Sirius Real Estate Grants £9 Million in LTIP and SIP Share Options to Executives on 23 July 2026

Overview of Sirius Real Estate’s Executive Incentive Awards and Distribution

Sirius Real Estate Limited disclosed a comprehensive allocation of incentive awards to its leadership under two schemes designed to attract and retain senior talent. On 23 July 2026, the company granted nil-cost options under the Sirius Real Estate Limited 2021 Long Term Incentive Plan ("LTIP") to seven executives and awarded one nil-cost option under the 2019 Share Incentive Plan ("SIP") to Anthony Gallagher, Group Company Secretary. All awards were accepted on the same date, demonstrating a firm commitment to management retention and performance alignment.

The distribution reflects a structured approach to executive remuneration at the Guernsey-incorporated company. CEO Andrew Coombs received the largest LTIP allocation of 1,941,990 ordinary shares. CFO Chris Bowman was granted 1,658,803 shares under the LTIP. Five other senior executives—Rüdiger Swoboda (COO), Kremena Wissel (Chief Impact and Marketing Officer), Annemie Ress (Chief HR Officer), Tariq Khader (Chief Investment Officer), and James Peggie (General Counsel)—each received 764,750 shares under the LTIP, except Peggie who was awarded 379,050 shares. Anthony Gallagher’s SIP award consisted of 90,000 shares, reflecting his role outside the executive management committee.

Performance Conditions and Three-Year Evaluation Period for LTIP Awards

All LTIP and SIP awards are contingent on performance conditions assessed over three financial years commencing with the year ending 31 March 2027. The maximum share awards include a performance multiplier for exceptional results as detailed on page 88 of the company’s 2026 Annual Report and Accounts. This multiplier incentivizes management to surpass baseline targets and deliver outstanding shareholder returns during the evaluation period. Detailed performance metrics are available in the company’s published annual report, ensuring transparency regarding award vesting conditions.

After the three-year performance assessment, vested LTIP awards are subject to an additional two-year holding period restricting share disposal, reinforcing alignment with shareholder interests beyond the initial measurement window. The SIP award to Anthony Gallagher carries a one-year holding period post-vesting, reflecting the typically shorter duration for share incentive plans compared to executive long-term incentives. These holding periods discourage rapid share sales and encourage continued investment in the company.

Total Shareholder Return Benchmarking Against European Real Estate Peers

Sirius Real Estate has established a peer group of 15 European real estate firms for Total Shareholder Return (TSR) benchmarking as part of the performance assessment. The peer group includes AEW UK REIT Plc, Big Yellow Group Plc, Branicks Group AG, CLS Holdings Plc, Custodian Property Income REIT Plc, CTP N.V., Demire Deutsche Mittelstand Real Estate AG, Londonmetric Property Plc, Regional REIT Ltd, Safestore Holdings Plc, Schroder REIT, SEGRO Plc, Shurgard Self Storage SA, VIB Vermögen AG, and Workspace Group Plc. This diverse selection spans various European markets and real estate sectors, reflecting the company’s broad international exposure.

Utilizing TSR as a key metric ensures executive incentives are linked directly to shareholder wealth creation, encompassing share price growth and dividends. Benchmarking against comparable real estate companies operating in similar markets provides investors confidence that remuneration is performance-based relative to peers. The peer group composition indicates Sirius Real Estate’s positioning alongside both UK-listed REITs and wider European real estate operators, highlighting the competitive landscape and shareholder expectations.

Regulatory Compliance and JSE Listings Clearance

The company confirmed that clearance to deal in these securities was obtained per JSE Listings Requirements for all eight managerial recipients. This ensures compliance with regulatory standards for Sirius Real Estate as a dual-listed entity on the Johannesburg Stock Exchange (JSE) and London Stock Exchange (LSE). The transactions were executed off-market, consistent with nil-cost options granted directly as part of remuneration rather than public trading.

This announcement serves as an initial notification of transactions by persons discharging managerial responsibilities (PDMRs), as mandated by financial services regulations. No consideration was paid by recipients for these nil-cost options, reflecting their contingent nature based on performance targets. The filing provides full transparency on the transaction date (23 July 2026), instrument type (ordinary shares of no par value), and each PDMR’s direct beneficial interest, ensuring adherence to market conduct and disclosure rules.

Nil-Cost Option Mechanics and Vesting Process

The LTIP and SIP awards operate as nil-cost options, granting beneficiaries the right to acquire ordinary shares at no cost upon meeting performance conditions and holding period requirements. This structure aligns management interests with shareholders by rewarding executives only if performance targets are achieved and shareholder value is created. Nil-cost options may also offer tax efficiency advantages depending on jurisdictional tax treatment.

Vesting depends on satisfying performance conditions over the three-year period and compliance with LTIP or SIP rules. Post-vesting, LTIP awards are subject to a two-year holding period, extending total alignment to five years (three years performance plus two years holding). The graduated vesting and holding framework promotes long-term value creation and discourages short-term decision-making. Specific performance thresholds and targets are detailed in the company’s 2026 Annual Report and Accounts.

Sirius Real Estate’s Business Model and Dual Listing Strategy

Sirius Real Estate Limited is a Guernsey-incorporated real estate investment company dual-listed on the JSE and LSE under the share code SRE. Its ISIN is GG00B1W3VF54 and LEI is 213800NURUF5W8QSK566. While the announcement does not detail property holdings or sector focus, the TSR peer group suggests broad exposure to institutional-grade European real estate assets. The dual listing strategy enables access to capital markets in South Africa and the UK, reflecting a multinational operational and investor base.

The senior management team’s composition, revealed through these awards, indicates a sophisticated structure with executives overseeing investment, operations, impact and marketing, human resources, legal, and governance. Roles such as Chief Investment Officer and Chief Impact Officer imply integration of financial performance with environmental, social, and governance (ESG) considerations. The international backgrounds of awardees highlight the company’s multinational expertise required for effective operation across diverse markets and regulatory frameworks.

Alignment with Shareholders and Long-Term Value Creation Goals

The substantial awards to executives, with CEO Andrew Coombs receiving options over 1,941,990 shares and CFO Chris Bowman 1,658,803 shares, demonstrate the board’s commitment to linking executive rewards with sustained shareholder value creation. Tying remuneration to TSR, a transparent and investor-observable metric, ensures accountability. By benchmarking against comparable real estate companies, Sirius Real Estate incentivizes management to outperform peers in delivering shareholder returns over the three-year period.

The scale of awards indicates board confidence in medium-term growth prospects. The implied market capitalization exceeding €5 billion (though not explicitly stated) suggests that even modest share price improvements could generate significant value for beneficiaries and shareholders. The two-year post-vesting holding period further evidences management’s dedication to maintaining and growing share price gains, mitigating risks of short-termism.

Market Environment and European Real Estate Sector Context

This announcement comes amid a complex European real estate landscape with varied operational and capital market challenges. The TSR peer group includes logistics operators (SEGRO, Big Yellow), self-storage companies (Shurgard, Safestore), office and mixed-use firms (Workspace, Londonmetric), and diversified real estate vehicles (CTP, Demire, VIB Vermögen). This diversity reflects the broad investment environment Sirius Real Estate competes within across multiple property types and geographies.

Granting awards in July 2026 aligns with the start of a new financial year cycle, facilitating performance measurement through March 2029. This timing supports clear accounting and audit processes and may reflect the board’s assessment of favorable operational and market conditions for value creation during the period.

Disclosure Transparency and Regulatory Adherence

Sirius Real Estate’s detailed notification confirms full compliance with regulatory disclosure requirements for listed companies. Each PDMR’s award is documented with beneficiary identification, role, instrument details, transaction date, share volume, and regulatory clearance confirmation. The off-market nature of these transactions is clearly stated, consistent with nil-cost option grants rather than public share trades. Awards are held directly by named individuals, ensuring transparency and regulatory adherence.

References to the company’s 2026 Annual Report and Accounts for performance targets and exceptional multipliers provide investors access to full remuneration details without repetition in announcement notices. Consistent use of ISIN codes, LEI identifiers, and share codes across notifications demonstrates professional and precise regulatory reporting, meeting institutional investor and regulatory expectations across jurisdictions.