Share awards and Long Term Incentive Plan

Seplat Energy

30/05/2025 10:30

RNS Number : 7982K

Seplat Energy PLC

30 May 2025

 

 

 

 

 

NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES

 

Seplat Energy PLC ("Seplat" or "Company")

Share Awards granted under the Seplat 2024 and 2014 Long Term Incentive Plan ("LTIP")

 

Lagos and London - 30th May 2025. Seplat Energy PLC ("Seplat"), today announces:

2025 LTIP AWARDS

The following awards ("LTIP Awards") over ordinary shares of Seplat were granted under the LTIP to the Executive Directors of the Company on 22 May 2025 (the "Award Date") as set out below using the average share price over the 5-day period preceding the date of grant.  For the avoidance of doubt, the LTIP awards are granted in respect of the 2025 financial year.

Vesting of the LTIP Awards is dependent on the achievement of stretching relative Total Shareholder Return ("TSR") performance targets, an overall assessment of corporate performance through an underpin and continued employment over a three-year performance period which began on 01 January 2025.  The LTIP Awards will be subject to a two-year post vesting holding period.  Full details of the vesting conditions of these LTIP Awards will be set out in the Company's 2025 Annual Report.

 

Name
Position
Total Number of Shares over which the award is granted*
Roger Brown
Chief Executive Officer
1,039,838
Samson Ezugworie
Chief Operating Officer
603,041
Eleanor Adaralegbe
Chief Financial Officer
573,607

*In line with the 2024 Directors' Remuneration Policy, the number of shares awarded was calculated by dividing the monetary value of the salary multiple relevant for each Executive Director by the grant price, which equals the five-day average closing share price prior to the date on which the LTIP Awards were granted (i.e. £2.0082).

 

 

 

 

 

 

The Remuneration Committee retains discretion to adjust the LTIP Awards vesting level and amounts payable resulting from the application of the performance measures if it considers that the outcomes are not a fair and accurate reflection of corporate performance.

 

2024 DEFERRED BONUS AWARDS

On 22 May 2025 (the Award date), the Company also granted the following awards ("Deferred Share Awards") in respect of the 2024 Annual Performance Bonus over Shares under the LTIP to the Executive Directors of the Company as set out below.  Under the Directors' Remuneration Policy approved by shareholders at Seplat's 11th Annual General Meeting, 25% of the Executive Directors' annual performance bonus relating to the 2024 financial year is deferred into an award over shares and the shares will normally vest and be released on 31 December 2026 (two years following the end of the performance year in respect of which the Deferred Share Award is granted) subject to continued employment in line with the LTIP Rules.

 

Name
Position
Total Number of Shares over which the award is granted**
Roger Brown
Chief Executive Officer
176,233
Samson Ezugworie
Chief Operating Officer
79,847
Eleanor Adaralegbe
Chief Financial Officer
84,677

**The number of Shares awarded was calculated by reference to Seplat's closing share price on 31 December 2024 of £1.95 in line with the shareholder-approved Remuneration Policy.

 

No consideration was paid for the above Awards and no consideration is due on the vesting of the Awards.

 

EXERCISE AND HOLD OF VESTED LTIPS 

Seplat also announces the exercise, on 30th May 2025, of vested shares awarded to Roger Brown in 2020, and the exercise, on 30th May 2025, of vested shares awarded to Eleanor Adaralegbe from 2020 - 2022 under the terms of the Seplat Energy PLC 2014 Long Term Incentive Plan ("LTIP").

 

Roger Brown and Eleanor Adaralegbe will now hold 4,673,201 and 659,691 ordinary shares, respectively, in Seplat Energy PLC, which sufficiently satisfies the minimum shareholding requirement mandated by the shareholder approved remuneration policy. The Board of Seplat Energy notes that this quantum of shareholding ensures that the Executive Directors' interests in the Company remain closely aligned with those of other shareholders in Seplat Energy.

 

The transaction has been approved by the Board of Seplat Energy PLC and is in accordance with normal market practice on the exercise of share options by an Executive Director.

 

 

The LTIP share award were made in accordance with the Company's Remuneration Policy for Executive Directors and under the terms of the Company's 2014 Long Term Incentive Plan.

 

Director
Vested shares exercised
Shares dealing to meet statutory obligations
Shares retained after statutory deductions
Roger Brown
579,251
109,826
469,425
Eleanor Adaralegbe
263,849
50,026
213,823

 

Further details of the transaction are set out in the attached Notification and Public Disclosure of Transactions by Persons Discharging Managerial Responsibilities and Persons Closely Associated with them.

The information set out below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.

 

 

Mrs. Edith Onwuchekwa

Director, Legal/Company Secretary

FOR: SEPLAT ENERGY PLC

 

Details of duly authorised officer of issuer responsible for making notification:

Edith Onwuchekwa, Director, Legal/Company Secretary +234 (0) 1 277 0400

 

 

 

 

 

 

 

1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Roger Brown
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
Seplat Energy PLC
b)
LEI
029200711C4S4CB2E982
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 of Seplat Energy PLC
NGSEPLAT0008
b)
Nature of the transaction
Grant of:
(i) 2025LTIP Award;
(ii) Deferred Share Award in respect of 2024 Annual Bonus
under Seplat Energy PLC 2024 Long Term Incentive Plan.
(iii)Exerciseof579,251shares being 2020 LTIP vested shares
(iv) 109,826shares withheld, in respect of settling Nigerian personal income tax obligations on (iii) above.
c)
Price(s) and volume(s)
Price(s)
Volume(s)
(i)
Nil
1,039,838
(ii)
Nil
176,233
(iii)
Nil
579,251
(iv)
N4,964.40
109,826
d)
Aggregated information
-
Aggregated volume
-
Price
1,216,071ordinary shares awarded
Nil consideration
Nigerian personal income tax liability arising on exercise to be cash settled with the relevant tax authority, equivalent to109,826ordinary shares atN4,964.40
e)
Dates of the transaction
22 and 30 May 2025
f)
Place of the transaction
Outside a trading venue

 

1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Samson Ezugworie
2
Reason for the notification
a)
Position / status
Chief Operating Officer
b)
Initial notification / Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Seplat Energy PLC
b)
LEI
029200711C4S4CB2E982
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 of Seplat Energy PLC
NGSEPLAT0008
b)
Nature of the transaction
Grant of:
(i) 2025LTIP Award;
(ii) Deferred Share Award in respect of 2024 Annual Bonus
all under Seplat Energy PLC 2024 Long Term Incentive Plan.
c)
Price(s) and volume(s)
Price(s)
Volume(s)
Volume(s)
(i)
Nil
603,041
2025 LTIP
(ii)
Nil
79,847
2024 Deferred Shares
d)
Aggregated information
-
Aggregated volume
-
Price
682,888ordinary shares awarded

Nil consideration
e)
Date of the transaction
22 May 2025
f)
Place of the transaction
Outside a trading venue

 

 

 

 

1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Eleanor Adaralegbe
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
Seplat Energy PLC
b)
LEI
029200711C4S4CB2E982
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 of Seplat Energy PLC
NGSEPLAT0008
b)
Nature of the transaction
Grant of:
(i) 2025LTIP Award;
(ii) Deferred Share Award in respect of 2024 Annual Bonus
under Seplat Energy PLC 2024 Long Term Incentive Plan.
(iii)Exerciseof263,849vested shares from 2020 - 2022 LTIP based on rules applied under the LTIP scheme for below board prior to Executive Director appointment.
(iv)50,026shares withheld, in respect of settling Nigerian personal income tax obligations on (iii) above.
c)
Price(s) and volume(s)
Price(s)
Volume(s)
(i)
Nil
573,607
(ii)
Nil
84,677
(iii)
Nil
263,849
(iv)
N4,964.40
50,026
d)
Aggregated information
-
Aggregated volume
-
Price
658,284ordinary shares awarded
Nil consideration
Nigerian personal income tax liability arising on exercise to be cash settled with the relevant tax authority, equivalent to50,026ordinary shares at theN4,964.40.
e)
Dates of the transaction
22 and 30 May 2025
f)
Place of the transaction
Outside a trading venue

 

Enquiries:

Seplat Energy PLC
Eleanor Adaralegbe - Chief Financial Officer
Edith Onwuchekwa - Company Secretary
Chioma Afe - External Affairs
James Thompson - Investor Relations
Nwamaka Iloh - Company Secretariat
+234 1 277 0400 Ext 1110
+234 1 277 0444 Ext 1108
FTI Consulting
Ben Brewerton / Chris Laing
+44 (0) 203 727 1000seplat@fticonsulting.com

 

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