REG - FD Technologies PLC - LTIP Award

FD TechnologiesAnnouncement

05/04/2023 07:15

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RNS Number : 3867V  FD Technologies PLC  05 April 2023

 

 

5 April 2023

FD Technologies plc

("FD Technologies", or the "Group")

 

LTIP awards

 

FD Technologies (AIM: FDP.L, Euronext Growth: FDP.I) announces the grant of
performance share units ("PSUs") under a Long Term Incentive Plan ("LTIP")
designed to recruit and retain the Group's senior leaders, on whose efforts
and talents the Group is reliant to build substantial shareholder value over
the next three years and beyond.

 

The LTIP arrangements and the 2023 LTIP grant have been determined by the
Remuneration and Talent Committee composed entirely of independent
Non-Executive Directors and advised by independent remuneration consultants,
Insightory.

 

PSUs will vest on the achievement of challenging three year performance
metrics relevant to each particular business unit. For example, for PSUs in
this grant, 100% pay out related to KX performance is based on annual
recurring revenue (ARR) in FY26 of more than £200m. All PSU awards are
subject to a three-year cliff vesting period from the date of award, with a
two-year holding period for Executive Directors. The LTIP arrangements are
also subject to typical malus and clawback provisions.

 

The Remuneration and Talent Committee of the Board approved the 2023 grants to
the Executive Directors on 5 April 2023 as follows:

 

 PDMR            Position  PSUs
 Seamus Keating  CEO       143,514
 Ryan Preston    CFO       38,270
 Total                     181,784

 

The PSUs for the CEO and CFO will vest on the achievement of performance
metrics linked to the performance of the Group's business units over the three
years to 28 February 2026, which metrics are designed to be challenging and to
reward value creation.

 

The PSUs for the CFO and two thirds of the PSUs for the CEO will vest based
on:

 

                                                               Threshold                   Maximum
                   Metric                           Weighting  25% vesting    50% vesting  100% vesting
 KX                Combined ARR growth and EBITDA*  65%        88% of target  Target       125% of target
 First Derivative  EBITDA                           25%        84% of target  Target       115% of target
 MRP               EBITDA                           10%        83% of target  Target       117% of target

*KX ARR and EBITDA (excluding capitalised development costs) metrics are
linked to eliminate the impact of any investment decisions taken during the
period, such that overperformance in one metric will reduce the target in the
other

 

The remaining third of the PSUs for the CEO will vest based on Total
Shareholder Return (TSR) over the three year period with vesting starting at
25% for 25% TSR appreciation and increasing on a straight line basis up to a
maximum of 100%.

 

 

In addition to the award to Directors, a total of 109,672 PSUs have been
awarded to other senior leaders in the business units and in the Group's
central operations again subject to three-year cliff vesting and performance
metrics relevant to their part of the Group. A total of 58,186 Restricted
Stock Units ("RSUs") typically vesting annually over the next three years have
also been awarded to senior employees. Based on a share price of £17.42,
these awards amount to, in aggregate, 349,642 shares (on the assumption that
all vest), representing 1.34 per cent of the Group's currently issued and
outstanding shares.

 

Further information regarding the LTIP arrangements and the Group's
remuneration framework will be provided in the Group's annual report for the
year ended 28 February 2023.

 

Enquiries

For further information please contact:

 

 FD Technologies plc                               +44(0)28 3025 2242

 Seamus Keating, Chief Executive Officer           www.fdtechnologies.com (http://www.firstderivatives.com)

 Ryan Preston, Chief Financial Officer

 Ian Mitchell, Head of Investor Relations

 Investec Bank plc (Nominated Adviser and Broker)  +44 (0) 20 7597 5970

 Carlton Nelson

 Virginia Bull

 Goodbody (Euronext Growth Adviser and Broker)     +353 1 667 0420

 David Kearney

 Don Harrington

 Nick Donovan

 J.P. Morgan Cazenove (Broker)                     +44 (0) 203 493 8000

 James A. Kelly

 Mose Adigun

 

About FD Technologies

FD Technologies is a group of data-driven businesses that unlock the value of
insight, hindsight and foresight to drive organisations forward. The Group
comprises KX, the leading technology for real-time continuous intelligence;
First Derivative, which provides technology-led services in capital markets;
and MRP, the only enterprise-class, predictive Accounts Based Marketing
solution. FD Technologies operates from 14 locations across Europe, North
America and Asia Pacific, and employs more than 3,100 people worldwide.

For further information, please visit www.fdtechnologies.com
(http://www.fdtechnologies.com) and www.kx.com (http://www.kx.com)

 

 

 1.   Details of PDMR / person closely associated with them ("PCA")
 a)   Name                                                          Seamus Keating

 2.   Reason for the notification
 a)   Position / status                                             CEO

 b)   Initial notification / amendment                              Initial Notification
 3.   Details of the Issuer
 a)   Name                                                         FD Technologies plc
 b)   LEI                                                          213800MKQAJ5R7WIU633
 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 of £0.005

                                                                    ISIN: GB0031477770
 b)   Nature of the transaction                                    Grant of Performance Share Units
 c)   Price(s) and volume(s)

Price(s)  Volume(s)
                                                                   Nil       143,514

 
 d)   Aggregated information                                       N/a - single transaction

       -     Aggregated volume

       -     Price
 e)   Date of the transaction                                      5(th) April 2023
 f)   Place of the transaction                                     Outside a trading venue

 

d)

Aggregated information

 -     Aggregated volume

 -     Price

N/a - single transaction

e)

Date of the transaction

5(th) April 2023

f)

Place of the transaction

Outside a trading venue

 

 

 

 1.   Details of PDMR / person closely associated with them ("PCA")
 a)   Name                                                          Ryan Preston

 2.   Reason for the notification
 a)   Position / status                                             CFO

 b)   Initial notification / amendment                              Initial Notification
 3.   Details of the Issuer
 a)   Name                                                         FD Technologies plc
 b)   LEI                                                          213800MKQAJ5R7WIU633
 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 of £0.005

                                                                    ISIN: GB0031477770
 b)   Nature of the transaction                                    Grant of Performance Share Units
 c)   Price(s) and volume(s)

Price(s)  Volume(s)
                                                                   Nil       38,270

 
 d)   Aggregated information                                       N/a - single transaction

       -     Aggregated volume

       -     Price
 e)   Date of the transaction                                      5(th) April 2023
 f)   Place of the transaction                                     Outside a trading venue

 

d)

Aggregated information

 -     Aggregated volume

 -     Price

N/a - single transaction

e)

Date of the transaction

5(th) April 2023

f)

Place of the transaction

Outside a trading venue

 

 

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