Fremiro trims stake in Caledonia Mining (NYSE: CMCL) with 20K-share sale

Rhea-AI Filing Summary

Caledonia Mining Corporation Plc reported that Fremiro Investments (Private) Limited, a person closely associated with non-executive director and Chairman Mr July Ndlovu, sold depositary interests representing 20,000 common shares on May 18, 2026 on the AIM market of the London Stock Exchange at £17.19 per share. Following this transaction, Mr Ndlovu has a beneficial interest in 229,089 common shares of Caledonia Mining. The disclosure is made as a standard notification of dealings by persons discharging managerial responsibilities and their closely associated entities.

Key Figures

Shares sold: 20,000 shares Sale price: £17.19 per share Post-transaction beneficial interest: 229,089 common shares +1 more

4 metrics

Shares sold 20,000 shares Depositary interests representing common shares sold by Fremiro on May 18, 2026

Sale price £17.19 per share Price for the 20,000 depositary interests sold on AIM

Post-transaction beneficial interest 229,089 common shares Mr July Ndlovu’s beneficial interest after Fremiro’s sale

Transaction date May 18, 2026 Date of the PCA-related share sale on AIM

Key Terms

person closely associated, depositary interests, beneficial interest, AIM of LSE

4 terms

person closely associated regulatory

"Fremiro Investments (Private) Limited (“Fremiro”), a person closely associated with Mr July Ndlovu"

depositary interests financial

"sold depositary interests representing 20,000 common shares in the Company"

Depositary interests are certificates or electronic receipts that represent ownership of shares in a foreign company held by a local custodian, letting investors buy and sell those shares on their home exchange without directly holding the underlying foreign stock. Think of them like a warehouse receipt for goods stored overseas: they make trading simpler and often avoid the need to deal with foreign paperwork, currency or settlement systems. Investors use them to access foreign companies more easily, but rights such as voting and dividend timing can differ from holding the original shares.

beneficial interest financial

"Following the sale by Fremiro, Mr Ndlovu now has a beneficial interest in 229,089 common shares"

Beneficial interest is the right to receive the economic benefits of an asset—such as dividends, interest, or sale proceeds—without necessarily holding legal title to it. For investors this matters because it determines who actually gains from an investment or trust, much like renting an apartment where the tenant enjoys living there and paying bills while the landlord holds the deed; understanding who has the beneficial interest affects income rights, voting influence, and risk exposure.

AIM of LSE market

"Place of the transaction | AIM of LSE"

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
Of the Securities Exchange Act of 1934

For the month of May 2026
Commission File Number: 001-38164

CALEDONIA MINING CORPORATION PLC
(Translation of registrant's name into English)

2 Mulcaster Street
St Helier
Jersey JE2 3NJ
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒      Form 40-F ☐

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		CALEDONIA MINING CORPORATION PLC
		(Registrant)
Date: May 20, 2026		/s/ JOHN MARK LEARMONTH
		John Mark Learmonth
		CEO and Director

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EXHIBIT INDEX

Exhibit Number		Description
99.1		Press Release dated May 20, 2026

3

Exhibit 99.1

 

Caledonia Mining Corporation Plc

PCA Shareholding Notification

 (NYSE AMERICAN: CMCL; AIM: CMCL; VFEX: CMCL)

May 20, 2026: Caledonia Mining Corporation Plc ("Caledonia" or "the Company") announces that it received notification on May 18, 2026 that Fremiro Investments (Private) Limited (“Fremiro”), a person closely associated with Mr July Ndlovu, a non-executive director and the Chairman of Caledonia, sold depositary interests representing 20,000 common shares in the Company on May 18, 2026 at a price of £17.19 per share.

Following the sale by Fremiro, Mr Ndlovu now has a beneficial interest in 229,089 common shares in the Company.

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) 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

Head and Registered Office: Caledonia Mining Corporation Plc

2 Mulcaster Street, St Helier, Jersey, Channel Islands, JE2 3NJ

info@caledoniamining.com | | www.caledoniamining.com

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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	Fremiro Investments (Private) Limited
2	Reason for the notification
a)	Position/status	PCA of Mr July Ndlovu, Non-Executive Director and Chairman
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	Details of the transaction(s): section to be repeated for (i) each type of 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	Depositary interests representing common shares of no par value JE00BF0XVB15
b)	Nature of the transaction	Sale of securities by Fremiro Investments (Private) Limited in which Mr Ndlovu is a shareholder
c)	Price(s) and volume(s)	Price(s)                  Volume(s) £17.19                    20,000
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	May 18, 2026
f)	Place of the transaction	AIM of LSE

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FAQ

What insider-related transaction did Caledonia Mining (CMCL) disclose?

Caledonia Mining disclosed that Fremiro Investments, a person closely associated with Chairman July Ndlovu, sold 20,000 depositary interests representing common shares. The trade occurred on May 18, 2026 on AIM, triggering a standard regulatory notification of dealings.

Who is Fremiro Investments in relation to Caledonia Mining (CMCL)?

Fremiro Investments (Private) Limited is identified as a person closely associated with Mr July Ndlovu, Caledonia’s non-executive director and Chairman. This association means its trades in Caledonia securities must be publicly disclosed under market abuse and transparency rules.

At what price and volume were Caledonia Mining (CMCL) shares sold?

Fremiro Investments sold depositary interests representing 20,000 Caledonia Mining common shares at a price of £17.19 per share. This single transaction on May 18, 2026 was executed on AIM, the growth market of the London Stock Exchange.

How many Caledonia Mining (CMCL) shares does Chairman July Ndlovu now beneficially own?

Following the sale by Fremiro Investments, Mr July Ndlovu has a beneficial interest in 229,089 common shares of Caledonia Mining. This figure reflects his position after the disclosed 20,000-share transaction executed on May 18, 2026.

On which market was the Caledonia Mining (CMCL) insider-related trade carried out?

The transaction involving 20,000 depositary interests in Caledonia Mining was conducted on AIM of the London Stock Exchange. AIM is the exchange’s market for smaller, growth-focused companies, where Caledonia’s depositary interests are traded.

Why did Caledonia Mining (CMCL) issue this PCA shareholding notification?

Caledonia issued the notification because a person closely associated with Chairman July Ndlovu traded in the company’s securities. Market regulations require public disclosure of such dealings by persons discharging managerial responsibilities and their closely associated entities.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 PRESS RELEASE DATED MAY 20, 2026 22.2 KB