Grant of Share Options

RNS Number : 5885Y

Diversified Gas & Oil PLC

10 May 2019

 

10 May 2019

Diversified Gas & Oil PLC

("DGO" or the "Company")

Grant of Share Options

Diversified Gas & Oil PLC (AIM: DGOC), the US based owner and operator of natural gas, natural gas liquids and oil wells as well as midstream assets, announces that upon the recommendation of the DGO Remuneration Committee, on 9 May 2019, the Company granted share options over a total of 8,520,000 ordinary shares of 1p each in the Company ("New Share Options") pursuant to the Company's Share Option Scheme (the "Scheme"). The Scheme is intended to promote long term shareholdings by executive directors and senior management, aligning their interests with other shareholders.

This award includes 5,300,000 New Share Options granted to the following executive directors and persons discharging managerial responsibilities ("PDMRs"):

	Number of Ordinary Shares	% of existing share capital	Existing share options held(1)	New Share Options granted	Total share options held	Total share options as % of issued share capital
Executive Directors
Robert "Rusty" Hutson Jr	20,250,000	2.92%	6,000,000	2,400,000	8,400,000	1.21%
Bradley Gray	2,237,981	0.32%	2,750,000	1,100,000	3,850,000	0.55%
PDMRs
Eric Williams	38,855	0.01%	1,805,000	700,000	2,505,000	0.36%
Michael Garrett	-	-	750,000	200,000	1,025,000	0.14%
Bryan Berry	-	-	750,000	200,000	950,000	0.14%
Bobby Cayton	-	-	600,000	200,000	800,000	0.12%
Maverick Bentley	-	-	-	500,000	500,000	0.07%

(1)  Total includes options granted previously in the form of Restricted Stock Units

In summary the principal terms of these New Share Options are:

·    exercisable at a price of 120 pence per share;

·    a three-year vesting period, ordinarily vesting on the date on which the Company's Remuneration Committee determines the extent to which certain performance conditions relating to Earnings Per Share growth and Total Shareholder Return thresholds have been satisfied (the "Vesting Date");

·    all New Share Options are subject to meeting performance conditions;

·    subject to malus, clawback and post-employment restrictions in the event of a material misstatement of the Company's financial results, gross misconduct, material error in the calculation of performance conditions or in such other exceptional circumstances as the Remuneration Committee sees fit; and

·    granted to the executive directors are further subject to an additional two-year holding period from the Vesting Date.

Following the above grants, the Company has a total of 24,481,668 new Ordinary shares currently under option, representing approximately 3.53 per cent of the Company's issued share capital.

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

For further information, please contact:

		Diversified Gas & Oil PLC Rusty Hutson Jr., Chief Executive Officer Brad Gray, Chief Operating Officer and Finance Director Eric Williams, Chief Financial Officer www.dgoc.com	+ 1 [phone]
		Cenkos Securities plc Nominated Adviser Russell Cook Katy Birkin Ben Jeynes	[phone]
		Mirabaud Securities Limited Joint Broker Peter Krens Edward Haig-Thomas	[phone]
		Stifel Nicolaus Europe Limited Joint Broker Callum Stewart Nicholas Rhodes Ashton Clanfield	[phone]
		Buchanan Financial Public Relations Ben Romney Chris Judd James Husband [e-mail]	[phone]

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Robert "Rusty" Russell Hutson Jr
2	Reason for the notification
a)	Position/status	Chief Executive Officer
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of share options over ordinary shares of 1p each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	2,400,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Bradley Grafton Gray
2	Reason for the notification
a)	Position/status	Chief Operating Officer & Finance Director
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of options over ordinary shares of 1 pence each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	1,100,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Eric Michael Williams
2	Reason for the notification
a)	Position/status	Chief Financial Officer
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of options over ordinary shares of 1 pence each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	700,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Michael Walton Garrett
2	Reason for the notification
a)	Position/status	Vice President of Accounting and Controller
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of options over ordinary shares of 1 pence each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	200,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Bryan Keith Berry
2	Reason for the notification
a)	Position/status	Vice President of Finance
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of options over ordinary shares of 1 pence each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	200,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Bobby Joe Cayton
2	Reason for the notification
a)	Position/status	Senior Vice President of Northern Operations
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of options over ordinary shares of 1 pence each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	200,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Maverick Lee Bentley
2	Reason for the notification
a)	Position/status	Senior Vice President of Southern Operations
b)	Initial notification/Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diversified Gas & Oil plc
b)	LEI	213800YR9TFRVHPGOS67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Options over ordinary shares of 1 pence each
	Identification code	GB00BYX7JT74
b)	Nature of the transaction	Grant of options over ordinary shares of 1 pence each
c)	Price(s) and volumes(s)	Price(s)	Volume(s)
		£1.20	500,000
d)	Aggregated information	N/A (single transaction)
	Aggregated volume	N/A (single transaction)
	Price	N/A (single transaction)
e)	Date of the transaction	9 May 2019
f)	Place of the transaction	XOFF

 

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