24 October 2025

LSE: PDL

 

Petra Diamonds Limited

("Petra" or "the Company")

 

Annual Report - Clarification

 

 

It has come to the Company's attention that, due to a typographical error, a table was incorrectly set out in the "Warrant Incentive Plan" section of the proposed new directors' remuneration policy on page 114 of the Company's Annual Report and Accounts for the year ended 30 June 2025 (" Annual Report "), which was published on 17 October 2025.

 

In particular, the Annual Report states that the Warrant Incentive Plan is subject to a maximum award of up to 200% of salary, which is incorrect as there is no maximum award linked to salary. The maximum number of shares in respect of which warrants may be granted under the Warrant Incentive Plan is 16 million, with individual grant maximums for certain individuals.

 

For clarity, the full "Warrant Incentive Plan" section, including the correct table, is set out below.

 

Warrant Incentive Plan

 

Purpose and link to strategy	To motivate and reward for the delivery of long-term share price growth
Operation	Warrants will normally vest over a two-year vesting period in three equal tranches with one third vesting at the completion of the FY26 refinancing (the 'Refinancing'), the first anniversary of the Refinancing and the second anniversary of the Refinancing Warrants will have an exercise price of 35p per share Warrants may be satisfied in whole or in part by a cash payout as an alternative to the issue or transfer of shares or by a transfer of shares with a value equal to the gain (without payment of the exercise price) Warrants will be subject to malus and clawback provisions
Maximum opportunity	The maximum number of shares in respect of which warrants may be granted under the WIP is 16 million. The individual grant maximums are as follows: up to 3.75 million warrants to the Joint-Interim Chief Executive Officer Vivek Gadodia; up to 3.75 million warrants to the Joint-Interim Chief Executive Officer Juan Kemp; and up to 3.75 million warrants to the Non-Executive Chair José Manuel Vargas. "

 

The proposed new directors' remuneration policy will be presented for approval by shareholders under resolution 11 of the Company's Special General Meeting to be held on Thursday 6 November 2025 at 8.30am (the " SGM ").

 

For the avoidance of doubt, the proposed incentivisation plan that is available for viewing at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and that will be presented for approval by shareholders under resolution 10 at the SGM, is correct.

 

 

FURTHER INFORMATION

 

Petra Diamonds, London  

Julia Stone/Kelsey Traynor: +44 (0)7495 470187   [email protected]

 

ABOUT PETRA DIAMONDS

 

Petra Diamonds   is a leading independent diamond mining group and a supplier of gem quality rough diamonds to the international market. The Company's portfolio incorporates interests in two underground mines in   South Africa   (Cullinan Mine and Finsch).

 

Petra's strategy is to focus on value rather than volume production by optimising recoveries from its high-quality asset base in order to maximise their efficiency and profitability. The Group has a significant resource base which supports the potential for long-life operations.

 

Petra strives to conduct all operations according to the highest ethical standards and only operates in countries which are members of the Kimberley Process. The Company aims to generate tangible value for each of its stakeholders, thereby contributing to the socio-economic development of its host countries and supporting long-term sustainable operations to the benefit of its employees, partners and communities.

 

Petra's Ordinary Shares are admitted to the equity shares (commercial companies) category of the FCA's Official List and are admitted to trading on the Main Market of the   London Stock Exchange   under the ticker "PDL". The Company's loan notes, due in 2026, are listed on EuroNext Dublin (Irish Stock Exchange). For more information, visit   www.petradiamonds.com .