Caledonia Mining Corporation Plc: Director/PDMR Shareholding Notification

Rhea-AI Summary

Caledonia Mining Corporation Plc (NYSE AMERICAN: CMCL) announced on December 23, 2025 that it received notification the previous day that Toziyana Resources Limited purchased 7,457 common shares at US$26.83 per share on December 22, 2025 on NYSE American LLC.

The notification states that Mr Victor Gapare, an executive director and settlor of the discretionary trust owning those shares, now holds an interest representing 12.66% of the company’s issued share capital.

Positive

• Insider purchase of 7,457 shares at US$26.83 on Dec 22, 2025
• Post-transaction interest increased to 12.66% of issued share capital

Negative

• Single shareholder concentration at 12.66% increases influence risk for minority holders

Key Figures

Purchase volume 7,457 shares Toziyana Resources purchase on December 22, 2025

Purchase price $26.83 per share Director-linked trust purchase on NYSE American LLC

Post-transaction holding 12.66% of issued share capital Interest held via discretionary trust after the purchase

Market Reality Check

$27.17 Last Close

Volume Volume 243,817 is slightly below the 20-day average of 257,658 (relative volume 0.95). normal

Technical Price at $26.57 is trading above the 200-day MA of $22.50 ahead of this insider purchase news.

Peers on Argus

Gold peers showed mixed moves: GAU and DC were up (1.13%, 3.40%), while GROY, ODV and IAUX were down (-0.72%, -6.60%, -1.26%), suggesting today’s -1.15% move in CMCL was more stock-specific than sector-driven.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 19	Tax regime revision	Positive	+12.2%	Zimbabwe softened previously proposed royalty and tax measures for gold miners.
Dec 16	ATM utilisation update	Neutral	+1.6%	Company reported no securities issued under ATM, leaving capacity available.
Dec 10	Shareholder threshold change	Neutral	-1.0%	BlackRock notified crossing an AIM relevant-change threshold in voting rights.
Dec 01	Proposed tax changes	Negative	-14.4%	Zimbabwe proposed higher royalties and less favourable capital expenditure tax rules.
Nov 28	Project presentation	Neutral	+0.7%	Company reminded investors of a presentation on the Bilboes Gold Project study.

Pattern Detected

Recent news flow has been dominated by Zimbabwe fiscal changes and project updates, with CMCL showing strong directional moves on tax/royalty headlines and more modest reactions to shareholder structure and capital markets announcements.

Recent Company History

Over the last month, CMCL has issued several regulatory and corporate updates. On Nov 28, it highlighted a feasibility study presentation for the Bilboes Gold Project, followed on Dec 1 and Dec 19 by contrasting statements on Zimbabwe’s proposed royalty and tax changes, first flagging potential profitability pressure then noting revisions that left its outlook unchanged below US$5,000/oz. Additional updates covered ATM capacity utilisation and a significant shareholder threshold change. Today’s director-related share purchase notification fits into this sequence of ownership and regulatory disclosures.

Market Pulse Summary

This announcement details an insider-related purchase of 7,457 common shares at $26.83, lifting the trust-linked interest to 12.66% of issued share capital. It follows recent updates on Zimbabwe’s royalty and tax proposals and changes in significant shareholdings. Investors may monitor future disclosures of director and major shareholder transactions, as well as further regulatory developments in Zimbabwe, to understand how ownership and fiscal conditions evolve alongside CMCL’s trading above its 200-day MA.

Key Terms

pdmr regulatory

"NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES"

A PDMR (person discharging managerial responsibilities) is an individual who can shape a company’s strategy or finances—typically senior executives, board members, or close advisors with decision-making authority. Investors care because PDMRs often hold material, non‑public information and their buying or selling of shares must be reported; monitoring those disclosures is like watching a ship’s captain to read the likely course and spot possible insider risk.

lei regulatory

"b) | LEI | 21380093ZBI4BFM75Y51"

A Legal Entity Identifier (LEI) is a unique 20-character code assigned to a company or organization that participates in financial markets, like a corporate passport number. It helps investors and regulators unambiguously identify counterparties across databases and transactions, reducing confusion much like using a vehicle identification number to track a car’s history; clearer identification improves transparency, risk monitoring, and regulatory reporting.

AI-generated analysis. Not financial advice.

ST HELIER, Jersey, Dec. 23, 2025 (GLOBE NEWSWIRE) -- Caledonia Mining Corporation Plc ("Caledonia" or "the Company") (NYSE AMERICAN: CMCL; AIM: CMCL; VFEX: CMCL) announces that it received notification on December 22, 2025 from Mr Victor Gapare, an executive director of Caledonia and the settlor of a discretionary trust which ultimately owns the shares in Toziyana Resources Limited, the largest shareholder in the Company, (“Toziyana”) that Toziyana purchased 7,457 common shares in the Company on December 22, 2025 at a price of $26.83 per share (the “Purchase”).

Following the Purchase, Mr Victor Gapare now holds an interest, as the settlor of that trust, in common shares representing 12.66 per cent. of the Company’s issued share capital.

A copy of the notification is below.

Enquiries:

Caledonia Mining Corporation Plc Mark Learmonth Camilla Horsfall	Tel: +44 1534 679 800 Tel: +44 7817 841 793
Cavendish Capital Markets Limited (Nomad and Broker) Adrian Hadden	Tel: +44 207 397 1965
Camarco, Financial PR (UK) Gordon Poole Elfie Kent	Tel: +44 20 3757 4980
Curate Public Relations (Zimbabwe) Debra Tatenda	Tel: +263 77802131
IH Securities (Private) Limited (VFEX Sponsor - Zimbabwe) Lloyd Mlotshwa	Tel: +263 (242) 745 119/33/39

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Victor Gapare
2	Reason for the notification
a)	Position/status	Executive Director
b)	Initial notification/ Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Caledonia Mining Corporation Plc
b)	LEI	21380093ZBI4BFM75Y51
4	Detailsof the transaction(s): section to be repeated for (i) each typeof instrument;(ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument  Identification code	Common shares of no par value  JE00BF0XVB15
b)	Nature of the transaction	Purchase of securities
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		US$26.83	7,457
d)	Aggregated information  - Aggregated volume   - Price	N/A
e)	Date of the transaction	December 22, 2025
f)	Place of the transaction	NYSE American LLC

FAQ

What transaction did Toziyana report for Caledonia (CMCL) on December 22, 2025?

Toziyana purchased 7,457 common shares of CMCL at US$26.83 per share on Dec 22, 2025 via NYSE American.

How much of Caledonia (CMCL) does Victor Gapare now hold after the Dec 22, 2025 purchase?

Victor Gapare, as settlor of the trust owning Toziyana, holds an interest equal to 12.66% of issued share capital.

Where and when was the CMCL transaction executed on Dec 22, 2025?

The purchase was executed on Dec 22, 2025 on NYSE American LLC.

What price did the buyer pay per share for CMCL on Dec 22, 2025?

The reported purchase price was US$26.83 per common share.

Is the buyer in the CMCL transaction a company insider?

Yes. The notification identifies Victor Gapare as an executive director and settlor of the trust that owns the shares.

Will the Dec 22, 2025 share purchase by Toziyana trigger a disclosure for CMCL shareholders?

Yes. The company disclosed the transaction and the resulting 12.66% interest in its public notification dated Dec 23, 2025.