REG - Somero Enterprises - Transactions in Own Shares and RSUs

Somero EnterprisesAnnouncement

15/03/2022 09:30

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RNS Number : 8138E  Somero Enterprises Inc.  15 March 2022

Somero Enterprises Inc.

 

("Somero" or the "Company")

 

Transactions in Own Shares and Restricted Stock Units

 

Senior Management Equity Bonus Program

On 11 March 2022, the Board of the Company approved the issuance of 40,467 new
shares of common stock to senior managers, including certain executive
Directors, under Somero's 2021 Equity Bonus Plan (the "Plan"). Under the Plan,
eligible senior managers were able to choose to receive up to 100% of their
2021 annual performance bonus in shares of common stock in the Company. The
shares issued to participating senior managers are fully-vested with no
performance conditions.  The number of shares issued under this award was
based on the closing price on 11 March 2022 of 490 pence. The following
executive Directors received shares under this award:

 Name          Existing holding of Common Stock  Awarded under the Plan  Resulting Shareholding
 John Yuncza   130,867                           10,671                  141,538
 Enzo LiCausi  48,346                            4,921                   53,267

 

Application will be made to the London Stock Exchange for admission to trading
on AIM of the shares of common stock in the Company to satisfy this common
stock award ("Admission"). Admission is expected to occur on or about 21 March
2022. The new shares of common stock will rank pari passu with the existing
common stock in the Company.

 

In conjunction with this common stock award, the Board of the Company has
approved the cancellation of  40,467 shares held in Treasury.

 

Restricted Stock Unit Awards

Also on 11 March 2022, the Board of the Company approved issuance of
Restricted Stock Units (RSUs) to the following executive Directors under the
terms of Somero's 2020 Equity Incentive Plan at a price of 490 pence per RSU
based on the closing price on 11 March 2022.

Name                                                           Number
of RSUs awarded

Jack Cooney
 
34,317 shares

John
Yuncza
25,074 shares

Howard
Hohmann
23,123 shares

Enzo
LiCausi
14,152 shares

 

RSUs awarded to Mr. Cooney, Mr. Hohmann, Mr. Yuncza and Mr. LiCausi, all
executive Directors, were granted as part of an annual incentive compensation
program. The shares awarded are the maximum available under the grants, will
vest over a three-year period commencing on the date of the grant, and require
continued service for the period.

In addition to the RSUs awarded to Directors, the Board of the Company
approved RSUs to be awarded to a group of non-Director employees under the
terms of Somero's 2021 Equity Incentive Plan at a price of 490 pence per RSU
based on the closing price on 11 March 2022. The awards to non-Director
employees are a key element of the Company's employee retention program as
well as a reward to employees for significant contributions to the Company's
performance.  The total number of RSUs awarded to non-Director employees were
77,848 which are subject to the same vesting and service requirements as the
Director awards and each participating non-Director will, following the end of
the performance period, be notified as to the extent to which the service
conditions have been met and their award has vested.

Unless determined otherwise by the Equity Incentive Plan administrator, each
RSU will be equal to one share of common stock in the Company and will entitle
each Director to either shares of common stock or an amount of cash determined
with reference to the value of shares of common stock at the discretion of the
Company.

Following the above transactions, total outstanding RSUs will equal 846,555
units and the Company's total issued share capital and total number of shares
with voting rights will be 56,080,391.

The information communicated in this announcement contains inside information
for the purposes of Article 7 of the Market Abuse Regulation (EU) No.
596/2014.

 

For further information, please contact:

 

Somero Enterprises,
Inc.
www.somero.com

Jack Cooney,
CEO
+1 239 210 6500

John Yuncza, President

Enzo LiCausi, CFO

Howard Hohmann, EVP Sales

 

finnCap Ltd (NOMAD and Broker)

Matt Goode (Corporate
Finance)
+44 (0)20 7220 0500

Kate Bannatyne (Corporate Finance)

Tim Redfern (Corporate Broking)

 

Alma PR (Financial PR Advisor)
                                      somero@almapr.co.uk

David Ison
 
    +44 (0) 2034 050 205

Sam Modlin

Rebecca Sanders-Hewett

 

 

 

 1.                  Details of the person discharging managerial responsibilities / person closely
                     associated
 a)                  Name                                                         John Yuncza
 2.                  Reason for the Notification
 a)                  Position/status                                              President
 b)                  Initial notification/Amendment                               Initial notification

 3.                  Details of the issuer, emission allowance market participant, auction
                     platform, auctioneer or auction monitor
 a)                  Name                                                         Somero Enterprises Inc.
 b)                  LEI                                                          n/a
 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 $0.001 each ("Ordinary Shares")
                     Identification code                                          USU834501038
 b)                  Nature of the transaction                                    Employee Share Award
 c)                  Price(s) and volume(s)                                       Price: 490p

                                                                                  Volume: 10,671
 d)                  Aggregated information:                                      n/a

·       Aggregated volume

                     ·       Price
 e)                  Date of the transaction                                      11 March 2022
 f)                  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

 

 

 

 5.                  Details of the person discharging managerial responsibilities / person closely
                     associated
 a)                  Name                                                         Enzo LiCausi
 6.                  Reason for the Notification
 a)                  Position/status                                              CFO
 b)                  Initial notification/Amendment                               Initial notification

 7.                  Details of the issuer, emission allowance market participant, auction
                     platform, auctioneer or auction monitor
 a)                  Name                                                         Somero Enterprises Inc.
 b)                  LEI                                                          n/a
 8.                  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 $0.001 each ("Ordinary Shares")
                     Identification code                                          USU834501038
 b)                  Nature of the transaction                                    Employee Share Award
 c)                  Price(s) and volume(s)                                       Price: 490p

                                                                                  Volume: 4,921
 d)                  Aggregated information:                                      n/a

·       Aggregated volume

                     ·       Price
 e)                  Date of the transaction                                      11 March 2022
 f)                  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

 

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