REG - Novacyt S.A. - Long Term Incentive Plan
23/04/2024 07:00
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RNS Number : 5851L Novacyt S.A. 23 April 2024
Novacyt S.A.
("Novacyt", the "Company" or the "Group")
Long Term Incentive Plan
2024 Performance Share Awards
Paris, France, and Eastleigh and Manchester, UK - 23 April 2024 - Novacyt S.A.
(EURONEXT GROWTH: ALNOV; AIM: NCYT), an international molecular diagnostics
company with a broad portfolio of integrated technologies and services,
announces that it has made an allocation of share options as part of its Long
Term Incentive Plan ("LTIP").
Shareholders approved the issue of options over new ordinary shares of €1/15
each in the Company to employees at the Company's combined general meeting
held on 18 October 2021. Under the terms of the LTIP, the Board may determine
the percentage award for each qualifying executive each year. The Board may,
at its absolute discretion, decide to reduce the total number of shares held
under an award and/or seek to recover from a participant, shares and/or cash
that has already vested, been paid and/or been acquired on the exercise of an
option.
2024 Performance Share Awards
The 2024 Performance Share Awards (structured as nil-cost options(1)) are
being made to the executive management team only, which currently comprises
five members. The performance shares will vest ("Vest") subject to the Company
achieving Total Shareholder Return ("TSR") growth conditions in a three
financial year period which began on 1 January 2024 (the "Performance Period")
as follows:
TSR Growth % of the Performance Share Award that may Vest
Less than 10% p.a. Nil
Equal to 10% p.a. 25%
Greater than 10% p.a. but less than 30% p.a. Pro-rata between 25% and 100% on a straight-line basis
Equal to or greater than 30% p.a. 100%
The baseline for TSR is based on the average closing price of the Company's
shares in December 2023, which was £0.63. This will then be compared to the
equivalent figure in December 2026.
Regardless of the extent to which the TSR growth condition has been satisfied,
the Performance Share Awards shall not Vest unless the Board, in its absolute
discretion and acting fairly and reasonably, determines that the underlying
financial performance of the Company over the Performance Period has been
satisfactory. For these purposes, the Board may have regard to and consider
any information, key performance indicators, events or circumstances that the
Board considers appropriate.
Once vested, a Performance Share Award shall normally remain exercisable up
until the tenth anniversary of the date of grant (22 April 2034).
The participants will normally be required to hold 50% of vested shares (less
any shares sold to pay any tax liability) for a minimum period of one year
after the vesting date.
The Performance Share Awards allocated to the executive team, which represent
3.17% of the current issued share capital are as follows:
Participants LTIP Award
# Shares
Lyn Rees Chief Executive Officer (effective 1 May) * 946,475
Steve Gibson Chief Financial Officer ** 391,645
Joanna Mason Chief Scientific Officer 465,078
Peter Coyne Chief Operations Officer 244,778
Wendy Cox Director of HR 190,927
Total 2,238,903
* Lyn Rees is a member of the Novacyt Board.
** Steve Gibson is a member of the Novacyt Board, subject to shareholder
approval at the Company's Annual General Meeting.
(( 1 )) "nil-cost option" means a right to acquire a specified number of
shares at a nil exercise price per share in accordance with the rules,
governed by sections L-225-197-1 and seq. of the French Commercial Code
(actions gratuites);
Contacts
Novacyt SA https://novacyt.com/investors (https://novacyt.com/investors/)
James McCarthy, Acting Chief Executive Officer Via Walbrook PR
Steve Gibson, Chief Financial Officer
SP Angel Corporate Finance LLP (Nominated Adviser and Broker) +44 (0)20 3470 0470
Matthew Johnson / Charlie Bouverat (Corporate Finance)
Vadim Alexandre / Rob Rees (Corporate Broking)
Deutsche Numis (Joint Broker) +44 (0)20 7260 1000
Freddie Barnfield / Duncan Monteith / Michael Palser
Allegra Finance (French Listing Sponsor) +33 (1) 42 22 10 10
r.durgetto@allegrafinance.com (mailto:r.durgetto@allegrafinance.com) /
Rémi Durgetto / Yannick Petit y.petit@allegrafinance.com
Walbrook PR (Financial PR & IR) +44 (0)20 7933 8780 or novacyt@walbrookpr.com
Stephanie Cuthbert / Paul McManus / +44 (0)7796 794 663 / +44 (0)7980 541 893
Phillip Marriage / Alice Woodings +44 (0)7867 984 082 / +44 (0)7407 804 654
About Novacyt Group (www.novacyt.com (http://www.novacyt.com) )
Novacyt is an international molecular diagnostics company providing a broad
portfolio of integrated technologies and services, primarily focused on the
delivery of genomic medicine. The Company develops, manufactures, and
commercialises a range of molecular assays and instrumentation to deliver
workflows and services that enable seamless end-to-end solutions from sample
to result across multiple sectors including human health, animal health and
environmental.
The Company is divided into three business segments:
Clinical Broad portfolio of human clinical in vitro diagnostic products, workflows and
services focused on three therapeutic areas:
· Reproductive Health: NIPT, Cystic Fibrosis and other rapid aneuploidy
tests
· Precision Medicine: DPYD genotyping assay
· Infectious Diseases: Winterplex, multiplex winter respiratory PCR
panel
Instrumentation Portfolio of next generation size selection DNA sample preparation platforms
and rapid PCR machines, including:
· Ranger® Technology: automated DNA sample preparation and target
enrichment technology
MyGo: real-time quantitative PCR (qPCR) instruments
Research Use Only Range of services for the research industry:
· Design, manufacture, and supply of high-performance qPCR assays and
workflows for use in human health, agriculture, veterinary and environmental,
to support global health organisations and the research industry
· Pharmaceutical research services: whole genome sequencing (WGS) /
whole exome sequencing (WES)
Novacyt is headquartered in Vélizy in France with offices in the UK (in
Stokesley, Eastleigh and Manchester), Taipei, Singapore, the US and Canada and
has a commercial presence in over 65 countries. The Company is listed on the
London Stock Exchange's AIM market ("NCYT") and on the Paris Stock Exchange
Euronext Growth ("ALNOV").
For more information, please refer to the website: www.novacyt.com
(http://www.novacyt.com)
1. Details of the person discharging managerial responsibilities / person closely
associated
a) Name 1. Lyn Rees
2. Steve Gibson
3. Joanna Mason
4. Peter Coyne
5. Wendy Cox
2. Reason for the Notification
a) Position/status 1. Chief Executive Officer (effective 1 May)
2. Chief Financial Officer
3. Chief Scientific Officer
4. Chief Operations Officer
5. Director of HR
b) Initial notification/ Amendment Initial Notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Novacyt S.A.
b) LEI 213800BWAC2BF295EG28
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 €1/15 each
Identification code FR0010397232
b) Nature of the transaction Performance Share Awards 2024 allocated under LTIP
c) Price(s) and volume(s)
Price Volume
1. NIL 946,475
2. NIL 391,645
3. NIL 465,078
4. NIL 244,778
5. NIL 190,927
d) Aggregated information:
Price Volume
· Aggregated volume 1. NIL 946,475
2. NIL 391,645
· Price 3. NIL 465,078
4. NIL 244,778
5. NIL 190,927
e) Date of the transaction 22 April 2024
f) Place of the transaction Off Market
d)
Aggregated information:
· Aggregated volume
· Price
Price Volume
1. NIL 946,475
2. NIL 391,645
3. NIL 465,078
4. NIL 244,778
5. NIL 190,927
e)
Date of the transaction
22 April 2024
f)
Place of the transaction
Off Market
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