Issue of Director Shares
Directors issued 308,720 shares at 13p each in satisfaction of bonus awards.
- Director Shares issued 308,720
- Issue price 13p per share
- Total bonus satisfied in shares £40,133.60
- Adrian Kinkaid shareholding post-issue 1,033,438 shares (0.83%)
- Richard Buick shareholding post-issue 1,125,282 shares (0.90%)
- Total voting rights on admission 125,021,878 shares
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Fusion Antibodies plc (AIM: FAB), specialists in pre-clinical antibody discovery, engineering and supply for both therapeutic drug and diagnostic applications, announces, further to the notification of the conditional placing and subscription to raise approximately £1.4 million (before expenses) (the "Fundraise") released earlier today (the "Fundraise Announcement"), the Company has issued 308,720 new ordinary shares of 4p each in the share capital of the Company ("Ordinary Shares") to certain executive Directors at a deemed subscription price equal to the Fundraise issue price of 13 pence per new Ordinary Share (the "Issue Price") in satisfaction of a portion of their bonuses for the year ended 31 March 2025 (the "Director Shares").
As disclosed in the Company's annual report and accounts for the year ended 31 March 2025 (as announced on 4 September 2025), the remuneration committee recommended, and the board of directors of Fusion (the "Board" or the "Directors") accepted, a bonus award for Adrian Kinkaid (CEO) and Richard Buick (CSO) each of 20% of their gross salary, against their maximum contractual bonus of 45% and 40% respectively. In recognition that the Company is still controlling costs tightly and cognisant of the cash position, it was agreed that the bonus award be split into two components: 40% cash and the remainder to be satisfied via the issue of new Ordinary Shares once the Company was in an open period.
As separately indicated in Fundraise Announcement, the Board has now resolved to issue and allot, in aggregate, 308,720 new Ordinary Shares to Adrian Kinkaid (CEO) and Richard Buick (CSO) at a deemed issue price equal to the Issue Price and pursuant to the authorities previously granted at the Company's annual general meeting held on 16 October 2025, as follows:
| Director | Amount of bonus award to be received in Director Shares | No. of Director Shares issued | Total holding of Ordinary Shares post issue | Percentage of enlarged issued share capital 1 |
|---|---|---|---|---|
| Adrian Kinkaid | £23,846.94 | 183,438 | 1,033,438 | 0.83% |
| Richard Buick | £16,286.66 | 125,282 | 1,125,282 | 0.90% |
1 Based on the enlarged issued share capital of the Company following the issue of the Director Shares, the Placing Shares and the Subscription Shares, as defined in the Fundraise Announcement.
Admission to trading on AIM
Application has been made to the London Stock Exchange plc for the New Ordinary Shares to be admitted to trading on AIM ("Admission"). It is currently anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence on AIM at 8.00 a.m. on or around 30 January 2026.
Total voting rights
On Admission, the Company will have 125,021,878 Ordinary Shares in issue, each with one voting right. There are no shares held in treasury. Therefore, the Company's total number of Ordinary Shares in issue and voting rights will be 125,021,878 and this figure may be used by shareholders from Admission as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Defined terms in this announcement shall have the same meaning as defined in the Fundraise Announcement, unless otherwise defined herein.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | 1. Adrian Kinkaid 2. Richard Buick |
| 2 | Reason for the notification | |
| a) | Position/status | 1. Chief Executive Officer 2. Chief Scientific Officer |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Fusion Antibodies plc |
| b) | LEI | 213800KBAYRC9VOQ9V39 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of 4p each in Fusion Antibodies plc Identification code (ISIN) for Fusion Antibodies plc ordinary shares: GB00BDQZGK16 |
| b) | Nature of the transaction | Issue of Director Shares |
| c) | Price(s) and volume(s) | Price(s) Volume(s) 1. 1 3 pence 183,438 2. 1 3 pence 125,282 |
| d) | Aggregated information: - Aggregated volume - Price | N/A |
| e) | Date of the transaction | 27 January 2026, to be completed on 30 January 2026 |
| f) | Place of the transaction | Outside a trading venue |
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