THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY SDX TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014 ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

22 November 2023

SDX Energy Plc ("SDX" or the "Company")

BOARD CHANGES AND GRANT OF GROWTH-LINKED INCENTIVES

SDX is pleased to announce key Board and Executive updates. The appointments build on the new senior management changes announced in May 2023.

Following the appointment of Daniel Gould as Managing Director in May 2023, the Board is pleased to appoint Daniel as Chief Executive Officer. Additionally, Daniel will also be joining the Board as an Executive Director. Both appointments will take place with immediate effect.

William McAvock, the Company's Chief Financial Officer, will also join the Board as an Executive Director, effective immediately. Jay Bhattacherjee, currently the interim Executive Chairman, will transition back to Non-Executive Chairman on 1 January 2024, but will remain active in supporting the Executives in delivering on the soon-to-be-released new growth strategy.

The Board has granted the following incentives, which are linked to significant growth milestones of the business, to the Executives and interim Executive Chairman, who are persons discharging managerial responsibilities ("PDMRs"):

Vesting criteria:

·    15% of the first tranche of options with 4.5p strike price vest immediately when the market cap milestone is reached;

·    a further 25% of the first tranche of options with 4.5p strike price when the market cap milestone is reached and 16 months have elapsed from the start of employment; and

·    all other options vest when the market cap milestone is reached and 30 months have elapsed from the start of employment.

The Board has granted to the interim Executive Chairman, Mr Jay Bhattacherjee, nil cost options which vest if the market capitalisation of the Company stays at or above the milestones for twenty consecutive trading days, as shown in the table below:

Related party transaction

The grant of the awards constitutes a related party transaction under Rule 13 of the AIM Rules for Companies. The independent directors, Tim Linacre and Krzysztof Zielicki, consider, having consulted with the Company's Nominated Adviser, Shore Capital and Corporate Limited, that the terms of the related party transaction are fair and reasonable insofar as the Company's shareholders are concerned.

CEO Daniel Gould commented:

"I look forward to sharing the new company strategy that we have been working on diligently for the past few months and thank shareholders for their patience as we fine-tuned this to something that I truly believe will be an exciting direction for SDX. I am also pleased to be joining the Board to champion this new strategy, which I see has great potential for all SDX stakeholders."

Chairman Jay Bhattacherjee commented:

"I am pleased to continue to support Daniel and the Executive team, who have done an excellent job since joining, and I remain committed to delivering on operational and commercial guidance. The Company looks forward to an ambitious future and the management are aligning themselves to this potential with the grant of incentives which are materially geared to substantial growth of the Company."

Additional Information in respect of the AIM Rules

In accordance with Schedule 2(g) of the AIM Rules, Daniel Popov Gould, aged 43, holds or has held in the past 5 years the following directorships and partnerships:

Current directorships/partnerships

Privat 3 Money Ltd

Morgiou Limited

Previous directorships/partnerships within the last 5 years

Nodamatics Ltd

Pattamar Limited

Vision Bank Limited

Liwathon Limited

There is no further information required to be disclosed in respect of the above appointment pursuant to Rule 17 and Schedule 2 (g) of the AIM Rules for Companies.

There is no further information required to be disclosed in respect of the above appointment pursuant to Rule 17 and Schedule 2 (g) of the AIM Rules for Companies.

For further information:

About SDX

For further information, please see the Company's website at www.sdxenergygroup.com or the Company's filed documents at www.sedar.com

Notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMRs") and persons closely associated ("PCA") with them.