Mr. Michael Hodgson reports

DIRECTOR/PDMR SHAREHOLDING

On Feb. 1, 2024, Serabi Gold PLC's board of directors agreed to award in aggregate 888,019 conditional share awards to employees (including directors) of the company. The awards are part of the Company's normal annual compensation review and the issuance is made under the Serabi 2020 Restricted Share Plan (the "2020 Plan") which was approved by shareholders on 16 June 2020 and adopted by the Board on 10 November 2020. Shareholders confirmed the Board's continuing authority to make awards under the 2020 Plan at the Annual General Meeting held on 27 June 2023.

The awards are subject to a three-year performance period during which time certain performance criteria stipulated by the Board must be attained. The underlying shares to be issued pursuant to each of the Conditional Share Awards will only be issued and the rights transferred to the employees after the completion of the performance period and only in such amount (if any) as is required based on the achievement of the performance criteria.

The performance criteria and minimum thresholds to be achieved can be summarised as follows:

40% of the award is subject to Total Shareholder Return, (where there will be 0% vesting if Serabi TSR is in line with the BMO junior gold index increasing in a linear manner up to 100% vesting under this KPI if Serabi hits 1.2x the index over same period.)

30% of the award is subject to Return on Capital Employed (where ROCE premium over Weighted Average Cost of Capital ("WACC") must be in excess of 1.05 times. If this hurdle is met vesting will occur in a linear manner such that 100% vesting of this portion is achieved at 1.2x WACC), and

30% of the award is subject to Return on Sales (where ROS must exceed average annual budget by 10 per cent or more).

A total of 657,201 Conditional Share Awards have been granted by the Board, as recommended by the Remuneration Committee, to directors of the Company as follows:

The remaining 230,818 Conditional Share Awards have been made to other employees of the Company. The number of Conditional Shares awarded was calculated by reference to the 30 day VWAP average of the Company's shares of on 30 January 2024.

The Company also advises that in respect of the 459,800 Conditional Share Awards granted for the calendar year 2021 for which the three year performance period concluded on 31 December 2023, the Board has determined that none the performance criteria were achieved and accordingly these 459,800 Conditional Share Awards have lapsed.

Following these latest awards there are 2,503,619 Conditional Share Awards in issue representing 3.31% of the issued share capital of the Company.

Qualified Persons Statement

The scientific and technical information contained within this announcement has been reviewed and approved by Michael Hodgson, a Director of the Company. Mr Hodgson is an Economic Geologist by training with over 30 years' experience in the mining industry. He holds a BSc (Hons) Geology, University of London, a MSc Mining Geology, University of Leicester and is a Fellow of the Institute of Materials, Minerals and Mining and a Chartered Engineer of the Engineering Council of UK, recognizing him as both a Qualified Person for the purposes of Canadian National Instrument 43-101 and by the AIM Guidance Note on Mining and Oil & Gas Companies dated June 2009.

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