REG - Windward Ltd. - Admission and Total Voting Rights

WindwardAnnouncement

19/01/2024 07:00

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RNS Number : 2173A  Windward Ltd.  19 January 2024

19 January 2024

Windward Ltd.

("Windward", "the Company")

Admission and Total Voting Rights

Windward (https://windward.ai/)  (LON: WNWD), the leading Maritime AI
company, announces that the Company has today issued a total of 3,000,000 new
non-voting Ordinary Shares to IBI Trust Management (the "Pool Shares").

As announced on 8 December 2022, the Company appointed IBI Trust Management to
act as supervising trustee in relation to the Company's share option scheme
established in June 2021 (the "Share Option Scheme").

In order to facilitate the issuance of shares to the Company's employees or
directors following the exercise of share options and/or vesting of restricted
stock units, the Company will shortly issue the Pool Shares.

The Pool Shares issued to IBI Trust Management will be held in trust by IBI
Trust Management solely to be used to satisfy exercise of options and/or
vesting of restricted stock units that the Company believe will vest and/or
will become exercisable before 31 December 2024 under the Company's Share
Option Scheme. IBI Trust Management have agreed not to exercise voting rights
or dividend rights on the Pool Shares, for as long as they are held by IBI
Trust Management. Once transferred by IBI Trust Management to the relevant
employee or director following the exercise of share options and/or vesting of
restricted stock units, those Pool Shares transferred will carry ordinary
voting and dividend rights and rank pari passu with the existing issued
Ordinary Shares of the Company in all respects.

Since the Company's IPO, a total of 2,295,032 share options have been
exercised and 1,087,336 restricted stock units have vested. As at the date of
this announcement, 9,849,298 Ordinary Shares are under option, comprising
4,002,819 restricted stock units granted and 5,846,479 unexercised share
options. Following the issue of the Pool Shares, the Company has 4,706,286
Ordinary Shares that remain unallocated, and IBI holds a further 3,634,298
Ordinary Shares that are held in trust to satisfy exercise of options and/or
vesting of restricted stock units.

Application will be made in due course for the admission of 3,000,000 new
Ordinary Shares in the Company to be admitted to trading on AIM ("Admission").
Following Admission, an updated total voting rights announcement will be
issued.  As noted above, until they have been transferred by IBI Trust
Management to the relevant employee or director following the exercise of
share options and/or vesting of restricted stock units, such new Ordinary
Shares will not carry any voting rights or dividend rights.

For more information, please contact:

 

 Windward                                             Via Alma
 Irit Singer, CMO

 Canaccord Genuity (Nominated Adviser & Broker)       +44(0)20 7523 8000
 Simon Bridges / Andrew Potts

 Alma Strategic Communications                        +44(0)20 3405 0205
 Caroline Forde / Kieran Breheny

 

About Windward

Windward (LON:WNWD), is the leading Predictive Intelligence company fusing AI
and big data to digitalize the global maritime industry, enabling
organizations to achieve business and operational readiness. Windward's
AI-powered solution allows stakeholders including banks, commodity traders,
insurers, and major energy and shipping companies to make real time,
predictive intelligence-driven decisions, providing a 360° view of the
maritime ecosystem and its broader impact on safety, security, finance, and
business. The company is publicly traded on the London Stock Exchange, For
more information visit  windward.ai (https://windward.ai/)  .

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