial responsibilities/person closely
           associated
 a)        Name                                                         Christian Yates

 2.        Reason for notification
 a)        Position/Status                                              Executive Chairman
 b)        Initial notification/                                        Initial notification

           Amendment
 3.        Details of the issuer, emission allowance market participant, auction
           platform, auctioneer or auction monitor
 a)        Name                                                         Nativo Resources plc
 b)        LEI                                                          2138006SNII7SKIGG445
 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  i)              Ordinary shares of GBP0.0015 per share par value

Identification Code                                         ii)             Options over Ordinary Shares

 b)        Nature of the transaction                                    Issue of Ordinary Shares and Options over Ordinary Shares
 c)        Price(s) and volume(s)
                                                                                      Price             Volume
           (i) £0.005831 per share                                                    (i) 2,572,016

           (ii) £0.0054 per option

                                                                                      (ii) 25,162,531

 d)        Aggregated information                                       As above

           - Aggregated Volume

           - Price
 e)        Date of the transaction                                      4 February 2026
 f)        Place of the transaction                                     Outside a trading venue

 

 

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