Caledonia Mining Corporation Plc - Issue of Securities Pursuant to Long Term Incentive Plan Awards

Rhea-AI Summary

Caledonia Mining Corporation Plc (NASDAQ/NYSE: CMCL) will issue 8,244 common shares following vesting of long-term incentive awards under the 2015 Omnibus Equity Incentive Compensation Plan, to a staff member and a retired staff member, including Zimbabwe depositary receipts, on or about 12 February 2026.

According to the company, application has been made for admission of depositary interests to trading on AIM, and following issue the total shares in issue will be 19,313,028 with no shares held in treasury.

Key Figures

LTIP shares issued: 8,244 shares Shares in issue: 19,313,028 shares

2 metrics

LTIP shares issued 8,244 shares Vesting of long-term incentive plan awards

Shares in issue 19,313,028 shares Total common shares after LTIP issuance

Market Reality Check

Price: $29.88 Vol: Volume 495,227 is below t...

low vol

$29.88 Last Close

Volume Volume 495,227 is below the 20-day average of 757,709, suggesting muted trading interest. low

Technical Shares trade above the 200-day MA of 25.20 with a pre-news price of 29.88.

Peers on Argus

Gold peers GAU, GROY, ODV, DC and IAUX each showed positive price changes, but n...

Gold peers GAU, GROY, ODV, DC and IAUX each showed positive price changes, but no names appeared in the momentum scanner, indicating CMCL’s move was not flagged as part of a broader sector momentum event.

Historical Context

5 past events · Latest: Feb 06 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 06	Director share purchase	Positive	+7.3%	Non-executive director bought 3,500 shares at $29.78 on NYSE American.
Jan 27	Institutional holding change	Positive	-1.9%	BlackRock increased total voting rights to 7.45% from 6.20%.
Jan 21	Project funding strategy	Neutral	+5.9%	Outlined four-part funding plan for Bilboes gold project including hedging and notes.
Jan 21	Major holder threshold	Positive	+5.9%	BlackRock stake rose to 6.20% of voting rights, crossing AIM threshold.
Jan 20	Convertible notes closing	Neutral	+1.0%	Closed $150 million 5.875% Convertible Senior Notes due 2033 offering.

Pattern Detected

Recent news on shareholder changes, director buying and funding plans has mostly aligned with positive price reactions, with one divergence on an institutional holding increase.

Recent Company History

Over recent weeks, Caledonia has reported several shareholder and financing updates. A director share purchase on February 3, 2026 coincided with a 7.27% gain, while BlackRock’s rising stake around January 20–27, 2026 saw mixed reactions, including a -1.87% move after a threshold crossing. The company also closed a $150 million convertible notes offering and outlined a Bilboes project funding strategy, both followed by modestly positive trading. Today’s LTIP-related share issuance fits into this steady flow of capital and ownership disclosures.

Market Pulse Summary

This announcement details the issuance of 8,244 common shares following the vesting of long-term inc...

Analysis

This announcement details the issuance of 8,244 common shares following the vesting of long-term incentive awards, lifting total shares in issue to 19,313,028. The shares go to a current and a retired staff member, with no PDMRs involved, and admission to AIM trading has been requested. Investors may track how such incremental equity issuances interact with the company’s broader funding plans and recent institutional holding changes when assessing dilution and governance trends.

Key Terms

long-term incentive plan, depositary receipts, market abuse regulation (eu) no. 596/2014

3 terms

long-term incentive plan financial

"following the vesting of long-term incentive plan awards, which were awarded"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

depositary receipts financial

"including in the form of Zimbabwe depositary receipts in respect of such"

A depositary receipt is a certificate issued by a bank that represents ownership of shares in a foreign company and can be bought and sold on a local stock exchange. Think of it as a proxy share held in a safe abroad so investors can trade and receive dividends in their own market and currency, making it easier to access foreign companies while exposing investors to the issuer’s underlying business and cross‑border risks.

market abuse regulation (eu) no. 596/2014 regulatory

"within the meaning of the Market Abuse Regulation (EU) No. 596/2014)"

A European Union law that sets the rules to prevent insider trading and market manipulation in financial markets, much like a referee and traffic signs keep a game fair and roads safe. It requires companies and market participants to disclose key information, keep lists of people with inside knowledge, and report certain trades, while giving authorities powers to investigate and penalize wrongdoing. Investors benefit because these rules help keep prices honest and reduce the risk of being disadvantaged by hidden information.

AI-generated analysis. Not financial advice.

SAINT HELIER, JE / ACCESS Newswire / February 10, 2026 / Caledonia Mining Corporation Plc ("the Company" or "Caledonia") announces that following the vesting of long-term incentive plan awards, which were awarded under the 2015 Omnibus Equity Incentive Compensation Plan of the Company (the "Plan"), a total of 8,244 common shares of no par value in the Company are being issued to a member and a retired member of staff within the Company's group (none of whom are "Persons Discharging Managerial Responsibility" ("PDMRs") within the meaning of the Market Abuse Regulation (EU) No. 596/2014), including in the form of Zimbabwe depositary receipts in respect of such shares, on or about February 12, 2026.

Application has been made by Caledonia for the admission of depositary interests representing the shares to trading on AIM and it is anticipated that trading in such securities will commence on or about February 12, 2026.

Following issue of the shares, the Company will have a total number of shares in issue of 19,313,028 common shares of no par value each. Caledonia has no shares in treasury; therefore, this figure may be used by holders of securities in the Company as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, the Company.

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 Pearl Kellie	Tel: +44 207 397 1965 Tel: +44 131 220 9775
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

SOURCE: Caledonia Mining Corporation Plc

View the original press release on ACCESS Newswire

FAQ

What did Caledonia Mining (CMCL) announce on February 10, 2026 about share issuance?

Caledonia announced the issuance of 8,244 common shares from vested long-term incentive awards on or about February 12, 2026. According to the company, the award shares include Zimbabwe depositary receipts and admission to trading on AIM is expected to commence on or about February 12, 2026.

How will the new CMCL shares affect the total shares outstanding after February 12, 2026?

After the issue, Caledonia will have 19,313,028 shares in issue. According to the company, it holds no shares in treasury, so that total is the denominator for shareholder notification calculations.

Who received the long-term incentive shares and are they PDMRs for CMCL?

The shares were issued to a current member and a retired member of staff; neither is a PDMR. According to the company, neither recipient falls within the Market Abuse Regulation definition of Persons Discharging Managerial Responsibility.

When will the newly issued CMCL depositary interests start trading on AIM?

Trading of depositary interests is anticipated to commence on or about 12 February 2026. According to the company, an application has been made for admission of depositary interests representing the issued shares to trading on AIM.

Does the issuance of 8,244 shares create treasury shares or change treasury status for CMCL?

No; Caledonia reports it has no shares in treasury and the issued shares do not create treasury holdings. According to the company, the post-issue total of 19,313,028 may be used for notification threshold calculations.