newcleo Deputy CEO Rizzotti Holds 324,472 Shares

Q: What options does NWCL Deputy CEO and COO Elisabeth Rizzotti hold?

Her four option positions cover 961,400 ordinary shares expiring December 1, 2035; 37,597 expiring August 31, 2034; 74,164 expiring August 31, 2033; and 124,180 expiring August 31, 2032. Each has an exercise price of 0.0228, and each grant vests 25% on each of its first four anniversaries, subject to continued employment.

The deputy CEO and COO's options vest 25% on each of the first four anniversaries of each grant date, subject to continued employment.

Accepted by SEC EDGAR 09/21/2026 - 09:06 PM EDT

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)How Sentiment works

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Form Type

Rhea-AI Filing Summary

newcleo plc reports that Deputy CEO and COO Elisabeth Rizzotti directly holds 324,472 ordinary shares and four stock-option positions over ordinary shares: 961,400 shares expiring December 1, 2035; 37,597 expiring August 31, 2034; 74,164 expiring August 31, 2033; and 124,180 expiring August 31, 2032. Each option has an exercise price of 0.0228. Each grant vests 25% on each of the first four anniversaries, subject to continued employment and applicable accelerated vesting provisions.

Insider Trade Summary

Holdings reported, no transactions

Holdings

Insider Rizzotti Elisabeth

Role Deputy CEO and COO

Type	Security	Shares	Price	Value
Holding	Stock Options (Right to Buy) ^F1	--	--	--
Holding	Stock Options (Right to Buy) ^F2	--	--	--
Holding	Stock Options (Right to Buy) ^F3	--	--	--
Holding	Stock Options (Right to Buy) ^F4	--	--	--
Holding	Ordinary Shares	--	--	--

Holdings: Stock Options (Right to Buy) — 1,197,341 contracts (Direct); Ordinary Shares — 324,472 shares (Direct)

Footnotes (4)

F1. Reflects stock options granted on December 1, 2025 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.
F2. Reflects stock options granted on September 1, 2024 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.
F3. Reflects stock options granted on September 1, 2023 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.
F4. Reflects stock options granted on September 1, 2022 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.

Key Figures

Direct ordinary shares: 324,472 shares Option underlying shares: 961,400 ordinary shares Option underlying shares: 37,597 ordinary shares +3 more

6 metrics

Direct ordinary shares 324,472 shares Reported direct holding

Option underlying shares 961,400 ordinary shares Options expiring December 1, 2035

Option underlying shares 37,597 ordinary shares Options expiring August 31, 2034

Option underlying shares 74,164 ordinary shares Options expiring August 31, 2033

Option underlying shares 124,180 ordinary shares Options expiring August 31, 2032

Exercise price 0.0228 per share Reported for each of the four stock-option positions

Key Terms

Stock Options (Right to Buy), time-based vesting, accelerated vesting provisions, exercise price

4 terms

Stock Options (Right to Buy) financial

"Stock Options (Right to Buy)"

time-based vesting financial

"subject to time-based vesting"

Time-based vesting is a schedule that gives employees or contractors ownership of granted stock or options gradually as they remain with a company, like unlocking rewards in a loyalty program the longer you stick around. For investors, it matters because it affects future share supply, management incentives and staff retention — all of which can influence company performance and dilution of existing shareholders.

accelerated vesting provisions financial

"applicable accelerated vesting provisions"

exercise price financial

"exercise price of 0.0228"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ordinary shares does NWCL Deputy CEO and COO Elisabeth Rizzotti report holding?

Elisabeth Rizzotti, newcleo plc's Deputy CEO and COO, reports direct ownership of 324,472 ordinary shares.

What options does NWCL Deputy CEO and COO Elisabeth Rizzotti hold?

Her four option positions cover 961,400 ordinary shares expiring December 1, 2035; 37,597 expiring August 31, 2034; 74,164 expiring August 31, 2033; and 124,180 expiring August 31, 2032. Each has an exercise price of 0.0228, and each grant vests 25% on each of its first four anniversaries, subject to continued employment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Rizzotti Elisabeth

(Last)

(First)

(Middle)

55 SOUTH AUDLEY STREET

(Street)

LONDON

W1K2QH

(City)

(State)

(Zip)

UNITED KINGDOM

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
09/21/2026

3. Issuer Name and Ticker or Trading Symbol
newcleo plc [ NWCL ]

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)
	Deputy CEO and COO

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	324,472	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Options (Right to Buy)	⁽¹⁾	12/01/2035	Ordinary Shares	961,400	$0.0228	D
Stock Options (Right to Buy)	⁽²⁾	08/31/2034	Ordinary Shares	37,597	$0.0228	D
Stock Options (Right to Buy)	⁽³⁾	08/31/2033	Ordinary Shares	74,164	$0.0228	D
Stock Options (Right to Buy)	⁽⁴⁾	08/31/2032	Ordinary Shares	124,180	$0.0228	D

Explanation of Responses:

1. Reflects stock options granted on December 1, 2025 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.

2. Reflects stock options granted on September 1, 2024 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.

3. Reflects stock options granted on September 1, 2023 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.

4. Reflects stock options granted on September 1, 2022 that are subject to time-based vesting that vest 25% on each of the first four anniversaries of the grant date, subject to continued employment on each vesting date and applicable accelerated vesting provisions.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Kateryna Fedorova, attorney-in-fact for Elisabeth Rizzotti	09/21/2026
	** 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)

Source: View Original Filing on SEC EDGAR