Godolphin Resources Announces Issuance of 1.2 Million Unlisted Employee Incentive Options at $0.026 Expiring in July 2029

Godolphin Resources Reports New Unlisted Option Class Under Employee Incentive Scheme to ASX

On 6 July 2026, Godolphin Resources Limited submitted an Appendix 3G to the ASX, officially notifying the market of a newly created class of unquoted securities. The securities comprise 1,200,000 unlisted options, each with an exercise price of $0.026 and an expiry date of 2 July 2029, issued two business days earlier on 2 July 2026. As these options constitute a new class without an existing ASX security code, a new code is pending confirmation by the exchange.

The Appendix 3G is the standard disclosure form used by ASX-listed companies to report the issuance, conversion, or payment of unquoted equity securities. In this instance, Godolphin utilized the form to reveal the establishment of a new class of employee incentive options, a routine yet material disclosure for shareholders assessing the company’s equity commitments and potential dilution.

Options Issued Under ASX Listing Rule 7.2 Exception 13 Without Shareholder Approval

Investors may note that these options were issued without needing shareholder approval. Godolphin confirmed the issuance was made under ASX Listing Rule 7.2 Exception 13, which permits securities to be issued under an employee incentive scheme without shareholder consent, provided the scheme complies with the rule’s requirements and its terms have been previously disclosed.

The company referred investors to a prior update dated 13 October 2025 for comprehensive details on the employee incentive scheme governing these options. Additionally, Godolphin confirmed it received ASX’s confirmation that the option terms meet the fairness and appropriateness standards under Listing Rule 6.1, a routine compliance check for options with specified exercise prices and expiry dates.

Exercise Price of $0.026 and Three-Year Maturity to July 2029

The issued options have an exercise price of $0.026 AUD each, granting holders the right to acquire one fully paid ordinary share per option. These options have a lifespan of three years from issuance, expiring on 2 July 2029, allowing option holders to exercise if the market price exceeds the exercise price during this period.

The $0.026 exercise price serves as a key market benchmark. Options remain out of the money if the share price stays below this level, making exercise unlikely. Conversely, should the share price exceed $0.026, holders would have a financial incentive to exercise. The immediate market impact of this announcement on the share price was not disclosed.

Options Not Allocated to Key Management Personnel or Their Associates

The company clarified that none of the 1,200,000 options were granted to key management personnel (KMP) or their associates. This distinction is important under ASX listing rules and the Corporations Act, as grants to KMP generally require more detailed disclosure and sometimes shareholder approval related to remuneration regulations.

By confirming the absence of KMP recipients, Godolphin indicates the options were allocated to other eligible employees or participants under the scheme, potentially including operational staff or consultants. The identities and number of recipients were not disclosed in this update.

Ordinary Share Capital Remains at 847,382,148 Shares

Following the option issuance, Godolphin’s ordinary fully paid share count remains at 847,382,148 shares as reported in Part 4 of the Appendix 3G. This figure excludes any potential increase from exercising new or existing options. The ordinary share count will only rise if option holders choose to exercise their rights.

The 1,200,000 new options represent approximately 0.14% of the current ordinary shares on a fully diluted basis from this issuance alone. Investors evaluating dilution should consider the company’s entire unquoted securities register, detailed in Part 4.2 of the filing.

Comprehensive Unquoted Options Register Includes Multiple Classes and Expiry Dates

The Appendix 3G reveals Godolphin’s extensive unquoted options register encompassing various classes and expiry schedules. Existing classes include GRLAD (13,933,100 options expiring 31 December 2026 at $0.03), GRLAP (9,000,000 options expiring 30 November 2026 at $0.053), GRLAE (9,000,000 options expiring 30 November 2028 at $0.0226), GRLAF (10,000,000 options expiring 24 May 2027 at $0.02), GRLAG (10,000,000 options expiring 24 November 2028 at $0.025), and GRLAH (10,000,000 options expiring 24 November 2028 at $0.03), among others.

Additional classes include GRLAX (800,000 options expiring 21 October 2028 at $0.035), GRLAY (7,500,000 options expiring 6 May 2028 at $0.034), GRLAT (1,200,000 options expiring 10 June 2028 at $0.016), GRLAQ (1,666,666 options expiring 18 April 2029 at $0.15), and GRLAR (1,000,000 options expiring 18 April 2029 at $0.25). The new class increases the total unquoted option classes to twelve, a factor investors should consider when analyzing the company’s fully diluted capital structure.

Upcoming Option Expiries in Late 2026 May Affect Capital Structure

Notably, two option classes are set to expire before the end of 2026. GRLAP includes 9,000,000 options at $0.053 expiring on 30 November 2026, while GRLAD consists of 13,933,100 options at $0.03 expiring on 31 December 2026. Combined, these total approximately 22.9 million options that will either be exercised, leading to new shares being issued, or lapse unexercised by year-end.

The resolution of these expiries could impact the company’s capital structure and potentially provide additional cash if exercised. However, exercise decisions will depend on market conditions and share price relative to exercise prices. The company did not provide guidance on expected exercise activity in this update.

Employee Incentive Options Support Retention and Motivation at Godolphin

Issuing unlisted options under an employee incentive scheme is a common practice among junior ASX-listed resource companies like Godolphin Resources. These schemes aim to align employee interests with shareholders by offering a financial stake tied to the company’s share price performance.

At Godolphin’s development stage, where conserving cash is often strategic, equity-based remuneration offers a cost-effective way to attract and retain talent without increasing immediate cash expenses. The three-year term of these options, expiring in July 2029, likely encourages medium-term commitment. The company did not disclose specific recipients, vesting conditions, or performance criteria associated with these options.

Compliance and Disclosure Obligations for Appendix 3G Filing

The Appendix 3G filing is a mandatory disclosure under ASX Listing Rules whenever unquoted equity securities are issued. This ensures transparency regarding changes to the company’s capital structure and timely market awareness. Godolphin lodged the filing on 6 July 2026, four days after the issuance date of 2 July 2026, complying with ASX disclosure timelines.

Godolphin confirmed ASX’s approval of the option terms as fair and appropriate under Listing Rule 6.1, with options denominated in Australian dollars. Once ASX assigns a security code for this new class, it will be listed on the unquoted securities register under that code. Investors seeking full details of the employee incentive scheme are directed to the company’s prior disclosure dated 13 October 2025, as referenced in this filing.