REG - Cambridge Cognition - Grant of Options

Cambridge Cognition HoldingsAnnouncement

18/12/2023 07:00

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RNS Number : 0647X  Cambridge Cognition Holdings PLC  18 December 2023

Cambridge Cognition Holdings plc

("Cambridge Cognition" or the "Company")

 

Grant of Options

 

Cambridge Cognition Holdings plc (AIM: COG), which develops and markets
digital solutions to assess brain health, announces that on 15 December 2023,
the Company granted options ("Options") over a total of 1,012,465 ordinary
shares of 1 pence each in the capital of the Company ("Ordinary Shares")
pursuant to the Company's 2022 Long Term Incentive Plan ("LTIP").

Of these Options:

1.   Options in respect of 411,449 Ordinary Shares were granted to Persons
Discharging Managerial Responsibilities ("PDMRs") as follows:

 Name             Role                      Number of Ordinary Shares over which Options Granted  Total number of Ordinary Shares over which Options held following Grant  Total number of Ordinary Shares held  Percentage of Current Issued Share Capital Held
 Matthew Stork    Chief Executive Officer   190,839                                               1,185,197                                                                161,450                               0.46%
 Stephen Symonds  Chief Financial Officer   158,778                                               311,449                                                                  32,950                                0.09%
 Ricky Dolphin    Chief Technology Officer  61,832                                                282,359                                                                  119,534                               0.34%

 

2.   Options in respect of 601,016 Ordinary Shares were granted to other
employees of the Company.

The Options granted to the PDMRs are in each case "performance share awards"
that are exercisable at a price of 1 pence per Ordinary Share from three years
following the date of award until the tenth anniversary of the date of award,
subject to continued service and to the extent to which challenging
performance conditions are achieved.

 

Under the terms of the aforementioned performance conditions, one-half of each
of the Options is subject to sliding scale compound annual growth rate targets
for adjusted revenue over the three year period ending 31 December 2025, the
other half of each of the Options is subject to a sliding scale measure of
relative total shareholder performance over a three year period that commenced
on the grant of the Options.

 

The Options granted to others (save for one more performance share award) are
exercisable at a price of 1 pence per Ordinary Share from two and a half years
following the date of award until the tenth anniversary of the date of award,
and will vest subject to continued service (so called 'restricted share
awards').

 

The LTIP has scope to grant both EMI awards and non-EMI awards and was
recently adopted by the Board. The terms of the LTIP align to best practice
expectations, including as leaver terms and malus and clawback provisions.

 

Following the grant of Options, the total number of options outstanding over
unissued Ordinary Shares is 3,311,573 representing approximately 9.47% of the
Company's issued share capital.

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM:

 1.            Details of the person discharging managerial responsibilities / person closely
               associated
 a)            Names                                                        Matthew Stork - Chief Executive Officer

                                                                            Stephen Symonds - Chief Financial Officer

                                                                            Ricky Dolphin - Chief Technology Officer
 2.            Reason for the Notification
 a)            Position/status                                              See 1(a) above for positions - all classified as PDMRs of the Company
 b)            Initial notification/ Amendment                              Initial Notification
 3.            Details of the issuer, emission allowance market participant, auction
               platform, auctioneer or auction monitor
 a)            Name                                                         Cambridge Cognition Holdings plc
 b)            LEI                                                          213800SZKDIN122EPA96
 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  In each case, the grant of Options over Ordinary Shares on 15 December 2023

               Identification code                                          GB00B8DV9647
 b)            Nature of the transaction                                    Grant of Options over Ordinary Shares each with an exercise price of 1 pence
                                                                            per Ordinary Share

 c)            Price(s) and volume(s)                                       Price: n/a

                                                                            Volumes:

                                                                            Matthew Stork - Options over 190,839 Ordinary Shares

                                                                            Stephen Symonds - Options over 158,778 Ordinary Shares

                                                                            Ricky Dolphin -   Options over 61,832 Ordinary Shares
 d)            Aggregated information:

·       Aggregated volume                                   411,449

n/a
               ·       Price
 e)            Date of the transaction                                      15 December 2023
 f)            Place of the transaction                                     Outside a trading venue

 

The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018.  Upon the publication of this
announcement via the Regulatory Information Service, this inside information
is now considered to be in the public domain.

Enquiries

 Cambridge Cognition Holdings plc
 Matthew Stork, Chief Executive Officer      Tel: 01223 810 700

 Stephen Symonds, Chief Financial Officer    press@camcog.com (mailto:press@camcog.com)

 Panmure Gordon (UK) Ltd

 (NOMAD and Joint Broker)                    Tel: 020 78862500
 Freddy Crossley / Emma Earl / Mark Rodgers  (Corporate Advisory)
 Rupert Dearden                              (Corporate Broking)
 Dowgate Capital Limited (Joint Broker)      Tel: 020 3903 7715

 David Poutney/ James Serjeant               (Corporate Broking)

 Hudson Sandler (Financial PR and IR)        Tel: 020 7796 4133
 Dan de Belder/Hattie Dreyfus

 

 

 

 

 

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