Option Grant
22/08/2023 08:00
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RNS Number : 9833J finnCap Group PLC 22 August 2023
22 August 2023
finnCap Group plc
("finnCap", "the Company" or the "Group")
Option Grant
finnCap today announces completion of the grant of options under the finnCap
Group plc Company Share Option Plan (the "Plan") to John Farrugia, CEO.
Due to various corporate transactions and closed periods, it has not
previously been possible for the Company to complete the issue of these
incentive awards to Mr Farrugia as intended upon his appointment as CEO on 1
September 2022 and as described in the Group's Remuneration Committee
report included in the Company's Annual Report and Accounts for the year-ended
31 March 2022.
The grant comprises a retention option over 2,000,000 shares with an exercise
price of 1p per share, and an incentive option over 5,000,000 shares with an
exercise price of 15p per share (together the "Options"). Due to various
corporate transactions and closed periods since his appointment as CEO it has
not been possible to formalise the grant until now. In the ordinary course,
the Options will vest and become exercisable on 25 July 2025, subject to
continuing employment. For the avoidance of doubt, vesting will not accelerate
on completion of the recommended all-share merger between finnCap and Cenkos
Securities plc.
The Options are also subject to malus and clawback for a period of two years
following vesting. The Options will lapse, to the extent not exercised, on
the day immediately preceding the tenth anniversary of the date of grant.
Following these awards, John Farrugia continues to have a beneficial interest
over 1,927,669 Ordinary Shares (as set out in the Company's Opening Position
Disclosure dated 4 April 2023 under Rule 8 of the Takeover Code), representing
approximately 1.06% of the current total voting rights of the Company, and has
options over Ordinary Shares in the Company as set out below:
Name of Scheme or Plan Number of ordinary shares under options/awards Grant Date Vesting date Normal lapse date Exercise price (per share)
finnCap Group plc Company Share Option Plan 305,045 05/12/2018 05/12/2020 05/12/2023 £0.28
152,523 05/12/2018 05/12/2021 05/12/2023 £0.28
152,522 05/12/2018 05/12/2022 05/12/2023 £0.28
425,000 01/04/2020 09/07/2024 09/07/2027 £0.175
666,667 18/08/2020 01/04/2022 01/04/2025 £0.01
666,667 18/08/2020 01/04/2023 01/04/2026 £0.01
2,000,000 22/08/2023 25/07/2025 22/08/2033 £0.01
5,000,000 22/08/2023 25/07/2025 22/08/2033 £0.15
finnCap Group plc Enterprise Management Share Option Plan 775,000 01/04/2020 09/07/2024(1) 09/07/2027 £0.175
(1) Subject to the satisfaction of performance conditions
The Company's Ordinary Shares referred to above are finnCap Group plc ordinary
shares of 1 penny each and the total number of shares in issue is 181,094,844.
Further details on this are included in the notification below, made in
accordance with the requirements of the UK Market Abuse Regulation.
Contacts
finnCap Group plc
Tel:
+44 (0) 20 7220 0500
Robert Lister,
Chairman
investor.relations@finncap.com (mailto:investor.relations@finncap.com)
Richard Snow, Chief Financial Officer
Grant Thornton (Nominated Adviser)
Tel: +44 (0) 20 7383 5100
Philip Secrett/Samantha Harrison/Samuel Littler
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name John Farrugia
2 Reason for the notification
a) Position/status CEO
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name finnCap Group plc
b) LEI 213800DLRUJW6JVNS533
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 Ordinary shares
Identification code GB00BGKPX309
b) Nature of the transaction (1) Grant of options over ordinary shares under the finnCap Group plc Company
Share Option Plan at an exercise price of 1p per share
(2) Grant of options over ordinary shares under the finnCap Group plc Company
Share Option plan at an exercise price of 15p per share
c) Price(s) and volume(s)
Price(s) Volume(s)
(1) £0.01 (1) 2,000,000
(2) £0.15 (2) 5,000,000
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 22 August 2023
f) Place of the transaction Outside a trading venue
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