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REG-Pensana Plc: Grant of Share Awards

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 of FY 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 of FY 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

 



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