Issue of Awards Under Omnibus Plan

Public Policy Holding Company, Inc.

06 October 2023

 

6 October 2023

Public Policy Holding Company, Inc.

(the "Company" and, together with its subsidiaries, "PPHC" or the "Group")

Restricted Stock Units and Restricted Shares Issuance and Director/PDMR Dealing

Public Policy Holding Company, Inc., the leading government relations and public affairs group of companies providing a comprehensive range of advisory services, announces that it has granted the following to certain Directors and senior employees ("PDMRs") of the Company, under PPHC's 2021 Omnibus Incentive Plan ("Omnibus Plan") that was adopted in connection with the Group's admission to AIM in December 2021:

·    Restricted stock units in respect of the Ordinary Shares in the Company ("RSUs"); and

·    Restricted stock shares in the Company which will rank pari passu with the Ordinary Shares ("RSs").

RSUs

In total 675,000 RSUs have been granted to PDMRs on 3 October 2023 under the Omnibus Plan. The RSUs will vest across a three-year period from the grant date, split equally each year, and will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.

RSs

In total 382,456 RSs have been granted on 3 October 2023 under the Omnibus Plan. Of this tranche, 50,000 RSs have been granted to PDMRs. The RSs issued to PDMRs will vest in one year from the grant date. The RSs issued to non-PDMRs will vest across a five-year period from the grant date, split equally each year. All RSs will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.

Application will be made for the new RSs, which will rank pari passu with the existing Common Shares in issue, to be admitted to trading on AIM. Dealings are expected to commence on or around 11 October 2023.

Following this issue of shares, the Company's total issued and voting share capital upon admission will consist of 113,465,473 Common Shares. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, securities of the Company.

As set out in the Group's Admission Document, PPHC strives to attract and retain high quality staff in order to best serve its clients. These Omnibus Plan awards are being made in order to incentivise senior management and a broad range of employees through equity-based awards, further aligning the interests of employee shareholders with PPHC's core mission and objectives.

The resultant holdings of RSUs by Directors and PDMRs are set out below:

Director / PDMR	No. of RSUs previously held	No. of RSUs granted	Resultant interest in RSUs
William Chess (Executive Director)	-	100,000	100,000
Thomas Gensemer (PDMR)	-	100,000	100,000
Stewart Hall (Executive Director)	-	100,000	100,000
Jill Kendrick (PDMR)	-	100,000	100,000
Neal Strum (PDMR)	-	100,000	100,000
Roel Smits (Executive Director)	-	100,000	100,000
Ron Starzman (PDMR)	-	50,000	50,000
Paula Thrasher (PDMR)	-	25,000	25,000

The resultant holdings of RSs by Directors and PDMRs are set out below:

Director / PDMR	No. of RSs previously held	No. of RSs granted	Resultant interest in RSs
Sarah Wills (PDMR)	-	50,000	50,000

For further information contact:

Public Policy Holding Company, Inc. Stewart Hall, CEO Roel Smits, CFO Thomas Gensemer, Chief Strategy Officer	[phone] [e-mail]
Stifel (Nominated Adviser & Broker) Fred Walsh, Tom Marsh	[phone]
Buchanan Communications (Media Enquiries) Chris Lane, Toto Berger	[phone] [e-mail]

About PPHC

Incorporated in 2014, PPHC is a US-based government relations and public affairs group providing clients with a fully integrated and comprehensive range of services including government and public relations, research, and digital advocacy campaigns. Engaged by approximately 1200 clients, including companies, trade associations and non-governmental organisations, the Group is active in all major sectors of the U.S. economy, including healthcare and pharmaceuticals, financial services, energy, technology, telecoms and transportation. PPHC's services support clients to enhance and defend their reputations, advance policy goals, manage regulatory risk, and engage with US federal and state-level policy makers, stakeholders, media, and the public.

PPHC operates a holding company structure and currently has seven operating entities comprising Crossroads Strategies, Forbes Tate Partners, Seven Letter, O'Neill & Associates, Alpine Group Partners, KP Public Affairs and MultiState Associates. Operating in the strategic communications market, the Group has a strong track record of organic and acquisitive growth, the latter focused on enhancing its capabilities and to establish new verticals, either within new geographies or new related offerings.

For more information, see www.pphcompany.com.

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	William Chess
2	Reason for the notification
b)	Position/Status:	Executive Director
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 100,000 Total 100,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Thomas Gensemer
2	Reason for the notification
b)	Position/Status:	PDMR
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 100,000 Total 100,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Stewart Hall
2	Reason for the notification
b)	Position/Status:	Executive Director
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 100,000 Total 100,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Jill Kendrick
2	Reason for the notification
b)	Position/Status:	PDMR
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 100,000 Total 100,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Neal Strum
2	Reason for the notification
b)	Position/Status:	PDMR
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 100,000 Total 100,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Roel Smits
2	Reason for the notification
b)	Position/Status:	Executive Director
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 100,000 Total 100,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Ron Starzman
2	Reason for the notification
b)	Position/Status:	PDMR
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 50,000 Total 50,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Paula Thrasher
2	Reason for the notification
b)	Position/Status:	PDMR
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Units under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 25,000 Total 25,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name:	Sarah Wills
2	Reason for the notification
b)	Position/Status:	PDMR
c)	Initial notification/Amendment:	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
d)	Name:	Public Policy Holding Company, Inc.
e)	LEI:	2138008Z7B1IXVVJAZ79
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
f)	Description of the financial instrument, type of  Identification Code	Common shares of $0.001 par value ISIN: US7444301094
g)	Nature of the transaction:	Award of Restricted Stock Shares under Omnibus Plan scheme
h)	Price(s) and volume(s):	Price(s) Volume(s) 124.5 pence 50,000 Total 50,000
i)	Aggregated information: ·    Aggregated volume ·    Price 	N/A single transaction N/A single transaction
j)	Date of the transaction:	3 October 2023
k)	Place of the transaction:	Off market transaction

 

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