DGB Group N.V. (“DGB” or “the Group”) (Euronext: DGB | ISIN: NL0009169515), a leading developer of carbon projects and large-scale ecosystem restoration initiatives, has granted the 2025 share awards under its employee incentive programmes. DGB operates both short-term (“STI”) and long-term incentive (“LTI”) plans, each designed to reward strategic execution, long-term performance, and value creation—ensuring strong alignment between leadership, employees, and shareholders.
No shareholder dilution
The share awards have been granted exclusively from shares repurchased under DGB’s previously concluded share buy-back programme, ensuring that there is no dilution for existing shareholders. By utilising these repurchased shares, DGB maintains its capital structure while rewarding and incentivising employees and board members who have demonstrated outstanding performance and achieved predefined strategic milestones.
Following this allocation, DGB’s total issued share capital therefore remains unchanged at 13,486,559 shares. This number serves as the denominator for shareholders determining notification obligations under the Dutch Financial Supervision Act (Wet op het financieel toezicht – Wft) and the regulations of the Netherlands Authority for the Financial Markets (“AFM”).
2025 share and option awards
DGB’s incentive programmes are designed to reward key personnel, attract and retain top-tier talent, and foster strong alignment between leadership, employees, and shareholder interests. By granting shares and options to selected employees and board members, the programme reinforces a shared commitment to long-term value creation and supports the DGB’s mission-driven culture.
As part of its STI programme, DGB grants share options to key personnel and board members in recognition of their achievement of strategic milestones. Through its LTI programme, the Group awards shares to further reinforce sustained value creation and alignment with shareholder interests.
For the 2025 allocation, DGB has granted a total of 3,371,640 shares and 240,000 share options to Persons Discharging Managerial Responsibilities (“PDMRs”), and an additional 40,000 shares and 350,000 share options to other eligible personnel across the organisation. Notifications for the grants to PDMRs have been duly submitted to the AFM and recorded in the relevant public register in accordance with regulatory requirements.
All awarded shares are subject to a one-year lock-up period. The awarded share options will vest two years from the grant date, contingent upon the achievement of predefined performance criteria. Once vested, the options may be exercised at any time within five years from the grant date.
Following the grant of the share options, the total number of ordinary shares in the Group under the option is 1,974,730 representing 14.6% of the current issued share capital.
Capital and shareholder structure
Under Dutch financial regulations, shareholders holding 3% or more of a company’s issued share capital, including both current holdings and potential holdings through options, must notify the AFM. Additionally, directors and PDMRs are required to disclose their holdings and any changes therein.
Based on the latest AFM filings, the following shareholders hold 3% or more of DGB’s issued share capital:
- S.A.M Duijvestijn (CEO): 25.00%
- T. Donia (Director of Operations): 4.35%
- H. Bleijenberg: 4.15%
- F. Bleijenberg: 4.08%
- M.H.B. Kok: 2.73%
In addition, DGB holds 1,053,653 shares in treasury, representing 7.81% of the issued share capital.
For more information, visit the Investor Relations section of DGB’s website: www.green.earth/invest/investor-relations.
Note: Following the publication of the press release at 19:30 CET on 24 March 2025, the shareholding of M.H.B. Kok was updated in the AFM register to reflect a revised interest of 2.73%. This update was included in this press release at 08:45 CET on 25 March 2025, prior to the market opening.
Contact details
DGB GROUP NV
press@dgb.earth
+31320788118
About DGB
DGB is a project developer of high-quality, large-scale carbon and biodiversity projects accredited by third parties. The Group is focused on nature conservation and helping biodiversity flourish by assisting governments and corporations in achieving net zero. Global megatrends drive the demand for carbon units and underpin growth opportunities. DGB GROUP NV is a public company traded on the main Dutch stock exchange Euronext Amsterdam under the ticker symbol AEX:DGB and ISIN code NL0009169515. www.green.earth.
Disclaimer
This press release does not contain an (invitation to make an) offer to buy or sell or otherwise acquire or subscribe to shares in DGB and is not an advice or recommendation to take or refrain from taking any action. This press release contains statements that could be construed as forward-looking statements, including about the financial position of DGB, the results it achieved and the business(es) it runs. Forward-looking statements are all statements that do not relate to historical facts. These statements are based on information currently available and forecasts and estimates made by DGB’s management. Although DGB believes that these statements are based on reasonable assumptions, it cannot guarantee that the ultimate results will not differ materially from those statements that could be construed as forward-looking statements. Factors that may lead to or contribute to differences in current expectations include, but are not limited to: developments in legislation, technology, tax, regulation, stock market price fluctuations, legal proceedings, regulatory investigations, competitive relationships and general economic conditions. These and other factors, risks and uncertainties that may affect any forward-looking statement or the actual results of DGB are discussed in the annual report. The forward-looking statements in this document speak only as of the date of this document. Subject to any legal obligation, DGB assumes no obligation or responsibility to update the forward-looking statements contained in this document, whether related to new information, future events or otherwise. The provision of DGB’s services and products is subject to its General Terms and Conditions.
