RateGain Travel Technologies Limited has granted 66,598 Stock Appreciation Rights (SARs) to its employees, marking a significant step in its employee compensation strategy for the current fiscal period. The Nomination and Remuneration Committee of the company approved the grants on July 31, 2026, pursuant to the provisions of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. This move aligns employee interests with shareholder value creation by linking rewards to future stock performance rather than immediate equity dilution.

The grants were made under the "RateGain - Stock Appreciation Rights Scheme – 2022" (SAR-2022). The total pool of 66,598 SARs is divided into three distinct tranches, each carrying a different strike price and vesting schedule. These varying terms likely reflect differences in employee seniority, roles, or tenure within the organization. The company disclosed these details in an intimation filed with the National Stock Exchange of India Limited and BSE Limited on July 31, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Grant Details and Vesting Schedules

The structure of the grant includes specific vesting periods and exercise windows. Employees will be able to exercise their rights only after the vesting conditions are met, and they must do so within three years from the date of vesting. The details of the three tranches are as follows:

The largest tranche, comprising 35,231 units, carries the lowest strike price of ₹644.55 per unit. These rights vest after a four-year period from the date of grant. The second tranche of 3,997 units and the third tranche of 27,370 units have higher strike prices of ₹824.55 and ₹950.00 respectively. Both of these tranches follow a graduated vesting schedule: 10% in the first year, 20% in the second year, 30% in the third year, and 40% in the fourth year.

Implications for Shareholders

The use of SARs allows the company to reward employees without issuing new shares, thereby avoiding immediate dilution of existing shareholders' stakes. However, the financial impact will materialize when employees exercise these rights, at which point the company will pay out the difference between the market price and the strike price in cash or shares, depending on the scheme's settlement mechanism. The varying strike prices suggest a tailored approach to retention, with higher-value grants potentially reserved for key personnel or those with longer tenures.

Mukesh Kumar, General Counsel, Company Secretary & Compliance Officer of RateGain Travel Technologies Limited, signed the disclosure. The filing confirms that all procedural requirements under SEBI regulations have been met, ensuring transparency for investors regarding the company's long-term incentive plans.

Rategain Travel Technologies has re-appointed its founder, Bhanu Chopra, as Chairman and Managing Director for a further five-year term. The Board of Directors approved the appointment during a meeting held on July 31, 2026, following a recommendation from the Nomination and Remuneration Committee. The new term is effective from August 05, 2026, and will run until August 04, 2031, subject to the approval of shareholders at the ensuing general meeting. This leadership continuity ensures stability for the travel technology firm as it continues its global expansion and product portfolio strengthening.

The re-appointment was disclosed under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company also cited compliance with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023. The Board meeting commenced at 10:50 a.m. and concluded at 11:00 a.m. on July 31, 2026. Mukesh Kumar, General Counsel, Company Secretary & Compliance Officer, signed the intimation to the National Stock Exchange of India Limited and BSE Limited.

Leadership Profile and Tenure

Bhanu Chopra, who holds a bachelor's degree in Science, Finance and Computer Science from Indiana University Bloomington, brings over 16 years of experience in the technology and travel industry. Prior to founding Rategain, he worked with Deloitte. Under his leadership, the company has achieved several milestones, including a successful Initial Public Offering (IPO), global expansion, strategic mergers and acquisitions, and the enhancement of its technology-driven product portfolio.

Regulatory Disclosures

The filing confirms that Bhanu Chopra is not debarred from holding the office of Director by virtue of any SEBI order or any other authority, as required pursuant to NSE Circular with ref. no. NSE/CML/2018/02 dated June 20, 2018. Regarding relationships between directors, the disclosure states that Bhanu Chopra is related to Ms. Megha Chopra, who is his wife. Apart from this familial relationship, he is not related inter se to any other Director of the Company.