Namib Minerals (NAMM) CEO discloses 4,838,126 shares and 92,937 RSUs

Rhea-AI Filing Summary

Namib Minerals director and executive officer Sikwila Tulani has filed an initial Form 3 disclosing his beneficial ownership in the company. The filing reports indirect ownership of 4,838,126 Ordinary Shares held by the NostroHeritage Foundation, over which he has voting and dispositive power.

It also notes a December 2025 award of 92,937 time-based RSUs under the company’s equity incentive plan, with half vesting in December 2026 and the remainder in December 2027, subject to continued employment and immediate vesting upon certain changes of control.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Sikwila Tulani

(Last) (First) (Middle)

STE 210 WINWARD III REGATTA OFFICE PARK

(Street)

GRAND CAYMAN KY1-1106

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Namib Minerals [ NAMM ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, CFO and Director

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	4,838,126(1)	I	Held by the NostroHeritage Foundation(1)
Ordinary Shares	92,937(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents Ordinary Shares held by the NostroHeritage Foundation for which the reporting person has voting and dispositive power over.

2. Represents an award granted in December 2025 under the Issuer's Equity Incentive Plan ("Incentive Plan") of 92,937 time-based restricted stock units ("RSUs"), half of which vests in December 2026 and the remaining half vests in December 2027. The RSUs vest upon continued employment with Issuer through the vesting date. In the event of certain changes of control of the Issuer, the RSUs will vest immediately.

	/s/ Tulani Sikwila	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What insider holdings does Namib Minerals (NAMM) Form 3 disclose for Sikwila Tulani?

The Form 3 shows that Sikwila Tulani beneficially owns 4,838,126 Ordinary Shares indirectly plus 92,937 RSUs. The shares are held by the NostroHeritage Foundation, while the RSUs were granted in December 2025 and vest in stages through December 2027.

How are Sikwila Tulani’s indirect Namib Minerals (NAMM) shares held?

His indirect holdings of 4,838,126 Ordinary Shares are held by the NostroHeritage Foundation. The filing states that Tulani has voting and dispositive power over these shares, meaning he controls how they are voted and when they may be sold or transferred.

What restricted stock units (RSUs) does Namib Minerals (NAMM) report for Sikwila Tulani?

The filing reports an award of 92,937 time-based RSUs granted in December 2025. These RSUs were issued under the equity incentive plan, with half scheduled to vest in December 2026 and the remaining half in December 2027, subject to continued employment.

When do Sikwila Tulani’s Namib Minerals (NAMM) RSUs vest?

The RSUs vest in two equal installments in December 2026 and December 2027. Vesting depends on Tulani’s continued employment through each vesting date, and the award may fully vest immediately upon certain changes of control of the company.

Does the Namib Minerals (NAMM) Form 3 show any insider buying or selling by Sikwila Tulani?

The Form 3 functions as an initial statement of beneficial ownership and does not show explicit buy or sell transactions. It primarily lists Tulani’s existing indirect share position and his December 2025 RSU award with future vesting conditions.

What roles does Sikwila Tulani hold at Namib Minerals (NAMM) according to the Form 3?

The filing identifies Sikwila Tulani as CEO, CFO and Director of Namib Minerals. This means he holds both chief executive and chief financial officer positions while also serving on the company’s board, consolidating key leadership responsibilities in a single individual.