REG - ReNeuron Group plc - Director/PDMR Shares and Share Options
10 April 2019
AIM: RENE
ReNeuron Group plc
Director/PDMR Interest in Shares and Share Options
ReNeuron Group plc (the "Company") (AIM: RENE), a UK-based global leader in the development of cell-based therapeutics, announces that the following share option grants were made today under the Company's Long Term Incentive Plan (the "Plan"), its US Incentive Stock Option Plan (the "US Plan") and its Non-Executive Share Option Scheme to directors and Persons Discharging Managerial Responsibilities (PDMRs) listed below.
The Plan allows the Company to grant tax-advantaged share options under a Company Share Option Plan (the "CSOP Plan"), as well as non-tax advantaged options. Where capacity exists for a director/PDMR to be issued share options under the CSOP Plan, these options are issued in parallel with non tax-advantaged options. The figures per individual below, where applicable and except where indicated, therefore comprise parallel grants of both CSOP Plan share options and non tax-advantaged share options, the terms of each grant ensuring that the exercise of one type of option reduces the number exercisable under the other type of option on a share for share basis. Individuals can therefore elect, subject to their tax status, which specific option grant (CSOP or non tax-advantaged options) they exercise.
The Plan also allows the Company to grant Incentive Stock Options ("ISOs") under the US Plan, as well as a conditional right to receive shares ("Conditional Rights") to employees in the US. Where a US employee is issued ISOs under the US Plan, these options are issued in parallel with Conditional Rights. The figures per individual below, where applicable and except where indicated, therefore comprise parallel grants of both ISOs and Conditional Rights, the terms of each grant ensuring that the exercise of one type of option or right reduces the number that vest under the other type of option or right on a share for share basis. The Conditional Rights are granted at nominal value and the ISOs have an exercise price of 222 pence per share being the closing price of the Company's shares on 09 April 2019.
Share options granted under the CSOP Plan are over shares up to an aggregate market value of £30,000 (measured at the date of grant) and with an exercise price of 222 pence per share, being the closing mid-market price of the Company's shares on 09 April 2019. Non tax-advantaged options are granted at nominal value.
Share options granted under the Plan and the US Plan (unless otherwise stated) are exercisable from the third anniversary of the award and are subject to the achievement of the following performance conditions:
1) When the Company has signed out-licensing deal(s) for any of its technologies or programmes which, together with other financial resources, provides sufficient funding to allow the achievement of clinical proof of concept data for the CTX and hRPC programmes, one third of the options will vest.
2) When the Company's share price has doubled from the price at the date of grant, one third of the options will vest.
3) When the sixth clinical trial of a ReNeuron cell therapy completes, one third of the options will vest.
The Non-Executive Directors of the Company are remunerated partly in cash and partly in the form of share options granted under the Non-Executive Share Option Scheme. In order to remove as far as possible any incentive element that might influence the Non-Executive Directors' independence, share options are granted at nominal value without performance conditions attaching and vest over three years on a straight line basis.
Share option grants are deemed accepted by the option holder unless expressly rejected within a period of 30 days from the date of grant.
Name
Title
Date of grant of share options (i)
Number of share options granted
Total shares over which options are held (post award)
Percentage of issued shares under option
Richard Beckman(ii)
Chief Medical Officer
10 April 2019
146,946
300,528
0.95%
John Berriman
Non-executive Chairman
10 April 2019
6,000
54,252
0.17%
Simon Cartmell
Non-executive Director
10 April 2019
6,000
54,252
0.17%
Tim Corn
Non-executive Director
10 April 2019
6,000
47,452
0.15%
Randolph Corteling
Head of Research
10 April 2019
36,800
190,301
0.60%
Claudia D'Augusta
Non-executive Director
10 April 2019
6,000
28,700
0.09%
Chris Evans
Non-executive Director
10 April 2019
6,000
41,700
0.13%
Sharon Grimster
VP Development & General Manager - Wales
10 April 2019
70,000
318,821
1.01%
John Hawkins (iii)
Financial Controller
10 April 2019
20,000
40,000
0.13%
Olav Hellebo
Chief Executive Officer
10 April 2019
260,861
1,066,721
3.37%
Michael Hunt
Chief Financial Officer
10 April 2019
103,785
556,002
1.76%
Mike Owen
Non-executive Director
10 April 2019
6,000
31,700
0.10%
Shaun Stapleton
Head of Regulatory Affairs
10 April 2019
58,000
275,897
0.87%
Paula Thornton(iii)
HR Director
10 April 2019
12,000
20,000
0.06%
(i) The option grants are under the non-tax advantaged scheme and (where capacity exists) the CSOP Plan (as detailed above) save for (ii) below, which has been granted under the US Plan, and the Non-Executive Directors' grants.
(ii) The grant to Dr Beckman includes the grant of ISOs under the US Plan and Conditional Rights under The Plan. These options or rights are exercisable subject to achievement of performance conditions (1) to (3) above. The ISOs and Conditional Rights vest from the second anniversary of grant onwards, the ISOs being subject to an annual $100,000 limit based on the aggregate fair value of shares subject to grant measured on the date of grant.
(iii) The grants to Mr Hawkins and Mrs Thornton are made under The Plan and are exercisable subject to achievement of performance conditions (1) and (3) above, with 50% of the options becoming exercisable in each case.
The notifications set out below are provided in accordance with the requirements of the EU Market Abuse Regulation and provide further detail.
ENDS
ENQUIRIES:
ReNeuron
+44 (0)20 3819 8400
Olav Hellebø , Chief Executive Officer
Michael Hunt, Chief Financial Officer
Buchanan
+44 (0) 20 7466 5000
Mark Court, Sophie Cowles, Tilly Abraham
Stifel Nicolaus Europe Limited
+44 (0) 20 7710 7600
Jonathan Senior, Stewart Wallace, Ben Maddison (NOMAD and Joint Broker)
Nplus1 Singer Advisory LLP
+44 (0) 20 7496 3000
Mark Taylor (Joint Broker)
About ReNeuron
ReNeuron is a global leader in cell-based therapeutics, harnessing its unique stem cell technologies to develop 'off the shelf' stem cell treatments, without the need for immunosuppressive drugs. The Company's lead clinical-stage candidates are in development for disability as a result of stroke and for the blindness-causing disease, retinitis pigmentosa. ReNeuron is also advancing its proprietary exosome technology platform as a potential delivery system for drugs that would otherwise be unable to reach their site of action. ReNeuron's shares are traded on the London AIM market under the symbol RENE.L. For further information visit www.reneuron.com.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
(Disclosure in relation to share options granted to Directors and PDMRs)
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
John Berriman
2
Reason for the notification
a)
Position/status
Non-Executive Chairman
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
6,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Richard Beckman
2
Reason for the notification
a)
Position/status
Chief Medical Officer
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options and conditional rights
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
146,946
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Simon Cartmell
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
6,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Tim Corn
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
6,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Randolph Corteling
2
Reason for the notification
a)
Position/status
Head of Research
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
36,800
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Claudia D'Augusta
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
6,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Chris Evans
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
6,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Sharon Grimster
2
Reason for the notification
a)
Position/status
VP Development & General Manager - Wales
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
Price(s) and volume(s)
Price(s)
Volume(s)
1p
70,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
John Hawkins
2
Reason for the notification
a)
Position/status
Financial Controller
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
20,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Olav Hellebo
2
Reason for the notification
a)
Position/status
Chief Executive Officer
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
260,861
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Michael Hunt
2
Reason for the notification
a)
Position/status
Chief Financial Officer
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
103,785
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Mike Owen
2
Reason for the notification
a)
Position/status
Non-Executive Director
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
6,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Shaun Stapleton
2
Reason for the notification
a)
Position/status
Head of Regulatory Affairs
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
58,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Paula Thornton
2
Reason for the notification
a)
Position/status
HR Director
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
ReNeuron Group plc
b)
LEI
2138003TU12CQ5TZO137
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
Identification code
Ordinary Shares 1p
RENE - GB00BF5G6K95
b)
Nature of the transaction
Grant of share options
c)
Price(s) and volume(s)
Price(s)
Volume(s)
1p
12,000
d)
Aggregated information
N/A
e)
Date of the transaction
Granted 10 April 2019
f)
Place of the transaction
Outside a trading venue
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