REG - Public Policy Hldg - Issue of Shares, TVR and Director/PDMR Dealing

Public Policy HoldingAnnouncement

19/06/2025 07:00

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RNS Number : 4779N  Public Policy Holding Company, Inc.  19 June 2025

 19 June 2025

 

Public Policy Holding Company, Inc.

 

("PPHC", the "Group" or the "Company")

 

Issue of Shares, TVR and Director/PDMR Dealing

 

Public Policy Holding Company, Inc., the leading government relations, public
affairs and strategic communications group, announces that it has issued
1,797,831 new Common Shares of $0.001 each (the "Common Shares"). 328,232 new
Common Shares are in relation to the second earn-out payment in respect of the
acquisition of KP Public Affairs, further to its announcement of 3 October
2022. Additionally, the company has issued 491,663 new Common Shares of
$0.001 each (the "Common Shares") in relation to Restricted Stock Units
("RSUs") previously granted to a broad range of its current employee base,
including certain Directors and senior employees ("PDMRs") of the Company,
have vested in accordance with the terms of the RSUs (one-third vesting
annually). Finally, the Company has granted and issued 977,936 restricted
stock shares ("RSs"), which will rank pari passu with its existing Common
Shares, under PPHC's 2021 Omnibus Incentive Plan ("Omnibus Plan") that was
adopted in connection with the Group's admission to AIM in December 2021.

As set out in the announcement dated 24 May 2023, the Company granted a total
of 1,500,000 RSUs under its Omnibus Incentive Plan ("Omnibus Plan") that was
adopted in connection with the Group's admission to AIM in December 2021. Of
this tranche, 840,000 were granted to PDMRs (including Executive Directors and
other senior management). Of the 491,663 vested RSUs, 46,666 are held by PDMRs
(including Executive Directors and other senior management).

In total 977,936 RSs have been granted and are effective on 18 June 2025 under
the Omnibus Plan. Of this tranche, 258,251 RSs have been granted to PDMRs. The
RSs will vest on 1 June 2026 and will be subject to certain acceleration and
clawback events tied to continuation of employment and compliance with various
employment-related agreements.

Application will be made for the new Common shares, which will rank pari passu
with the existing Common Shares in issue, to be admitted to trading on AIM.
Dealings are expected to commence on or around 24 June 2025.

Following this issue of shares, the Company's total issued and voting share
capital upon admission will consist of 124,532,022 Common Shares. This figure
may be used by shareholders as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change to their interest in, securities of the Company.

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Zachary Williams
 2     Reason for the notification
 b)    Position/Status:                                    Executive Director
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Common Shares under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    13,333

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price                                             N/A single transaction

 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Johnson Green
 2     Reason for the notification
 b)    Position/Status:                                    PDMR
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Common Shares under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    33,333

 

 i)    Aggregated information:

* Aggregated volume                                N/A single transaction

*Price

                                                           N/A single transaction
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 *  Aggregated volume

 * Price

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Stewart Hall
 2     Reason for the notification
 b)    Position/Status:                                    Chief Executive Officer
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    100,000

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                           N/A single transaction
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Roel Smits
 2     Reason for the notification
 b)    Position/Status:                                    Chief Financial Officer
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    23,243

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Jill Kendrick
 2     Reason for the notification
 b)    Position/Status:                                    Chief Operating Officer
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    44,108

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Neal Strum
 2     Reason for the notification
 b)    Position/Status:                                    Chief Legal Officer
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    19,459

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Thomas Gensemer
 2     Reason for the notification
 b)    Position/Status:                                    Chief Strategy Officer
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    16,864

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Ron Starzman
 2     Reason for the notification
 b)    Position/Status:                                    PDMR
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    14,162

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Paula Thrasher
 2     Reason for the notification
 b)    Position/Status:                                    PDMR
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    2,702

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Keenan Austin
 2     Reason for the notification
 b)    Position/Status:                                    Executive Director
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Options under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    13,389

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                           N/A single transaction
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a)    Name:                                               Zachary Williams
 2     Reason for the notification
 b)    Position/Status:                                    Executive Director
 c)    Initial notification/Amendment:                     Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 d)    Name:                                               Public Policy Holding Company, Inc.
 e)    LEI:                                                2138008Z7B1IXVVJAZ79 
 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
 f)    Description of the financial instrument, type of    Common shares of $0.001 par value

                                                            

        Identification Code                                ISIN: US7444301094

        
 g)    Nature of the transaction:                          Award of Common Shares under Omnibus Plan scheme
 h)    Price(s) and volume(s):                              Price(s)      Volume(s)

                                                   140.5 pence    24,324

 

 i)    Aggregated information:

*Aggregated volume                                 N/A single transaction

*Price

                                                   N/A single transaction

 
 j)    Date of the transaction:                            18 June 2025
 k)    Place of the transaction:                           Off market transaction

 

i)

Aggregated information:

 * Aggregated volume

 * Price

 

 

N/A single transaction

N/A single transaction

j)

Date of the transaction:

18 June 2025

k)

Place of the transaction:

Off market transaction

 

 

Enquiries

 

 Public Policy Holding Company, Inc.               +1 (202) 688 0020

 Stewart Hall, CEO

 Roel Smits, CFO

 Stifel (Nominated Adviser & Joint Broker)         +44 (0) 20 7710 7600

 Fred Walsh, Brough Ransom, Ben Good, Sarah Wong

 Canaccord Genuity (Joint Broker)                  +44 (0) 20 7523 8000

 Simon Bridges, Andrew Potts

 Burson Buchanan (Media Enquiries)                 +44 (0) 20 7466 5000

                                                 pphc@buchanan.uk.com (mailto:pphc@buchanan.uk.com)
 Chris Lane, Toto Berger, Jesse McNab

 

About PPHC

 

Incorporated in 2014, PPHC is a global government relations, public affairs
and strategic communications group providing clients with a fully integrated
and comprehensive range of services including government and public relations,
research, and digital advocacy campaigns. Engaged by approximately 1,300
clients, including companies, trade associations and non-governmental
organisations, the Group is active in all major sectors of the economy,
including healthcare and pharmaceuticals, financial services, energy,
technology, telecoms and transportation. PPHC's services support clients to
enhance and defend their reputations, advance policy goals, manage regulatory
risk, and engage with federal and state-level policy makers, stakeholders,
media, and the public.

 

PPHC operates a holding company structure and currently has eleven operating
entities operating globally. The Group has a strong track record of organic
and acquisitive growth, the latter focused on enhancing its capabilities and
to establish new verticals, either within new geographies or new related
offerings.

 

For more information, see www.pphcompany.com (http://www.pphcompany.com/) .

 

 

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