Serabi Gold Issues 2026 Conditional Share Awards to Directors & Employees

The Board of Serabi Gold approved the grant of 458,114 Conditional Share Awards (CSAs) under the company's 2020 Restricted Share Plan, split between directors (289,178) and other employees (170,683). All awards are subject to a three-year performance period assessed across four weighted criteria: Total Shareholder Return relative to the Bank of Montreal (BMO) Junior Gold Index, Return on Capital Employed, Cumulative Free Cash Flow, and Environmental, Social, and Governance (ESG) progress. Following these grants, 2,202,948 CSAs are in issue, representing 2.91% of the company's issued share capital.

Company Overview

Serabi Gold (AIM: SRB | TSX: SBI) is a gold exploration, development, and production company focused on the Tapajós region in Pará State, Brazil. The company produces 30,000 to 40,000 ounces of gold per year at the Palito Complex and plans to double production with the Coringa Gold project. Serabi Gold recently made a copper-gold porphyry discovery and is headquartered in the United Kingdom with a secondary office in Toronto, Ontario, Canada.

Award Quantum & Authorisation

The Board of Serabi Gold approved the grant of 458,114 Conditional Share Awards (CSAs) in May 2026 under the company's 2020 Restricted Share Plan.

Directors received an aggregate of 289,178 CSAs for the 2026 award year. Chief Executive Michael Hodgson was awarded 181,269 CSAs, and Colm Howlin was awarded 106,162 CSAs. The remaining 170,683 CSAs were granted to other company employees.

The number of conditional shares awarded to each recipient was determined using the 30-day Volume Weighted Average Price (VWAP) of the company's shares on 12 May 2026.

Performance Criteria

All CSAs are subject to a three-year performance period. Shares will be issued and rights transferred only upon completion of that period and based on the degree of achievement against the stipulated performance criteria.

Four weighted metrics determine vesting outcomes. Total Shareholder Return relative to the BMO Junior Gold Index carries a 30% weighting; threshold vesting is set at the index rate, with full vesting triggered at 120% of index performance. Return on Capital Employed also carries a 30% weighting, with no vesting at the 13% ROCE threshold and full vesting at 20% ROCE. Cumulative Free Cash Flow carries a 25% weighting, with a threshold set at budget achievement and a maximum at 15% above budget.

The remaining 15% weighting is assigned to ESG performance, assessed through a qualitative evaluation of progress on activities, including water recycling and the installation of a tailings filtration system.

Holding Period & Capital Structure Impact

Executive directors are subject to shareholding requirements effective from 2026. Michael Hodgson is required to build a shareholding equivalent to 150% of his salary within a five-year period; Colm Howlin must reach a holding equivalent to 135% of his salary over the same timeframe. Until those thresholds are achieved, both directors must retain 50% of net-of-tax shares from all future vested awards.

Following the issuance of these awards, 2,202,948 CSAs are now in issue, representing 2.91% of the company's issued share capital, excluding 573,209 new ordinary shares to be issued pursuant to the settlement of Conditional Share Awards announced in May 2026.

Next Steps

The three-year performance period governing the 2026 awards will conclude upon completion of that period, at which point shares will be issued to the extent that performance criteria have been satisfied. Any shares vesting to executive directors will remain subject to the retention requirements described above until individual shareholding thresholds are achieved.