Grant of Options

RNS Number : 7837V

Plant Health Care PLC

12 August 2022

 

The information communicated in this announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

Plant Health Care plc

("Plant Health Care" or "the Company")

Grant of Options

Director/PDMR shareholding s

 
Plant Health Care, a leading provider of novel patent-protected biological products to global agricultural markets, announce s that on 11 August 2022 the Company awarded options to certain directors and employees under the Company's 2017 Employee Share Option Plan (the ' Plan ').

The Company has awarded options in respect of a total of 8.2 million ordinary shares in the Company (representing 2.7% of the Company's current issued share capital) with an exercise price of 1p per share (the ' Options ') that will vest upon the earlier of: (a) the date of a Change of Control; or (b) satisfaction of the Performance-Based Requirement and in addition, for United States employees, the Service-Based Requirement.

Performance-Based Requirement:

(i)  In respect of 70% of the O ptions (rounded to the nearest whole number) no option may be exercised until the date on which the arithmetic mean closing price of the Company's shares over 30 consecutive trading dates after the date of grant has exceeded 17p per share; and

(ii)  In respect of the balance of the Options, no Options may be exercised until the date on which the arithmetic mean closing price of the Company's shares over 30 consecutive trading days after the date of grant has exceeded 25p per share.  

Service-Based Requirement: for all United States employees no O ption shall be exercised before the two-year anniversary of the date of grant.

The Options will expire after five years from the date of grant. The vesting criteria of the Options can be modified at the discretion of the Remuneration Committee of the Company.

Of the Options granted, the following awards have been made to certain directors, being Chris Richards, Jeffrey Hovey and Jeffrey Tweedy.

Name	Position	Number o f s hares s ubject t o t he Option
Christopher Richards	Chairman	2,000,000
Jeffrey Tweedy	Chief Executive Officer	3,000,000
Jeffrey Hovey	Chief Financial Officer	1,500,000

As advised previously, the Company notes the concern raised by ISS in respect of the performance targets set on the vesting of the LTIP awards already made to the Executive team. The Company is looking to engage with a remuneration advisor to assist with reviewing the LTIP in place, in particular with regards to the performance criteria. However, the awards detailed in this announcement were made in recognition of the new roles and additional responsibilities taken on by those directors in June 2022 and, accordingly, reflect the current performance criteria. Once the Company has completed its review of the LTIP and associated performance criteria, any further changes will be announced at the time of approval.

Bill Lewis, Chair of the Remuneration Committee, commented: 

" The annual award of options to Management are, as in previous years, linked to a sustained share price which seeks to continue to align the incentives of senior management to shareholder value ."

Enquiries

Plant Health Care plc
Jeffrey Tweedy - Chief Executive Office Jeffrey Hovey - Chief Financial Officer	[phone]
Cenkos Securities plc - Nomad and Broker Neil McDonald / Pete Lynch	[phone]

Company website: www.planthealthcare.com

The information set out below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Dr Christopher Richards
2	Reason for the notification
a)	Position/status	Chairman
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Plant Health Care plc
b)	LEI	213800KBQPJZ2FM8QH27
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 Identification code	Options over Ordinary Shares of 1p each GB00B 01JC540
b)	Nature of the transaction	Grant of 1p options u nder the 2017 Employee Share Option Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) 1p 2,000,000
d)	Aggregated information - Aggregated volume - Price	2,000,000 ordinary shares of 1p per share par value As above
e)	Date of the transaction	11 August 2022
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Jeffrey Hovey
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	Plant Health Care plc
b)	LEI	213800KBQPJZ2FM8QH27
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 Identification code	Options over Ordinary Shares of 1p each GB00B 01JC540
b)	Nature of the transaction	Grant of 1p Options under the 2017 Employee Share Option Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) 1p 1,500,000
d)	Aggregated information - Aggregated volume - Price	1,500,000 ordinary shares of 1p per share par value As above
e)	Date of the transaction	11 August 2022
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Jeffrey Tweedy
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	Plant Health Care plc
b)	LEI	213800KBQPJZ2FM8QH27
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 Identification code	Options over Ordinary Shares of 1p each GB00B 01JC540
b)	Nature of the transaction	Grant of 1p options under the 2017 Employee Share Option Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) 1p 3,000,000
d)	Aggregated information - Aggregated volume - Price	3,000,000 ordinary shares of 1p per share par value As above
e)	Date of the transaction	11 August 2022
f)	Place of the transaction	Outside a trading venue

 

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