Kosmos Energy Ltd (the "Company")
PDMR Shareholding
NOTIFICATION AND PUBLIC DISCLOSURE IN ACCORDANCE WITH THE REQUIREMENTS OF THE EU MARKET ABUSE REGULATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES
9 June 2025
The following Persons Discharging Managerial Responsibilities ("PDMRs") have had changes in their shareholdings of Common Shares in the Company:
| PDMR | Date of transaction | No. of shares vested | No. of shares granted | No. of shares sold or withheld |
| Roy A. Franklin | 4 June 2025 | 0 | 0 | 299 |
| Roy A. Franklin | 5 June 2025 | 0 | 96,591 | 0 |
| Deanna L. Goodwin | 5 June 2025 | 0 | 96,591 | 0 |
| Sir John Douglas Kelso Grant | 4 June 2025 | 0 | 0 | 275 |
| Sir John Douglas Kelso Grant | 5 June 2025 | 0 | 0 | 27,923 |
| Sir John Douglas Kelso Grant | 5 June 2025 | 0 | 96,591 | 0 |
| Maria Moraeus Hanssen | 5 June 2025 | 0 | 96,591 | 0 |
| Adebayo O. Ogunlesi | 5 June 2025 | 0 | 96,591 | 0 |
| Steven M. Sterin | 5 June 2025 | 0 | 96,591 | 0 |
| J. Michael Stice | 5 June 2025 | 0 | 96,591 | 0 |
The Notification of Dealing Form for each PDMR, which provides full details of the transactions outlined above, can be found below.
This notification is made in accordance with Article 19 of the EU Market Abuse Regulation.
Josh R. Marion
Senior Vice President, General Counsel and Corporate Secretary
CONTACT:
Investor Relations
Jamie Buckland
+44 203 954 2831
jbuckland@kosmosenergy.com
Media Relations
Thomas Golembeski
+1-214-445-9674
tgolembeski@kosmosenergy.com
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | Roy A. Franklin |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 299 shares withheld by the Issuer to satisfy the tax withholding requirement arising from the vesting of restricted share units granted to the reporting person under the Issuer's Long Term Incentive Plan (the "Plan"). |
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 1.81 | |
| Volume | 299 | |
| Total | 541.19 | |
|
e) | Aggregated information | |
| Price | 1.81 | |
| Volume | 299 | |
| Total | 541.19 | |
| f) | Date of the transactions | 4 June 2025 |
| g) | Place of the transaction | NYSE |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
|
e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | Deanna L. Goodwin |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
|
e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | Sir John Douglas Kelso Grant |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 275 shares withheld by the Issuer to satisfy the tax withholding requirement arising from the vesting of restricted share units granted to the reporting person under the Issuer's Long Term Incentive Plan (the "Plan"). |
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 1.81 | |
| Volume | 275 | |
| Total | 497.75 | |
|
e) | Aggregated information | |
| Price | 1.81 | |
| Volume | 275 | |
| Total | 497.75 | |
| f) | Date of the transactions | 4 June 2025 |
| g) | Place of the transaction | NYSE |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 27,923 shares sold to partially cover income tax liability from the vesting of restricted share units granted to the reporting person under the Plan. |
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 1.81 | |
| Volume | 27,923 | |
| Total | 50,540.63 | |
|
e) | Aggregated information | |
| Price | 1.81 | |
| Volume | 27,923 | |
| Total | 50,540.63 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
|
e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | Maria Moraeus Hanssen |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
|
e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | Adebayo O. Ogunlesi |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
| e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | Steven M. Sterin |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
| e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |
| a) | Name | J. Michael Stice |
| b) | Position / status | Director |
| c) | Initial notification / amendment | Initial notification |
| 2. | 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 | Common Shares, par value $0.01 per share |
| b) | Nature of the transactions | 96,591 restricted share units granted to the reporting person on June 5, 2025 under the Plan and are scheduled to vest 100% on the earlier of June 5, 2026 or the day immediately preceding the date of the Issuer's first annual shareholder meeting following the date of grant, subject to the terms of the Plan and the applicable award agreement issued thereunder.
|
| Shares granted or vested | ||
| c) | Currency | USD |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| Shares sold or withheld | ||
| d) | Currency | USD |
| Price | 0 | |
| Volume | 0 | |
| Total | 0 | |
| e) | Aggregated information | |
| Price | 1.76 | |
| Volume | 96,591 | |
| Total | 170,000.16 | |
| f) | Date of the transactions | 5 June 2025 |
| g) | Place of the transaction | NYSE |
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