Northern Graphite Grants Restricted Share Units and Stock Options

Rhea-AI Summary

Northern Graphite (OTCQB: NGPHF) granted a total of 4.85 million restricted share units (RSUs) and 2.5 million stock options on February 9, 2026, as part of its long-term incentive program.

Options are exercisable at $0.25 per share for five years and RSUs and options generally vest one-third on each of the first three anniversaries. Of the RSUs, 3.7 million were granted to officers and executives; consultants received 1.0 million options vesting on performance milestones. Grants are subject to the company's RSU and Stock Option plans.

News Market Reaction – NGPHF

+1.33%

1 alert

+1.33% News Effect

On the day this news was published, NGPHF gained 1.33%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Ottawa, Ontario--(Newsfile Corp. - February 9, 2026) - Northern Graphite Corporation (TSXV: NGC) (OTCQB: NGPHF) (FSE: 0NG) (XSTU: 0NG) (the "Company" or "Northern") announces that it has granted a total of 4.85 million restricted share units ("RSUs") and 2.5 million stock options as part of the Company's long-term incentive program to retain and attract key talent.

Grants to management, including officers and executives, and employees, consist of 4.85 million RSUs and 1.5 million stock options. The stock options are each exercisable to acquire one common share of the Company at a price of $0.25 per share for a period of five years, and vest over three years on each of the first, second, and third anniversaries of the date of grant at a rate of one-third per year. The RSUs also vest over three years on each of the first, second, and third anniversaries of the date of grant at a rate of one-third per year. Upon vesting, each RSU shall entitle the holder to receive one common share of the Company or the cash equivalent thereof. Of the RSUs granted, 3.7 million were to officers and executives of the Company. Grants to consultants, two individuals working with Northern on a full-time-equivalent basis, consist of 1.0 million stock options, each exercisable to acquire one common share of the Company at a price of $0.25 per share for a period of five years, vesting based on certain performance milestones established by the Company. All grants of the RSUs are subject to the Company's Deferred Share Unit and Restricted Share Unit Compensation Plan. All grants of the stock options are subject to the Company's Amended and Restated Stock Option Plan.

"These equity incentives are designed to align our leadership and key contributors with the long-term interests of shareholders," said Northern Chief Executive Officer Hugues Jacquemin. "As we advance the next phase of our strategy, retaining and recruiting experienced talent and maintaining continuity of execution are critical to delivering on our objectives."

About Northern Graphite

Northern is a Canadian, TSX Venture Exchange listed company that is the only flake graphite producing company in North America. Northern is focused on becoming a world leader in producing natural graphite and upgrading it into high-value products critical to the green economy, including anode material for lithium-ion batteries/EVs, fuel cells and graphene, as well as advanced industrial technologies. The Company's mine-to-battery strategy is spearheaded by its Battery Materials Group, which has a fully equipped, state-of-the-art laboratory in Frankfurt.

Northern's graphite assets include the producing Lac des Iles mine in Quebec, where the Company is boosting output to meet growing demand from industrial customers and coming demand from North American battery makers. The Company also owns the large-scale, advanced stage Bissett Creek graphite project in Ontario and the fully permitted Okanjande graphite mine in Namibia, which is currently on care and maintenance, and represents an opportunity to substantially increase graphite production at a lower cost and with a shorter time to market than most competing projects. All projects have "battery quality" graphite and are located close to infrastructure in politically stable jurisdictions.

For Media Inquiries Contact

Pav Jordan, VP of Communications
Email: pjordan@northerngraphite.com

For Additional Information

Please visit the Company's website at northerngraphite.com, the Company's profile on www.sedarplus.ca our Social Channels listed below or contact the Company at (613) 271-2124.

LinkedIn
YouTube
X
Facebook

Cautionary Note Regarding Forward-Looking Statements

This news release contains certain "forward-looking statements" within the meaning of applicable Canadian securities laws. Forward-looking statements and information are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "potential", "possible" and other similar words, or statements that certain events or conditions "may", "will", "could", or "should" occur. Forward-looking statements in this news release include statements regarding, among others, the Company's intentions to bring its Namibian operations back online and develop its other graphite projects. All such forward-looking statements are based on assumptions and analyses made by management based on their experience and perception of historical trends, current conditions and expected future developments, as well as other factors they believe are appropriate in the circumstances. However, these statements are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected including, but not limited to, unexpected changes in laws, rules or regulations, or their enforcement by applicable authorities; the failure of other parties to perform as agreed; social or labour unrest; changes in commodity prices; unexpected failure or inadequacy of infrastructure and the failure of ongoing and contemplated studies to deliver anticipated results or results that would justify and support continued studies, development or operations and the inability to raise required financing. Readers are cautioned not to place undue reliance on forward-looking information or statements.

Although the forward-looking statements contained in this news release are based on what management believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with them. These forward-looking statements are made as of the date of this news release and are expressly qualified in their entirety by this cautionary statement. Subject to applicable securities laws, the Company does not assume any obligation to update or revise the forward-looking statements contained herein to reflect events or circumstances occurring after the date of this news release.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/283157

FAQ

What did Northern Graphite (NGPHF) announce on February 9, 2026 regarding equity grants?

Northern Graphite granted 4.85 million RSUs and 2.5 million stock options on February 9, 2026. According to the company, the grants are part of its long-term incentive program to retain talent, align leadership with shareholders, and vest over three years.

What are the exercise price and term of the stock options granted by NGPHF?

The stock options are exercisable at $0.25 per share for a five-year term, vesting one-third annually over three years. According to the company, management and employees received 1.5 million options while consultants received 1.0 million subject to performance-based vesting.

How many RSUs did NGPHF grant to officers and executives on February 9, 2026?

Officers and executives received 3.7 million of the 4.85 million RSUs granted on February 9, 2026. According to the company, those RSUs vest one-third on each of the first three anniversaries and convert to shares or cash at vesting.

What happens when Northern Graphite RSUs vest under the company's plan?

Upon vesting, each RSU entitles the holder to one common share or a cash equivalent, paid at the company's discretion. According to the company, RSUs vest one-third annually over three years under its Deferred Share Unit and Restricted Share Unit Compensation Plan.

How might the NGPHF equity grants affect current shareholders?

The grants create potential share issuance upon RSU vesting or option exercise, which could dilute existing shareholders if new shares are issued. According to the company, options carry a $0.25 exercise price and RSUs convert to shares or cash; exact dilution depends on future issuances.