| RNS LONDON STOCK EXCHANGE RNS Director/PDMR Shareholding ACG VCP-EIP ISSUANCE ACG METALS LIMITED Released 07:00:01 27 January 2026 RNS Number : 4524Q ACG Metals Limited 27 January 2026 27 January 2026 ACG METALS LIMITED ("ACG" or the "Company") Awards under Value Creation and Employee Incentive Plans ACG Metals Limited announces that its Remuneration Committee ("RemCo") approved the issuance and/o certain awards under its value creation plan ("VCP") and employee incentive plan ("EIP") on 23 January 2026. T EIP were established on the readmission of the Company's shares to trading on the London Stock Exchange ("Re following completion of the acquisition of the Gediktepe mine in September 2024 and are designed to in Company's management team and other senior employees to deliver exceptional returns for shareholders. In deciding to grant its approval, RemCo took into account a number of important factors, including the follow · The VCP and EIP were approved by the Company's board of directors at Readmission and fully disclosed Prospectus published by the Company on 7 August 2024 (the "Prospectus"). · The Company's share price increased from US$6 at the commencement of the first measurement period in the VCP to US$15.06 at the end of this period. · As a result, the Company's overall market capitalisation increased from US$104,939,478 to US $343,283,661 during the same period. |
Amendments to certain terms of the VCP and EIP
Prior to granting this approval, RemCo approved certain adjustments to the measurement periods for the VCP
dates for the EIP Awards (as defined below) to align them with the Company's financial year. In consequence:
· The first measurement date in respect of the VCP has been brought forward from 16 October 2026 to 3
2025, with subsequent measurement dates now scheduled to fall on 31 December 2026 (the "Second M
Date"), 31 December 2027 (the "Third Measurement Date") and 31 December 2028 (the "Fourth M
Date").
· The first vesting date in respect of the EIP Awards has been postponed from 16 October 2025 to 31 Dec
with subsequent vesting dates now scheduled to fall on 31 December 2026 and 31 December 2027.
All other terms of the VCP and EIP (as further detailed in the Prospectus) remain unchanged.
Awards under the VCP and EIP
Pursuant to the VCP, the recipients may elect to receive these awards either in class A ordinary shares in t
("Shares") or options over Shares ("Options"). The following awards ("Initial VCP Awards") have been approv
of the first measurement period under the VCP:
· Mr Artem Volynets (CEO) 756,246 Shares
· Mr Patrick Henze (CFO) 604,997 Options
· Mr. Peter Carter (COO) 75,625 Shares
· Mr. Damien Coles (CLO) 75,625 Options
Only one third of the Initial VCP Awards will vest immediately, with the remainder vesting (along with an
VCP awards (together with the Initial VCP Awards, the "VCP Awards") over a four-year period as follows:
· 50% of the unvested VCP Awards are scheduled to vest on the Second Measurement Date.
· 50% of the unvested VCP Awards are scheduled to vest on the Third Measurement Date.
· The remaining unvested VCP Awards are scheduled to vest on the Fourth Measurement Date.
Vesting of all unvested VCP Awards is subject to malusand clawback.
RemCo also approved the issuance of an aggregate of 12,665 Shares to other key employees under the EI
accordance with the terms of their employment contracts. Once again, recipients may elect to receive these
in either Shares or Options.
Vesting of Shares and Options
In addition, RemCo approved the vesting of the first tranches of Shares or Options previously issued pur
one-off performance awards (the "EIP Awards") under the EIP, which are scheduled to vest in equal portion
three-year period.
| Name | Total Number of Shares or Options Granted |
Date of Grant |
|---|---|---|
| Mr. Peter Carter | 66,666 Shares | 16 July 2025 |
| Mr. Damien Coles | 58,332 Options | 19 December 2024 |
| Impact Investments LLC1 | 216,592 Options | 13 February 2025 |
Following the Initial VCP Awards and vesting of the first tranches of Shares under the EIP Awards, the int
the directors in the share capital of the Company will remain unchanged, save that the number of Shares hel
Artem Volynets (through his personal services company, ACG Advisory Limited) will (assuming all Init
Award Shares vest) increase to 1,307,567.
Application will be made for the new Shares to be listed on the equity shares (transition category) of the
List of the Financial Conduct Authority and to trading on the London Stock Exchange and a further annou
confirming such admission will be made in due course.
1
Note: Michael Pompeo is the executive chairman of Investments LLC.
– ENDS –
Inside information
The information contained within this announcement is considered by the Company to constitute inside info
as stipulated under the Market Abuse Regulation (EU) No.596/2014 (as it forms part of UK domestic law b
of the European Union (Withdrawal) Act 2018). On the publication of this announcement via a Re
Information Service, such information is now considered to be in the public domain.
The person responsible for the release of this information on behalf of the Company is Artem Volynets, Chie
Executive Officer.
For further information please contact:
Palatine
Communications Advisor
Conal Walsh / James Gilheany/ Kelsey Traynor/ Joshua Wolff
[email protected]
Berenberg
Research Analysts
Richard Hatch
+44 (0) 20 3753 3070
Joint Broker
Jennifer Lee
+44 (0) 20 3207 7800
Canaccord
Research Analysts
Tim Huff
+44 (0) 20 7523 8374
Joint Broker
James Asensio / Charlie Hammond
+ 44 (0) 20 7523 80
Stifel
Joint Broker
Ashton Clanfield / Varun Talwar
+44 (0) 20 7710 7600
Cantor Fitzgerald
Research Analysts
Puneet Singh
+1 (416) 350-8153
About the Company
ACG Metals is a company with a vision to consolidate the copper industry through a series of roll-up acqu
with best-in-class ESG and carbon footprint characteristics.
In September 2024, ACG successfully completed the acquisition of the Gediktepe Mine which is exp
transition to primary copper and zinc production from 2026 and will target annual steady-state copper eq
production of 20-25 kt. Gediktepe sold 57koz of AuEq in 2024.
ACG's team has extensive M&A experience built through decades spent at blue-chip multinationals in th
The team brings a significant network as well as a commitment to ESG principles and strong corporate gove
LON: ACG | OTCQX: ACGAF | LON:ACGW | Xetra: ACG | Bond ISIN: NO0013414565
For more information about ACG, please visit: www.acgmetals.com
A copy of the FCA notification form in respect of the issuance and/or vesting of the awards to each PDMR a
as required under the EU Market Abuse Regulation and in the prescribed format, is set out below. Notifica
Transaction pursuant to Article 19(3) of the EU Market Abuse Regulation No 596/2014.
PDMR Notification reference
00473362
Must complete either for a natural person or a legal person. If completing for a legal person, ple
include the legal form as provided for in the register where it is incorporated, if applicable.
Is this a PDMR or PCA Submission Submission for PDMR
Name of natural person Artem Volynets
Legal person
For persons discharging managerial responsibilities:
– The position occupied within the issuer or emission allowance market participant should be ind
e.g. CEO, CFO.
For persons closely associated with:
– An indication that the notification concerns a person closely associated with a person
discharging managerial responsibilities;
– Name and position of the relevant person discharging managerial responsibilities
Position/status CEO
Initial notification/amendment Initial Notification
Full name of the entity ACG Metals Limited
Legal Entity Identifier code 549300NXL2KSHKJXTU29
In accordance with ISO 17442 LEI code.
| Date Of Transaction |
Description of Instrument |
Description of Other Instrument |
Identification Code | Place Of Transaction |
Curren | ||
| 2026-01-23 | Share | VGG0056A1030 | Outside a trading venue |
GBP – B | |||
| Nature Of Transaction: vesting of certain shares from VCP award granted pursuant to the Company's value creation plan |
Price Volume 0.00 252082 Aggregated 0.00 252082 |
Price | |||||
| 0.00 | |||||||
| Aggregated | 0.00 |
PDMR Notification refe
00473365
Must complete either for a natural person or a legal person. If completing for a legal person, ple
include the legal form as provided for in the register where it is incorporated, if applicable.
Is this a PDMR or PCA Submission Submission for PDMR
Name of natural person Patrick Henze
Legal person
For persons discharging managerial responsibilities:
– The position occupied within the issuer or emission allowance market participant should be ind
e.g. CEO, CFO.
For persons closely associated with:
– An indication that the notification concerns a person closely associated with a person
discharging managerial responsibilities;
– Name and position of the relevant person discharging managerial responsibilities
Position/status CFO
Initial notification/amendment Initial Notification
Full name of the entity ACG Metals Limited
Legal Entity Identifier code 549300NXL2KSHKJXTU29
In accordance with ISO 17442 LEI code.
| Date Of Transaction |
Description of Instrument |
Description of Other Instrument |
Identification Code | Place Of Transaction |
Curren |
| 2026-01-23 | Other | Options of Class A ordinary shares |
VGG0056A1030 | outside a trading venue | GBP – B |
| Nature Of Transaction: vesting of certain options over shares from VCP award granted pursuant to the Company's value creation plan |
PDMR Notification reference
00473366
Must complete either for a natural person or a legal person. If completing for a legal person, ple
include the legal form as provided for in the register where it is incorporated, if applicable.
Is this a PDMR or PCA Submission Submission for PDMR
Name of natural person Damien Coles
Legal person
For persons discharging managerial responsibilities:
– The position occupied within the issuer or emission allowance market participant should be ind
e.g. CEO, CFO.
For persons closely associated with:
– An indication that the notification concerns a person closely associated with a person
discharging managerial responsibilities;
– Name and position of the relevant person discharging managerial responsibilities
Position/status Chief Legal Officer
Initial notification/amendment Amendment to prior notifications
Previous notification reference number 00473364
Explain the error that this notification is amending Amendment to volume figur
Full name of the entity ACG Metals Limited
Legal Entity Identifier code
In accordance with ISO 17442 LEI code.
| Date Of Transaction |
Description of Instrument |
Description of Other Instrument |
Identification Code | Place Of Transaction |
Curren | |
| 2026-01-23 | Other | Options over Class A ordinary shares |
VGG0056A1030 | outside a venue | GBP – B | |
| Nature Of Transaction: vesting of certain options over shares from VCP award granted pursuant to the Company's value creation plan |
Price | |||||
| 0.00 | ||||||
| Aggregated | 0.00 |
PDMR Notification reference
00473367
Must complete either for a natural person or a legal person. If completing for a legal person, ple
include the legal form as provided for in the register where it is incorporated, if applicable.
Is this a PDMR or PCA Submission Submission for PDMR
Name of natural person Peter Carter
Legal person
For persons discharging managerial responsibilities:
– The position occupied within the issuer or emission allowance market participant should be ind
e.g. CEO, CFO.
For persons closely associated with:
– An indication that the notification concerns a person closely associated with a person
discharging managerial responsibilities;
– Name and position of the relevant person discharging managerial responsibilities
Position/status COO
Initial notification/amendment Amendment to prior notifications
Previous notification reference number 00473363
Explain the error that this notification is amending Amendment to volume figur
Full name of the entity ACG Metals Limited
Legal Entity Identifier code 549300NXL2KSHKJXTU29
In accordance with ISO 17442 LEI code.
| Date Of Transaction |
Description of Instrument |
Description of Other Instrument |
Identification Code | Place Of Transaction |
Curren | |
| 2026-01-23 | Share | VGG0056A1030 | outside a venue | GBP – B | ||
| Nature Of Transaction: vesting of certain shares from VCP award granted pursuant to the Company's value creation plan |
Price | |||||
| 0.00 | ||||||
| Aggregated | 0.00 |
PDMR Notification reference
00473368
Must complete either for a natural person or a legal person. If completing for a legal person, ple
include the legal form as provided for in the register where it is incorporated, if applicable.
| Is this a PDMR or PCA Submission Submission for PDMR Name of natural person Peter Carter Legal person For persons discharging managerial responsibilities: – The position occupied within the issuer or emission allowance market participant should be ind e.g. CEO, CFO. For persons closely associated with: – An indication that the notification concerns a person closely associated with a person discharging managerial responsibilities; – Name and position of the relevant person discharging managerial responsibilities Position/status COO Initial notification/amendment Initial Notification Full name of the entity ACG Metals Limited Legal Entity Identifier code 549300NXL2KSHKJXTU29 In accordance with ISO 17442 LEI code. Date Of Description of Description of Other Place Of Transaction Instrument Instrument Identification Code Transaction Curren outside a trading venue GBP – B 2026-01-23 Share VGG0056A1030 |
||||||
|---|---|---|---|---|---|---|
| Date Of Transaction |
Description of Instrument |
Description of Other Instrument |
Identification Code | Place Of Transaction |
Curren | |
| 2026-01-23 | Share | VGG0056A1030 | outside a trading venue | GBP – B |
| Nature Of Transaction: vesting of certain shares from EIP award granted pursuant to the Company's employee incentive plan |
Price | |
|---|---|---|
| 0.00 | ||
| Aggregated | 0.00 |