Miles Pelham discloses large Diginex Ltd (DGNX) warrant and share stakes
Rhea-AI Filing Summary
Diginex Ltd director and 10% owner Miles Pelham has filed an initial ownership report showing substantial direct and indirect positions in the company’s securities. Through Rhino Ventures Limited, which he wholly owns and manages, he may be deemed to control large warrant and share holdings.
Rhino holds warrants that, if fully exercised, would equal 51% of Diginex’s outstanding Ordinary Shares as of March 16, 2026, calculated as 118,604,339 shares at an exercise price of $6.13 per warrant. Rhino also holds three additional warrant series, each for 18,000,000 Ordinary Shares at exercise prices of $1.03, $1.28, and $1.54. Separately, Pelham directly holds Ordinary Shares and has been granted 14,164 Restrictive Share Units and 14,164 Performance Share Units that vest in tranches through March 31, 2028, subject to conditions.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Warrants | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
| holding | Restrictive Share Units | -- | -- | -- |
| holding | Performance Share Units | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
Footnotes (1)
- Consists of securities held by Rhino Ventures Limited ("Rhino"), which is wholly owned and managed by Miles Pelham, who has voting and dispositive control over the securities held by Rhino. Mr. Pelham, through his position as director of Rhino, may be deemed to hold the power to vote or direct the vote and dispose of or direct the disposition of the securities beneficially held by Rhino. These warrants, if fully exercised, will result in the issuance of shares equal to 51% of the Issuer's outstanding Ordinary Shares at the time the warrants are exercised. This amount will be prorated in the event of partial exercise of the warrants. For the purposes of this Form 3, we have calculated this warrant to be exercisable for 118,604,339 Ordinary Shares, which is 51% of the 232,557,527 Ordinary Shares the Issuer had issued outstanding as of March 16, 2026. The exercise price of this warrant is $6.13 per warrant. On January 23, 2025, the Issuer issued Rhino the following warrants in connection with the closing of the Issuer's initial public offering: (i) a warrant to purchase 18,000,000 Ordinary Shares, exercisable at a price of $1.03 per share, which is equivalent to 100% premium to the initial public offering price per share, (ii) a warrant to purchase 18,000,000 Ordinary Shares, exercisable at a price of $1.28 per share, which is equivalent to 150% premium to the initial public offering price per share, and (iii) a warrant to purchase 18,000,000 Ordinary Shares, exercisable at a price of $1.54 per share, which is equivalent to 200% premium to the initial public offering price per share. On November 7, 2025, the Issuer issued Mr. Pelham Restrictive Share Units ("RSUs") to acquire 14,164 Ordinary Shares. The RSUs vest 1/3 on March 31, 2026, 1/3 on March 31, 2027, and 1/3 on March 31, 2028, provided certain conditions are satisfied. On November 7, 2025, the Issuer issued Mr. Pelham Performance Share Units ("PSUs") to acquire 14,164 Ordinary Shares. The PSUs all vest on March 31, 2028, provided certain conditions are satisfied.
