REG - Plant Health Care - Board Changes and Grant of Options
20/12/2023 07:15
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RNS Number : 3771X Plant Health Care PLC 20 December 2023
Plant Health Care plc
("Plant Health Care" or "the Company")
Changes to Board Membership and Directors' Remuneration
Grant of Options
Plant Health Care, a leading provider of novel patent-protected biological
products to global agricultural markets, makes the following announcements
concerning changes to Board membership and remuneration and a Grant of
Options.
Board Membership and Directors' Remuneration
On 22 November 2023, the Company released a trading update which highlighted
continued, sector-wide challenges, alongside a reduction to the Company's
forecast revenues in FY23 and FY24 due to lower levels of inventory being
maintained by the Company's distributors and regulatory delays in some
territories. The Board has since undertaken a review of operating expenses
across the business and, as part of this process, plans to implement a series
of changes to the Board membership and remuneration.
Specifically, the following measures are being taken:
· Board members have collectively agreed to reduce or entirely defer
any compensation due in FY24 until 2025 or until such time as the Company's
financial position strengthens; and
· The size of the Board is being reduced, with James Ede Golightly
agreeing to step down from the Board on 31 December 2023.
It is expected that these measures will result in a total cash saving in FY24
in excess of $350,000.
Grant of Options
On 19th December 2023, the Board awarded options to Executive Directors
and certain senior employees under the Company's 2017 Employee Share Option
Plan (the 'Options').
Options in respect of a total of 1,757,000 shares have been granted
(representing 0.51% of the Company's current issued share capital). The
Options have an exercise price of 1p per share and will vest upon the
earlier of: (a) the date of a Change of Control; or (b) upon satisfaction
the Service-Based Requirement of two years.
The Options will expire after five years from the date of grant. The
vesting criteria of the Options can be modified at the discretion of the
Remuneration Committee of the Company.
The Options include the following awards to Jeffrey Hovey, CEO, and Jeffrey
Tweedy, CFO:
Name Position Number of shares subject to the Option
Jeffrey Tweedy Chief Executive Officer
532,000
Jeffrey Hovey Chief Financial Officer
401,000
Dr Chris Richards, Chairman, commented:
Following the recently announced shortfall in revenue expectations for 2023
and 2024, the Board resolved to identify and implement appropriate reductions
in our operating expenses. The measures being announced here are intended to
show leadership in expense control by reducing the cost of the Board. At the
same time, the award of additional Options to the Executive Directors and
senior personnel will support alignment of interests with shareholders and
further build incentives to bolster shareholder value.
Enquiries
Plant Health Care plc +1 919 926 1600
Jeff Tweedy - CEO
Cavendish Capital Markets Limited - Nomad & Broker +44 (0) 131 220 9771
Neil McDonald / Peter Lynch
Company website: www.planthealthcare.com (http://www.planthealthcare.com)
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Jeffrey Tweedy
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 Plant Health Care plc
b) LEI 213800KBQPJZ2FM8QH27
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 Options over Ordinary Shares of 1p each
GB00B01JC540
Identification code
b) Nature of the transaction Grant of 1p Options under the 2017 Employee Share Option Plan
c) Price(s) and volume(s) Price(s) Volume(s)
1. 1p 532,000
d) Aggregated information
- Aggregated volume
- Price 532,000 ordinary shares of 1p per share par value
As above
e) Date of the transaction 19.12.2023
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
532,000 ordinary shares of 1p per share par value
As above
e)
Date of the transaction
19.12.2023
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Jeffrey Hovey
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 Plant Health Care plc
b) LEI 213800KBQPJZ2FM8QH27
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 Options over Ordinary Shares of 1p each
GB00B01JC540
Identification code
b) Nature of the transaction Grant of 1p Options under the 2017 Employee Share Option Plan
c) Price(s) and volume(s) Price(s) Volume(s)
1. 1p 401,000
d) Aggregated information
- Aggregated volume
- Price 401,000 ordinary shares of 1p per share par value
As above
e) Date of the transaction 19.12.2023
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
401,000 ordinary shares of 1p per share par value
As above
e)
Date of the transaction
19.12.2023
f)
Place of the transaction
Outside a trading venue
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