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Auric Mining Limited (ASX:AWJ) has announced an update to the relevant interests of director John Peter Utley after issuing unquoted options and performance rights that were approved by shareholders at the Annual General Meeting on 28 May 2026. These securities, consisting of three option tranches and six classes of performance rights, were issued on 26 June 2026 without any cash payment and are held indirectly via Anamorph Pty Ltd under the Utley Family Account. The issuance formalizes director remuneration tied to performance-based vesting conditions, with all performance rights expiring if unvested by 26 June 2031. This issuance complied with ASX Listing Rule 10.11, which requires shareholder approval for securities granted to related parties.
Key Points
- Company: Auric Mining Limited (ASX:AWJ)
- Director John Peter Utley received options and performance rights on 26 June 2026 following shareholder approval at the AGM on 28 May 2026
- Securities issued include 481,250 Tranche 2 options, 481,250 Tranche 3 options, and 416,667 Tranche 4 options, all exercisable at $0.237 and expiring 26 June 2031, plus six classes of performance rights totaling 8,000,000 securities
- All securities are held indirectly through Anamorph Pty Ltd (Utley Family Account) with no cash consideration paid
- Performance rights are subject to performance-based vesting conditions outlined in the Notice of Meeting dated 24 April 2026 and lapse if unvested by 26 June 2031
- Investors should monitor future disclosures regarding vesting milestones and any additional director remuneration updates
Shareholder Approval at 28 May 2026 AGM Enables Director Securities Issuance
The issuance of options and performance rights to John Peter Utley was formally approved by Auric Mining shareholders at the Annual General Meeting held on 28 May 2026. This issuance was conducted under ASX Listing Rule 10.11, which mandates shareholder consent before issuing equity securities to related parties such as directors. This ensures shareholders have input on director equity remuneration before implementation.
The update confirms the effective date of the change in director interests as 26 June 2026, about four weeks after the AGM resolution. The Notice of Meeting dated 24 April 2026 details the performance-based vesting conditions attached to the performance rights. No cash was paid by Utley for any securities issued in this transaction.
Three Tranches of Unquoted Options Granted at $0.237 Exercise Price, Expiring in 2031
John Peter Utley acquired three tranches of unquoted options through Anamorph Pty Ltd (Utley Family Account): 481,250 options in Tranche 2, 481,250 in Tranche 3, and 416,667 in Tranche 4. All options have an exercise price of $0.237 and expire on 26 June 2031, subject to vesting conditions.
Utley previously held 412,500 Tranche 1 unquoted options via Anamorph, expiring 31 January 2029 and also subject to vesting conditions. These remain unchanged. With the addition of the new tranches, Utley now holds a total of 1,791,667 unquoted options across four tranches, all indirectly held. These options are not traded on the ASX and can only be exercised under their terms.
Six Classes of Performance Rights Totaling 8 Million Securities Issued
Alongside the options, Auric Mining granted six classes of performance rights to Utley as part of the approved remuneration package. The breakdown is: 500,000 Class A, 1,500,000 Class C, 1,000,000 Class D, 1,500,000 Class E, 1,500,000 Class F, and 1,500,000 Class H performance rights, totaling 8,000,000 securities.
All performance rights are subject to performance-based vesting conditions specified in the Notice of Meeting dated 24 April 2026 and will lapse if unvested by 26 June 2031, providing a five-year vesting period. No cash consideration was paid. These rights are held entirely through Anamorph Pty Ltd under the Utley Family Account.
Structure of Utley's Holdings via Anamorph Pty Ltd and Bond Street Custodians
The update clarifies that Utley's interests are held primarily through Anamorph Pty Ltd (Utley Family Account), where he serves as Sole Director and Sole Company Secretary and is a member of the Utley Family Trust. All new options and performance rights are held through this entity.
Additionally, Utley holds 2,778,365 fully paid ordinary shares via Bond Street Custodians Limited (Super Consolidator Account), where he is a member. No new securities were added to this account in the recent transaction. The existing 4,406,634 fully paid ordinary shares through Anamorph remain unchanged.
Utley’s Ordinary Shareholdings Remain at 7,184,999 Shares
Following the issuance, Utley’s total ordinary shares remain at 7,184,999, comprising 4,406,634 shares held indirectly via Anamorph Pty Ltd and 2,778,365 shares held via Bond Street Custodians Limited. No shares were acquired or disposed of in this transaction. The change pertains solely to the issuance of options and performance rights under Listing Rule 10.11 after shareholder approval. This distinction highlights that the equity-linked instruments represent potential future dilution rather than immediate changes in ownership or voting power.
No Cash Consideration and Non-Market Nature of Issued Securities
John Peter Utley paid no cash consideration for the newly issued options and performance rights, consistent with typical director equity incentive arrangements in Australian listed companies. These instruments are designed to align director interests with long-term shareholder value creation.
Since the options are unquoted and the performance rights are not listed, neither can be traded on the open market. Options may be exercised at $0.237 upon meeting vesting conditions, while performance rights convert to ordinary shares only upon achieving specified performance milestones outlined in the April 2026 Notice of Meeting. Thus, the economic value to Utley depends on Auric Mining’s future operational and financial performance.
Vesting Conditions and Expiry Date of 26 June 2031 for Performance Rights
All six classes of performance rights are subject to performance-based vesting conditions detailed in the Notice of Meeting dated 24 April 2026. The update directs readers to this document for full details. Performance rights will lapse if unvested by 26 June 2031, which is also the expiry date for the new option tranches, providing a five-year vesting window.
This five-year term aligns with standard long-term incentive structures in the Australian mining industry. Shareholders will monitor whether Auric Mining meets the performance milestones required for vesting and conversion into ordinary shares. Specific performance hurdles were not disclosed in the update but are available in the Notice of Meeting.
Compliance with Listing Rule 10.11 and Shareholder Approval Process
The issuance complied with ASX Listing Rule 10.11, requiring shareholder approval before issuing securities to related parties such as directors. By securing approval at the 28 May 2026 AGM, Auric Mining followed the proper governance process for director equity grants.
The update confirms that the securities were not traded during a closed period and no prior written clearance was needed or sought, consistent with the nature of the issuance as a new grant rather than a sale or transfer. This adherence to governance standards is typical for ASX-listed companies and their directors.
Implications for Auric Mining Investors
For investors tracking director activity, the Appendix 3Y disclosure provides transparency on John Peter Utley’s updated equity interests following AGM-approved remuneration. The six separate classes of performance rights indicate a structured incentive plan rewarding the director incrementally upon achieving specific corporate goals rather than a single lump grant.
The immediate impact on share price was not evident from public information. However, shareholders interested in management alignment should review the Notice of Meeting dated 24 April 2026 for full details on performance conditions and monitor future updates regarding vesting or lapsing of these instruments through to 26 June 2031.
