TIDMNBB
RNS Number : 0525P
Norman Broadbent PLC
09 October 2023
Norman Broadbent plc
("Norman Broadbent" or the "Company")
Surrender of existing options
and
Grant of new options
Surrender of existing options
Norman Broadbent (AIM: NBB), a leading London quoted Executive
Search and Interim Management firm offering a diversified portfolio
of integrated Leadership Acquisition & Advisory Services,
announces that, on 6 October 2023, Peter Searle, Non-Executive
Chair, surrendered for no consideration 1.0 million options over
the Company's ordinary shares of 1p each ("Ordinary Shares") which
were granted pursuant to the Company's Long Term Incentive Scheme
("LTIP") on 18 March 2022, Kevin Davidson, Chief Executive Officer,
surrendered for no consideration 2,548,148 options over Ordinary
Shares which were granted pursuant to the LTIP between 18 March
2022 and 28 July 2023, Mehr Malik, Chief Financial Officer,
surrendered for no consideration 1.7 million options over Ordinary
Shares which were granted pursuant to the LTIP on 28 July 2023, and
Sean Bergin, who is a Person Discharging Managerial
Responsibilities ("PDMR") surrendered for no consideration 1.7
million options over Ordinary Shares which were granted pursuant to
the LTIP between 18 March 2022 and 28 July 2023.
The above surrenders of existing options have been made to amend
the terms of the LTIP, to standardise the terms for all
participants and to align the terms of the LTIP with the Board's
expectations.
Grant of new options
Subsequently, each of Peter Searle, Kevin Davidson, Mehr Malik
and Sean Bergin has, in accordance with the LTIP established by
resolution of the Board of Directors on 6 October 2023, been
granted on 6 October 2023 (the "Date of Grant ") options over
Ordinary Shares exercisable at nil pence per Ordinary Share
("Options"). The following table sets out details of the Options
that have been granted to both the Company's Executive Directors
and one PDMR:
Percentage Percentage
Number Number Total of the of the
Name of of Share of EBITDA Number Company's Company's
Individual Director/PDMR Price Vesting of Options Existing Fully
Vesting Options granted Issued Diluted
Options granted Shares Share
granted Under Capital
Option held*
held
Kevin Davidson CEO 1,274,074 1,274,074 2,548,148 4.1% 3.4%
Mehr Malik CFO 850,000 850,000 1,700,000 2.8% 2.3%
COO and
Sean Bergin PDMR 850,000 850,000 1,700,000 2.8% 2.3%
Non-Executive
Peter Searle Chair 500,000 500,000 1,000,000 1.6% 1.4%
---------------- ----------------- ----------- ------------ ------------- ----------- -----------
Total 3,474,074 3,474,074 6,948,148 11.3% 9.4%
*assuming that no further Ordinary Shares are issued between the
date of this announcement and exercise of the Options.
25 per cent. of the Options vest immediately on the Date of
Grant and the remaining options are granted over a period of three
years and vest subject to two sets of performance criteria:
-- 50 per cent. of the vested Options are exercisable on a
scaled basis following the price of an Ordinary Share achieving an
average of between 10p and 19p over any three-month period prior to
30 June 2026 ("Share Price Vesting Options"); and
-- The remaining 50 per cent. of the vested Options are
exercisable on a scaled basis following the achievement by the
Company of audited EBITDA in the range of greater than GBP0.5
million to GBP1.25 million in any financial year from the Date of
Grant to 31 December 2025 ("EBITDA Vesting Options").
Following the grant of the Options, there are 12,148,148 options
over Ordinary Shares outstanding representing 19.7 per cent. of the
Company's issued share capital. At the date of this announcement,
the Company has 61,817,543 Ordinary Shares in issue.
The FCA notification, made in accordance with the requirements
of the UK Market Abuse Regulation is appended further below.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Peter Searle Chair
Kevin Davidson CEO
Mehr Malik CFO
Sean Bergin COO
------------------------- ---------------------------------------------
2 Reason for the notification
------------------------------------------------------------------------
a) Position/status See 1a) above
------------------------- ---------------------------------------------
b) Initial notification Initial notification
/Amendment
------------------------- ---------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
------------------------------------------------------------------------
a) Name Norman Broadbent Plc
------------------------- ---------------------------------------------
b) LEI 213800E5YN5TA934XA23
------------------------- ---------------------------------------------
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 Options over ordinary shares of GBP0.01
the financial each in Norman Broadbent Plc
instrument, type Identification code (ISIN) for Norman
of instrument Broadbent Plc ordinary shares: GB00B3VF4Y66
Identification
code
------------------------- ---------------------------------------------
b) Nature of the Grant of options
transaction
------------------------- ---------------------------------------------
c) Price(s) and volume(s) Name Price(s) Volume(s)
Peter Searle nil 1,000,000
Kevin Davidson nil 2,548,148
Mehr Malik nil 1,700,000
Sean Bergin nil 1,700,000
------------------------- ---------------------------------------------
d) Aggregated information N/A
- Aggregated volume
- Price
------------------------- ---------------------------------------------
e) Date of the transactions Options put in place as of 06 October
2023
------------------------- ---------------------------------------------
f) Place of the transaction Outside a trading venue
------------------------- ---------------------------------------------
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
For further information, please contact:
Norman Broadbent plc +44 (0) 20 7484 0000
Kevin Davidson, CEO
Mehr Malik, CFO
Shore Capital (Nominated Adviser and Broker) 020 7408 4090
Tom Griffiths / Tom Knibbs (Corporate Advisory)
Henry Willcocks (Corporate Broking)
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END
DSHFSMESAEDSESS
(END) Dow Jones Newswires
October 09, 2023 02:00 ET (06:00 GMT)
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