Haydale Graphene Industries plc

("Haydale", "the Company" or the "Group")

Grant of share Options, Surrender of Existing Options and PDMR dealings

Grant of New Options

Haydale (AIM: HAYD), the global advanced materials group, announces that on 25 January 2024 the Company approved the grant of options under the 2020 EMI Scheme as amended to accommodate the terms of the New Options ("2020 EMI Scheme"), to certain directors of the Company ("Directors"), certain directors of the Company's subsidiaries ("Subsidiary Directors") and UK based staff of the Group, over an aggregate 151,500,000 ordinary shares of 0.1p ("New Options") each in the capital of the Company ("Ordinary Shares"), representing 8.4 per cent. of the Company's issued share capital.

Background to the New Options grants

The Company adopted the 2020 EMI Scheme to enable it to retain and incentivise staff and to reward them for the achievement of its longer-term objectives. The options granted under the 2020 EMI Scheme have certain performance and / or length of tenure criteria as set out below. The New Options replace 55,650,000 current options held by existing option holders and extend options to include those who have more recently joined the Group. 

Terms of the New Options

All of the New Options have an exercise price of 0.5 pence per Ordinary Share (being a 2.0% premium to the closing mid-market price of the Company's Ordinary Shares on 25 January 2024, the day of the approval of the New Options grant). The proportion of the total New Option award to each individual is capable of vesting dependent on certain share price performance and / or length of tenure criteria (approved by the Remuneration Committee) as follows:

All share options with a share price based performance condition can only be exercised on or after the third anniversary of grant. If the share price does not reach the target price by their respective dates, that portion of the award will lapse.

In respect of the New Option awards with no share price based performance conditions granted to each of Keith Broadbent (CEO) and Patrick Carter (CFO), these are subject to the further requirement that any resulting shares must be held for a minimum of 2 years from the date of option grant.

There are no other vesting criteria for the New Options.

Surrender of existing options

In January 2020, January 2022, November 2022 and April 2023, the Company granted options to acquire shares in the capital of the Company to certain employees and directors of the Company pursuant to the Scheme.  It is a condition of the grant of New Options that the remaining rights to the 2020, 2022 and 2023 Options are surrendered for no consideration (the "Option Surrender").

The Options previously granted in 2020, January 2022, November 2022 and 2023 were priced at 2.25p, 6.25p, 2.25p and 2.25p, respectively. The board believe it is appropriate to issue new share options in replacement of the existing ones to reflect the Company's current share price to properly incentivise its employees, including its management.

Details of resultant holdings

Following the New Options grant and the Option Surrender, details of Options held by Directors, PDMRs and other employees of the Company and its subsidiaries, are as follows:

*Difference represents pre-existing grants to non-UK staff under SARs and non-qualifying EMIs.

Following the New Options grant and the Option Surrender, the Company's total number of Options under the 2020 EMI Scheme and under the Haydale Technologies, Inc Stock Appreciation Rights Plan 2020 outstanding as at the date of this announcement is 171,250,000 representing approximately 9.5% of the Company's existing issued share capital and 8.7% on a fully diluted basis including all outstanding warrants.

The number of Ordinary Shares currently in issue is 1,798,462,051 and it is this number that has been used to calculate the above percentage shareholdings.

For further information:

Notes to Editors

Haydale is a global technologies and materials group that facilitates the integration of graphene and other nanomaterials into the next generation of commercial technologies and industrial materials.  With expertise in graphene, silicon carbide and other nanomaterials, Haydale is able to deliver improvements in electrical, thermal and mechanical properties, as well as toughness.  Haydale has granted patents for its technologies in Europe, USA, Australia, Japan and China and operates from five sites in the UK, USA and the Far East.

For more information please visit: www.haydale.com

LinkedIn:             Haydale-ltd

X:                            @haydalegraphene

The notification set out below is provided in accordance with the requirements of MAR.