REG - Pantheon Resources - Vesting of RSUs, Grant of Awards & Blocklisting

Pantheon ResourcesAnnouncement

24/07/2025 15:45

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RNS Number : 4881S  Pantheon Resources PLC  24 July 2025

 

 

 

 

 

24 July 2025

 

Pantheon Resources plc

 

Grant of Awards, Vesting of RSUs and New Blocklisting Application

 

Pantheon Resources plc ("Pantheon" or the "Company"), the oil and gas company
developing the Kodiak and Ahpun projects located in close proximity to
pipeline and transportation infrastructure on Alaska's North Slope, announces,
further to its announcement on 9 June 2025, details of the awards issued to
Tralisa Maraj and Erich Krumanocker. The Company also notes the vesting of the
first tranche of RSU's granted pursuant to Pantheon's Employee Stock Ownership
Plan ("ESOP"), as announced 23 October 2024.

 

Grant of Awards

Further to the announcement of 9 June 2025, the Company announces that it has
granted at total of 2,500,000 options to certain senior employees pursuant to
the ESOP. This number includes the previously announced grants of 750,000
options each to PDMRs Tralisa Maraj and Erich Krumanocker, with various
time-based and operational vesting criteria, as outlined below.

-     Time Based Options: 250,000 options each subject to continued
employment, vesting 25% annually commencing July 2025 and having an exercise
price of $0.40.

-     Performance Based Options: 500,000 options each will vest subject to
continued employment for a period of 2 years from the date of grant, as well
as the following performance targets:

o  Tralisa's Performance Based Options: (i) 50% are subject to achieving FID
for the Ahpun Project by 31 December 2028; and (ii) 50% are subject to
securing a listing on a senior U.S. exchange by 31 July 2026

o  Erich's Performance Based Options: (i) are subject to Achieving FID for
the Ahpun Project by 31 December 2028; and (ii) cannot vest until a minimum 2
years has passed from date of grant

o  In both cases the board reserves the right to extend these deadlines by up
to 6 months in the case of FID or 12 months in the case of a U.S. listing.

As also announced on 9 June 2025, Tralisa and Erich have each been awarded
375,000 RSUs pursuant to the terms of the ESOP. The number of RSUs in this
grant has been calculated using a price of $0.219 and will vest equally in
three annual tranches commencing April 2026, to align with all other RSUs.

 

Vesting of RSUs

 

The Company announces that, further to the announcement of 23 October 2024, a
total of 2,817,090 RSUs have vested pursuant to the ESOP. This amount
represents the after-tax delivery of shares resulting from the vesting of the
RSUs.

 

Once the New Blocklisting has been admitted (as outlined below), the vested
RSUs will be issued and allotted accordingly and, as such, the resultant PDMR
shareholdings will be as shown in the table below.

 

 PDMR           Current Shareholding  RSUs Vested*  New Shareholding  New shareholding as a % of ISC
 David Hobbs    4,110,992              127,342      4,238,334         0.34%
 John Cheatham  4,624,025             244,555       4,868,580         0.39%

 

*Vested RSUs are net of a small cash component issued to offset certain tax
liabilities

 

New Blocklisting Application

 

An application has been made to the London Stock Exchange for a block listing
of securities in respect of 12,132,899 Ordinary Shares of £0.01 each (the
"New Ordinary Shares") to be admitted to trading on AIM (the "New
Blocklisting"). It is expected that admission will become effective on or
around 25 July 2025. This amount includes the vesting of the 2,817,090 RSUs
detailed above.

 

The New Ordinary Shares will be issued as necessary, in order to satisfy the
issue of shares pursuant to the future exercise of previously granted LTIP
options and the vesting of previously granted RSU's (and possible RSU grants
to future hires) under the ESOP. When issued, the New Ordinary Shares will be
credited as fully paid and will rank pari passu in all respects with the
existing Ordinary Shares of £0.01 each in the capital of the Company
("Ordinary Shares"). The Company will provide bi-annual updates in respect of
the New Blocklisting, in line with its obligations under AIM Rule 29.

 

The Company notes that the New Blocklisting will run in tandem to the
Company's existing blocklisting, which will remain in place to satisfy the
exercise of options under the Pantheon Resources Plc 2009 Discretionary Share
Option Plan.

Following the allotment of the 2,817,090 new shares, Pantheon will have
1,239,166,443 Ordinary Shares in issue. All of the Ordinary Shares have equal
voting rights and none of the Ordinary Shares are held in treasury. The total
number of voting rights in Pantheon as at the date of this announcement is
therefore 1,239,166,443.  This figure 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 in their
interest in, the share capital of the Company under the FCA's Disclosure
Guidance and Transparency Rules.

 

 

Further information:

 

 Pantheon Resources plc                                            +44 20 7484 5361
 David Hobbs, Chairman

 Max Easley, CEO

 Justin Hondris, SVP, Investor Relations

 Canaccord Genuity Limited (Nominated Adviser, and Joint Broker)
 Henry Fitzgerald-O'Connor                                         +44 20 7523 8000

 James Asensio

 Charlie Hammond

 BlytheRay (Corporate Communications)                              +44 20 7138 3204
 Tim Blythe

 Megan Ray

 Matthew Bowld

 

MZ Group (USA Investor Relations Contact)
 
+1 949 259 4987

Lucas Zimmerman

Ian Scargill

 

 

 

 

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.    Tralisa Maraj

                                                                  2.    Erich Krumanocker
 2   Reason for the notification

 a)  Position/status                                              1.    Chief Financial Officer

                                                                  2.    Chief Development Officer

 b)  Initial notification/Amendment                               Initial Notification

 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Pantheon Resources plc

 b)  LEI                                                          213800SWHY5DNQS64J23

 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  Options over ordinary shares

                                                                  ISIN: GB00B125SX82

 b)  Nature of the transaction                                    Grant of Options over Ordinary Shares

 c)  Price(s) and volumes(s)                                      1.    750,000 options to acquire Ordinary Shares at an exercise price
                                                                  of $0.40 per Ordinary share

                                                                  2.    750,000 options to acquire Ordinary Shares at an exercise price
                                                                  of $0.40 per Ordinary share
 d)  Aggregated information                                       N/A (single transaction)

     -      Aggregated volume

     -      Price
 e)  Date of the transaction                                      10 July  2025

 f)  Place of the transaction                                     Outside of a trading venue

 

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated

 a)  Name                                                         1.    Tralisa Maraj

                                                                  2.    Erich Krumanocker
 2   Reason for the notification

 a)  Position/status                                              1.    Chief Financial Officer

                                                                  2.    Chief Development Officer
 b)  Initial notification/Amendment                               Initial Notification

 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Pantheon Resources plc

 b)  LEI                                                          213800SWHY5DNQS64J23

 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  Options over ordinary shares

                                                                  ISIN: GB00B125SX82

 b)  Nature of the transaction                                    2024 ESOP RSU grant

 c)  Price(s) and volumes(s)                                      1.    Restricted Stock Units to acquire 375,000 Ordinary Shares for nil
                                                                  consideration.

                                                                  2.    Restricted Stock Units to acquire 375,000 Ordinary Shares for nil
                                                                  consideration.
 d)  Aggregated information                                       N/A (single transaction)

     -      Aggregated volume

     -      Price
 e)  Date of the transaction                                      10 July  2025
 f)  Place of the transaction                                     Outside of a trading venue

 

 

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