Grant of Share Awards

Pensana

10/06/2025 12:21

THIS ANNOUNCEMENT CONTAINS INSIDER INFORMATION

Pensana Plc

("Pensana" or the "Company")

Grant of Share Awards

Long Term Incentive Awards

Pensana Plc announces that it has granted long term incentive share awards ("Share Awards") over an aggregate, 13,900,000 ordinary shares of 1p each in the capital of the Company ("Ordinary Shares") to directors, senior management and employees. For the purposes of the allocation, a share price of 24p per Ordinary Share was used.

Following these grants, a total of 15,906,250 Share Awards are outstanding, which represents approximately 5.39 per cent of the Company's existing issued share capital of 295,228,239 Ordinary Shares.

Executive Directors

The following new Share Awards have been granted to Executive Directors of the Company:

Name
Position
Number of New Share Awards Granted
Vesting Period
Total Share Awards Held Following This Grant
Paul Atherley
Chairman
2,750,000
3 years
2,750,000
Tim George
CEO
3,000,000
3 years
3,562,500
Robert Kaplan
CFO
2,500,000
3 years
2,856,250

 

The new Share Awards set out in the table above for Executive Directors are subject to the satisfaction of certain performance conditions to be interpreted at the discretion of the Remuneration Committee over the three-year review period. Upon vesting, no consideration is payable. Subject to vesting and such performance conditions being met, the new Share Awards will be allocated to the participant as fully paid ordinary shares.

Senior Management and Employees

A further 5,650,000 Share Awards, in aggregate, have been granted to certain other members of senior management and employees. For the purposes of the allocation, the 30 -day VWAP for the period ended 30 March 2025 of 24p per Ordinary Share was used.

Vesting of FY 2024 long term incentive awards

Of the FY2024 long term incentive awards, 1,043,750 shares have vested in favour of directors and employees following the meeting of performance criteria, with the following shares having vested in favour of the Executive Directors:

Name
Position
Number of Vested LTI 2024 Share Awards
Tim George
CEO
187,500
Robert Kaplan
CFO
118,750

 

Short Term Incentive Awards

Further, on 18 April 2025, the Company granted short term incentive share awards over an aggregate 7,650,000 ordinary shares of 1p each in the capital of the Company ("Ordinary Shares") to directors, senior management and employees. For the purposes of the allocation, a share price of 24p per Ordinary Share was used and the short-term incentive awards represents approximately 2,59 per cent of the Company's existing issued share capital of 295,228,239 Ordinary Shares.

Executive Directors

The following short term incentive share awards have been granted to Executive Directors and Officers of the Company:

Name
Position
Number of New Share Awards Granted
Paul Atherley
Chairman
1,500,000
Tim George
CEO
1,750,000
Robert Kaplan
CFO
1,500,000

 

Senior Management and Employees

A further 2,900,000 short term incentive share awards, in aggregate, have been granted to certain other members of senior management and employees.

The shares have been awarded subject to restrictions from the Company and will be issued in due course.

The notifications below are made in accordance with the requirements of MAR.

PDMR Notification Forms

1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Tim George
2
Reason for the notification
a)
Position/status
CEO
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pensana Plc
b)
LEI
213800H4QP6T9499RU64
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 1p each
Identification code
GB00BKM0ZJ18
b)
Nature of the transaction
Grant of Long Term Incentive Share Awards (LTIs)
Vesting ofFY 2024 long term incentive awards (FY24 LTIs)
Short Term Incentive Awards (STIs)
c)
Price(s) and volume(s)
Price: N/A
Volumes:
LTIs: 3,000,000
FY24 LTIs: 187,500
STIs: 1,750,000
d)
Aggregated information
Aggregated volume: 4,937,500
Price: N/A
e)
Date of the transaction
18 April 2025
f)
Place of the transaction
Outside a trading venue

 

1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Robert Kaplan
2
Reason for the notification
a)
Position/status
CFO
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pensana Plc
b)
LEI
213800H4QP6T9499RU64
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 1p each
Identification code
GB00BKM0ZJ18
b)
Nature of the transaction
Grant of Long Term Incentive Share Awards (LTIs)
Vesting ofFY 2024 long term incentive awards (FY24 LTIs)
Short Term Incentive Awards (STIs)
c)
Price(s) and volume(s)
Price: N/A
Volumes:
LTIs: 2,500,000
FY24 LTIs: 118,750
STIs: 1,500,000
d)
Aggregated information
Aggregated volume: 4,118,750
Price: N/A
e)
Date of the transaction
18 April 2025
f)
Place of the transaction
Outside a trading venue

 

1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Paul Atherley
2
Reason for the notification
a)
Position/status
Chairman
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pensana Plc
b)
LEI
213800H4QP6T9499RU64
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 1p each
Identification code
GB00BKM0ZJ18
b)
Nature of the transaction
Grant of Long Term Incentive Share Awards (LTIs)
Short Term Incentive Awards (STIs)
c)
Price(s) and volume(s)
Price: N/A
Volumes:
LTIs: 2,750,000
STIs: 1,500,000
d)
Aggregated information
Aggregated volume: 4,250,000
Price: N/A
e)
Date of the transaction
18 April 2025
f)
Place of the transaction
Outside a trading venue

 

ENDS

 

For further information, please contact:

 

Shareholder/analyst enquiries:

Pensana Plc

Paul Atherley, Chairman                                                                         IR@pensana.co.uk

Tim George, Chief Executive Officer

Rob Kaplan, Finance Director

 

 

The information contained within this announcement is considered by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No.596/2014. Upon the publication of this announcement via a Regulatory Information Service, this inside information will be considered to be in the public domain. The person responsible for arranging for the release of this announcement on behalf of the Company is Paul Atherley, Chairman.

-      ENDS -

For further information, please contact:

 

Shareholder/analyst enquiries:

Pensana Plc 

Paul Atherley, Chairman IR@pensana.co.uk 

Tim George, Chief Executive Officer

Rob Kaplan, Chief Financial Officer