American Marconi Wireless News - Guardian Metal Resources PLC Announces Implementation of Share Option Arrangements

Grant of Options Pursuant to Directors' Terms of Appointment

Pursuant to the terms agreed on his appointment, on 21 May 2026 (the "MT commencement date"), an option over 400,000 Ordinary Shares has been granted to Non-Executive Director Mark Thorpe, each at an exercise price of £2.55, such exercise price being the closing price of the Company's Ordinary Shares on AIM on the MT commencement date. The Options have a life to expiry of three years from the date of grant, with 100,000 vesting immediately and 300,000 vesting six months after his appointment, on 21 November 2026.

In addition, pursuant to the terms agreed on his appointment on 3 November 2025 (the "MS commencement date") Non-Executive Director Michael Schlumpberger became entitled to the grant of options over 400,000 Ordinary Shares in the Company, each at an exercise price of £1.31, such exercise price being the closing price of the Company's Ordinary Shares on AIM on the MS commencement date. An option over 300,000 Ordinary Shares was granted in December 2025. An option over the remaining 100,000 Ordinary Shares under option has now been granted to Mr Schlumpberger, at the same exercise price of £1.31 per share, as previously agreed, per the terms of his original 3 November 2025 appointment. The Options have a life to expiry of three years from their respective vesting dates, with 50 per cent vesting immediately and 50 per cent vesting on 24 December 2026.

Grant of Options and Extension of Existing Options

Under the original EMI Option Deed dated 3 May 2023, prior to the Company's initial public offering and admission to AIM, it was intended that the option granted over 2,104,859 Ordinary Shares by the Company to Chief Executive Officer Oliver Friesen, each at an exercise price of 10.75p, would qualify as enterprise management incentive ("EMI") options (the "Original Option"). It was subsequently established that, under applicable UK tax regulations, the Original Option did not qualify to receive the tax advantaged treatment normally associated with EMI options.

Following consideration of this issue and pursuant to remuneration arrangements proposed by the remuneration committee and approved by the directors, in order to best restore Oliver Friesen to the same economic position intended by the Company at the time of execution of the original EMI Option Deed, the Company determined (i) to grant an EMI option over the maximum number of Ordinary Shares possible up to the statutory £250,000 individual limit, being 181,817 Ordinary Shares, to Chief Executive Officer Oliver Friesen, each at an exercise price of 10.75p; (ii) to extend the exercise period of the Original Options by five years to 3 May 2031; and (iii) to indemnify Mr Friesen for the net tax cost arising from the Original Options not qualifying as enterprise management incentive options, subject to a cap equal to the net tax cost that would have arisen had the Original Options been exercised on the original expiry date.

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About Guardian Metal Resources

Guardian Metal Resources PLC (NYSE.A:GMTL, LON:GMET, OTCQB:GMTLF) is a strategic mineral exploration company driving the revival of U.S. mined tungsten production and strengthening America's defense metal independence. The Company is advancing two co-flagship tungsten projects, Pilot Mountain, one of the largest undeveloped tungsten deposits in the U.S. and Tempiute, formerly America's largest producing tungsten operation, both located in Nevada, one of the top-rated mining jurisdictions in the United States.

In July 2025, the U.S. Department of War (DoW) under Title III of the Defense Production Act of 1950, as amended, invested US$6.2M in Golden Metal Resources (USA) LLC, a wholly-owned subsidiary of Guardian Metal Resources PLC, to support the Pilot Mountain PFS. The Company completed a U.S. listing on the NYSE American on March 20, 2026.

Tungsten is a strategic metal critical to the defense, energy transition, technology, and industrial sectors. In the context of shifting geopolitical dynamics and tightening Chinese export restrictions, Guardian Metal is well positioned to play a leading role in re-establishing a secure, domestically mined U.S. supply chain for this vital defense metal.

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SOURCE: Guardian Metal Resources PLC

View the original press release on ACCESS Newswire

O.M.Souza--AMWN