Awards under the Long-Term Incentive Plan
Company awards 8.5m share options to management under long-term incentive plan vesting in 2028.
- Total options awarded 8,500,000 Ordinary Shares
- Exercise price £0.01 per share
- Vesting date 31 January 2028
- Options as % of issued share capital 6.81%
- CEO options awarded 4,000,000
- CFO options awarded 2,000,000
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CPH2, the UK-based green hydrogen technology and manufacturing company that has developed the IP-protected Membrane-Free Electrolyser ("MFE"), announces awards for 2025 under the Company's long-term incentive plan (the "LTIP").
The Company has awarded options in respect of a total of 8,500,000 Ordinary Shares of 1p each ("Ordinary Shares") under the Company's EMI Share Option Scheme and Unapproved Options Scheme (the "Options") and which are designed to incentivise members of the Company's management (together the "Participants").
Subject to the achievement of certain performance criteria, the 2025 Options will vest on 31 January 2028. All Options will expire ten years from the date of grant. The LTIP is structured whereby 75% of the Options ("Threshold Options") are awarded subject to total shareholder return performance conditions and the remaining 25% of the Options ("RSP Options") are awarded conditional upon continued employment to the scheduled vesting date. The exercise price is £0.01 per share.
The performance conditions of the Threshold Options are dependent on the average closing share price in the 30 days prior to scheduled vesting date (the "Relevant Period") and the continued employment of the Participants as at that date. The calculation of the number of Threshold Options which will vest as follows:
- If the average share price during the Relevant Period is below 10p, no Threshold Options will vest.
- If the average share price during the Relevant Period is equal to 10p, 10% of the Threshold Options will vest.
- If the average share price during the Relevant Period is between 10p and 20p, the number of Threshold Options which vest will be pro-rata between 10% and 100% of the total Threshold Options; and
- If the average share price is 20p or more during the Relevant Period, 100% of the Threshold Options will vest.
The following directors and members of management have been awarded Options:
| Recipient | RSP Options awarded | Threshold Options awarded | Aggregate Options awarded | Option Type |
|---|---|---|---|---|
| Persons discharging managerial responsibilities (PDMRs) | ||||
| Jon Duffy, CEO | 1,000,000 | 3,000,000 | 4,000,000 | 2,000,000 EMI 2,000,000 Unapproved |
| James Hobson, CFO | 500,000 | 1,500,000 | 2,000,000 | EMI |
| Arash Selahi, COO | 250,000 | 750,000 | 1,000,000 | EMI |
| Paul Cassidy, CTO | 250,000 | 750,000 | 1,000,000 | EMI |
| Other | ||||
| Management | 125,000 | 375,000 | 500,000 | EMI |
| 2,125,000 | 6,375,000 | 8,500,000 | ||
Following these option grants, the Company has 24,146,215 shares under option. This represents, following the increase in Options mentioned below, 6.81% of the issued share capital of the Company.
The information in this announcement is disclosed in accordance with Article 19 of the EU Market Abuse Regulation.
| a) | Name | Jon Duffy |
| 2 | Reason for the notification | |
| a) | Position/status | PDMR - CEO of Clean Power Hydrogen plc |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Clean Power Hydrogen plc |
| b) | LEI | 9845009D2AB08E5BF491 |
| a) | Description of the financial instrument, type of instrument | Grant of options to subscribe for new ordinary shares under the Company's EMI Scheme |
| Identification code | GB00BP371R64 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price | Volume | |
| £0.01 | 4,000,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | ||
| e) | Date of the transaction | 29 May 2025 |
| f) | Place of the transaction | Outside a trading venue |
| a) | Name | James Hobson |
| 2 | Reason for the notification | |
| a) | Position/status | PDMR - CFO of Clean Power Hydrogen plc |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Clean Power Hydrogen plc |
| b) | LEI | 9845009D2AB08E5BF491 |
| a) | Description of the financial instrument, type of instrument | Grant of options to subscribe for new ordinary shares under the Company's EMI Scheme |
| Identification code | GB00BP371R64 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price | Volume | |
| £0.01 | 2,000,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | ||
| e) | Date of the transaction | 29 May 2025 |
| f) | Place of the transaction | Outside a trading venue |
| a) | Name | Arash Selahi |
| 2 | Reason for the notification | |
| a) | Position/status | PDMR - COO of Clean Power Hydrogen Group Limited, subsidiary of Clean Power Hydrogen plc |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Clean Power Hydrogen plc |
| b) | LEI | 9845009D2AB08E5BF491 |
| a) | Description of the financial instrument, type of instrument | Grant of options to subscribe for new ordinary shares under the Company's EMI Scheme |
| Identification code | GB00BP371R64 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price | Volume | |
| £0.01 | 1,000,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | ||
| e) | Date of the transaction | 29 May 2025 |
| f) | Place of the transaction | Outside a trading venue |
| a) | Name | Paul Cassidy |
| 2 | Reason for the notification | |
| a) | Position/status | PDMR - CTO of Clean Power Hydrogen Group Limited, subsidiary of Clean Power Hydrogen plc |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Clean Power Hydrogen plc |
| b) | LEI | 9845009D2AB08E5BF491 |
| a) | Description of the financial instrument, type of instrument | Grant of options to subscribe for new ordinary shares under the Company's EMI Scheme |
| Identification code | GB00BP371R64 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price | Volume | |
| £0.01 | 1,000,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | ||
| e) | Date of the transaction | 29 May 2025 |
| f) | Place of the transaction | Outside a trading venue |
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.