06:43:19 EDT Tue 21 Jul 2026
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or Name
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Sarama Resources Ltd (2)
Symbol SWA
Shares Issued 503,591,948
Close 2026-07-16 C$ 0.035
Market Cap C$ 17,625,718
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Sarama Resources clarifies terms of performance rights

2026-07-20 21:20 ET - News Release

Mr. Andrew Dinning reports

CONFIRMATION REGARDING EXISTING PERFORMANCE RIGHTS

Sarama Resources Ltd. refers to its news release of April 11, 2025, regarding:

  • The grant of 8.25 million equity incentives to certain employees and consultants of the company;
  • The grant of 3.3 million equity incentives to executive chairman Andrew Dinning (or his nominee (nominees)).

The employee awards were issued on April 11, 2025, in reliance on Australian Securities Exchange listing Rule 7.2, Exception 13(b). The director awards were issued on June 11, 2025, following the receipt of shareholder approval under ASX listing Rule 10.14 at the company's annual general meeting held on June 10, 2025. Refer to the company's notice of meeting lodged with the ASX on May 12, 2025, for further information.

The employee awards and director awards were issued on the same terms.

Employee awards

The company advises that the news release included a drafting error which incorrectly characterized the vesting date of the employee awards as the expiry date.

The employee awards were agreed to be granted on terms as follows:

  • With an expiry date of Dec. 31, 2028, for all tranches;
  • Subject to the terms and conditions detailed in the attached table.

The company confirms that the employee awards remain on foot in accordance with the agreed terms of their grant and that there is no change in the terms of the employee awards. This news release is intended to clarify a drafting error in a previous news release made by Sarama.

Director awards

As noted above, the director awards were issued in accordance with shareholder approval obtained at the annual general meeting of the company held on June 10, 2025, and on the same terms as the employee awards.

The company advises that the notice of meeting included the same drafting error as the news release. The correct terms for the director awards are detailed above under the heading employee awards. Accordingly, the company must seek a refreshed shareholder approval for the director awards as the original approval is now considered stale.

The company provides the following additional information regarding the current status of the director awards:

  • Other than tranche 1 of the director awards, in respect of which the vesting condition has been satisfied as at the date of this news release, all other tranches of the director awards remain unvested. As at the date of this news release, none of the director awards have been converted into shares.
  • The director awards will not be capable of being converted into shares unless and until shareholders have reapproved the issue of the director awards. To ensure there is no conversion of the director awards during the interim period, Mr. Dinning has provided the company with an undertaking not to serve a conversion notice on the company until the requisite shareholder approval has been obtained.
  • If the requisite shareholder approval is not obtained, all director awards will be cancelled and will not be capable of being converted into shares, including any director awards that have already vested or that vest (subject to the satisfaction of the relevant vesting condition) prior to the date of the shareholders meeting.

The company intends to seek the requisite shareholder approval for the director awards at its upcoming annual general meeting expected to be held in September, 2026. The company will provide shareholders with further details, including a notice of meeting and explanatory memorandum, in due course.

We seek Safe Harbor.

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