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CentralNic Group plc granted share awards on 15 May 2023 to Group employees, including PDMRs Michael Riedl and William Green, under its Long Term Incentive and Share Option Plans. Michael Riedl received awards for 3,139,622 ordinary shares, and William Green received awards totaling 1,221,256 ordinary shares (comprising 1,200,000 LTIP and 21,256 separate shares). All awards have a nil exercise price and vest in three tranches between 15 May 2026 and 15 May 2028, subject to performance targets and continued employment.
| Date | 15 May 2023 |
| Time | 08:06:25 |
| Category | Director/PDMR dealings |
| ID | 4060Z |
CentralNic Group plc
("CentralNic" or the "Company")
(AIM: CNIC)
Share Awards
CentralNic announces that on 15 May 2023 it has made awards over ordinary shares of £0.001 each ("Ordinary Shares") under the CentralNic Group plc Long Term Incentive Plan and the CentralNic Group plc Share Option Plan (the "LTIP" and "SOP") to Group employees including persons discharging managerial responsibilities ("PDMRs") of CentralNic ("Awards").
Grant of Awards
|
PDMR |
Type of Award |
Number of Ordinary Shares subject to Award |
Exercise Price |
|
Michael Riedl |
LTIP Award |
3,139,622 |
Nil |
|
William Green |
LTIP Award |
1,200,000 |
Nil |
|
William Green |
LTIP Award |
21,256 |
Nil |
The structure of the Awards is designed as a program of awards over a five-year period which the Board believes will reward and incentivise the Executives to deliver further sustainable and managed growth for the Company, as well as providing a strong retention tool.
The Awards will be subject to stretching performance targets based on Total Shareholder Return (TSR) measured from 1 January 2023, which are detailed below:
|
Annualised TSR over the Performance Period |
Percentage of the Award that Vests |
|
Less than 10% |
Nil |
|
10% |
25% |
|
20% |
100% |
|
Between 10% and 20% |
Pro rata between 25% and 100% |
Subject to achievement of these targets and their remaining in employment with CentralNic, the Awards vest in three separate tranches as set out in the table below.
|
Award |
Performance Period |
Vesting Date |
No of Share Options |
Total |
|
Michael Riedl |
|
|
|
3,139,622 |
|
Tranche 1 |
1 Jan 2023 to 31 Dec 2025 |
15 May 2026 |
1,046,540 |
|
|
Tranche 2 |
1 Jan 2023 to 31 Dec 2026 |
15 May 2027 |
1,046,541 |
|
|
Tranche 3 |
1 Jan 2023 to 31 Dec 2027 |
15 May 2028 |
1,046,541 |
|
|
William Green |
|
|
|
1,200,000 |
|
Tranche 1 |
1 Jan 2023 to 31 Dec 2025 |
15 May 2026 |
400,000 |
|
|
Tranche 2 |
1 Jan 2023 to 31 Dec 2026 |
15 May 2027 |
400,000 |
|
|
Tranche 3 |
1 Jan 2023 to 31 Dec 2027 |
15 May 2028 |
400,000 |
|
The award over 21,256 share options granted to William Green are in relation to his previous employment contract preceding his appointment as CFO and are the last awards to be granted under that contract.
This Award vests subject to the continued employment of the Award holder.
The table below summarising the total number of Ordinary Shares under options held by the Directors as at the date of this announcement:
|
Director |
Number of Ordinary Share subject to options |
Issue Date |
Vesting Period |
Exercise price per Ordinary Share |
|
|
Michael Riedl |
231,050 |
10 March 2020 |
1 March 2022 - 1 March 2024 |
Nil |
|
|
Michael Riedl |
462,100 |
10 March 2020 |
1 March 2023 - 1 March 2025 |
Nil |
|
|
Michael Riedl |
1,046,540 |
15 May 2023 |
15 May 2023 - 15 May 2026 |
Nil |
|
|
Michael Riedl |
1,046,541 |
15 May 2023 |
15 May 2023 - 15 May 2027 |
Nil |
|
|
Michael Riedl |
1,046,541 |
15 May 2023 |
15 May 2023 - 15 May 2028 |
Nil |
|
|
William Green |
18,181 |
7 March 2022 |
1 Jan 2023 - 1 Jan 2025 |
Nil |
|
|
William Green |
400,000 |
15 May 2023 |
15 May 2023 - 15 May 2026 |
Nil |
|
|
William Green |
400,000 |
15 May 2023 |
15 May 2023 - 15 May 2027 |
Nil |
|
|
William Green |
400,000 |
15 May 2023 |
15 May 2023 - 15 May 2028 |
Nil |
|
|
William Green |
21,256 |
15 May 2023 |
15 May 2023 - 15 May 2026 |
Nil |
|
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
|
|
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Michael Riedl |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
CEO |
||||
|
b)
|
Initial notification /Amendment |
Initial notification |
||||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
CentralNic Group plc |
||||
|
b) |
LEI |
213800M4IINBWMXEKV82 |
||||
|
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 £0.001
GB00BCCW4X83 |
||||
|
b) |
Nature of the transaction |
Grant of a nil-cost option under the LTIP |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d) |
Aggregated information - Aggregated volume - Price |
|
||||
|
e) |
Date of the transaction |
15 May 2023 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
William Green |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
CFO |
||||
|
b)
|
Initial notification /Amendment |
Initial notification |
||||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
CentralNic Group plc |
||||
|
b) |
LEI |
213800M4IINBWMXEKV82 |
||||
|
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 £0.001
GB00BCCW4X83 |
||||
|
b) |
Nature of the transaction |
Grant of a nil-cost options under the LTIP |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d) |
Aggregated information - Aggregated volume - Price |
|
||||
|
e) |
Date of the transaction |
15 May 2023 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM |
||||
For further information contact:
|
CentralNic Group Plc Michael Riedl, Chief Executive Officer William Green, Chief Financial Officer |
+44 203 388 0600 |
|
Zeus Capital Limited (NOMAD Joint Broker) Nick Cowles / Jamie Peel / James Edis (investment Banking) Dominic King (Corporate Broking) |
+44 161 831 1512 +44 203 829 5000 |
|
Berenberg (Joint Broker) Mark Whitmore / Richard Andrews / Alix Mecklenburg-Solodkoff
|
+44 (0) 20 3207 7800 |
|
SEC Newgate (for Media) Bob Huxford / Alice Cho / Harry Handyside |
+44 (0) 203 757 6880 |