4 July 2024
Gulf Keystone Petroleum Limited (LSE: GKP)
("Gulf Keystone" or "the Company")
Long Term Incentive Plan awards
Director/PDMR Shareholdings
LTIP
Gulf Keystone announces that, pursuant to the Gulf Keystone Petroleum 2024 Long Term Incentive Plan ("LTIP"), on 1 July 2024 (the "Award Date") awards over common shares ("2024 Awards") were granted to employees and the persons discharging managerial responsibilities ("PDMRs") listed below.
The LTIP was approved by the Company's shareholders at the Company's Annual General Meeting held on 21 June 2024, replacing the 2014 Long Term Incentive Plan. These are the first awards to be made under the new plan and have been made to eligible employees of the wider workforce, including to employees in Kurdistan.
The quantum of 2024 Awards was determined based on a price of 147.1p being the closing mid-market price of the Company on 28 June 2024. The vesting date for the 2024 Awards is 1 July 2027 in respect of executive directors and 1 April 2027 in respect of other participants receiving performance awards. Future awards are expected to be made following the announcement of the Company's Full Year Results and will have a vesting period of three years, in accordance with the agreed provisions and annual issue cycle of the plan. The 2024 Awards are in the form of nil cost options and no consideration is payable for the grant of an award. In respect of PDMRs and senior management, vesting of them will be in accordance with performance conditions.
Performance Conditions
Vesting of the 2024 Awards is subject to performance conditions which include the requirement for both absolute and relative total shareholder return ("TSR") targets being met. For the 2024 Awards, TSR will be measured over the three financial years of the Company commencing in the year of the Grant Date. In accordance with recent governance guidelines, the Remuneration Committee has the discretion to review vesting outcomes to ensure a fair reflection of performance.
Awards
The following PDMRs have been granted 2024 Awards under the LTIP:
| Name | Position | Number of awards |
| Jon Harris | Chief Executive Officer | 639,021 |
| Gabriel Papineau-Legris | Chief Financial Officer | 356,900 |
| John Hulme | Chief Operating Officer | 222,705 |
| Clare Kinahan | Chief HR Officer | 145,615 |
| Alasdair Robinson | Chief Legal Officer | 144,847 |
Staff Awards
In addition to the above, a total of 2,080,928 awards in aggregate have also been granted to eligible employees who are not PDMRs. For lower grade staff only, awards are made on a time vested basis without performance conditions, and will vest one third/one third/one third over three years subject to certain conditions including continuation of employment. Of the 2,080,928 awards detailed above, 444,683 of these are time vested awards.
Enquiries:
| Gulf Keystone: | +44 (0) 20 7514 1400 |
| Aaron Clark, Head of Investor Relations & Corporate Communications
| |
| FTI Consulting | +44 (0) 20 3727 1000 |
| Ben Brewerton Nick Hennis |
or visit: www.gulfkeystone.com
Notes to Editors:
Gulf Keystone Petroleum Ltd. (LSE: GKP) is a leading independent operator and producer in the Kurdistan Region of Iraq. Further information on Gulf Keystone is available on its website www.gulfkeystone.com
Disclaimer
This announcement contains certain forward-looking statements that are subject to the risks and uncertainties associated with the oil & gas exploration and production business. These statements are made by the Company and its Directors in good faith based on the information available to them up to the time of their approval of this announcement but such statements should be treated with caution due to inherent risks and uncertainties, including both economic and business factors and/or factors beyond the Company's control or within the Company's control where, for example, the Company decides on a change of plan or strategy. This announcement has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. This announcement should not be relied on by any other party or for any other purpose.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Jon Harris | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Executive Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Gulf Keystone Petroleum Limited | ||||
| b) | LEI | 213800QTAQOSSTNTPO15 | ||||
| 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 | Common shares of $1.00 each in Gulf Keystone Petroleum Limited
ISIN: BMG4209G2077 | ||||
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
|
Single transaction as in 4c) above.
| ||||
| e) | Date of the transaction | 1 July 2024 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Gabriel Papineau-Legris | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Financial Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Gulf Keystone Petroleum Limited | ||||
| b) | LEI | 213800QTAQOSSTNTPO15 | ||||
| 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 | Common shares of $1.00 each in Gulf Keystone Petroleum Limited
ISIN: BMG4209G2077 | ||||
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan
| ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
|
Single transaction as in 4c) above.
| ||||
| e) | Date of the transaction | 1 July 2024 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | John Hulme | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Operating Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Gulf Keystone Petroleum Limited | ||||
| b) | LEI | 213800QTAQOSSTNTPO15 | ||||
| 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 | Common shares of $1.00 each in Gulf Keystone Petroleum Limited
ISIN: BMG4209G2077 | ||||
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
|
Single transaction as in 4c) above.
| ||||
| e) | Date of the transaction | 1 July 2024 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Clare Kinahan | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief HR Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Gulf Keystone Petroleum Limited | ||||
| b) | LEI | 213800QTAQOSSTNTPO15 | ||||
| 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 | Common shares of $1.00 each in Gulf Keystone Petroleum Limited
ISIN: BMG4209G2077 | ||||
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
|
Single transaction as in 4c) above.
| ||||
| e) | Date of the transaction | 1 July 2024 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Alasdair Robinson | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Legal Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Gulf Keystone Petroleum Limited | ||||
| b) | LEI | 213800QTAQOSSTNTPO15 | ||||
| 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 | Common shares of $1.00 each in Gulf Keystone Petroleum Limited
ISIN: BMG4209G2077 | ||||
| b) | Nature of the transaction | Grant of nil cost award under the Gulf Keystone Petroleum 2024 Long Term Incentive Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
|
Single transaction as in 4c) above.
| ||||
| e) | Date of the transaction | 1 July 2024 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
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