Grant and Cancellation of Options; PDMR Dealings
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Cornerstone FS plc (AIM: CSFS), a foreign exchange and payments solutions company offering multi-currency accounts to businesses and individuals through its proprietary technology platform, announces the grant of options over ordinary shares of 1 penny each in the Company ("Ordinary Shares") and the cancellation of certain existing options over Ordinary Shares. This includes the grant of options to, and cancellation of options held by, Executive Directors and PDMRs of the Company.
Grant of Options
The Company has granted, on 16 November 2023 (the "Grant Date"), a total of 870,000 options over Ordinary Shares of the Company ("Options") to certain employees including an Executive Director and two PDMRs of the Company under the Company's Enterprise Management Incentive ("EMI") Scheme. Options over a total of 540,000 shares have been granted to an Executive Director and PDMRs as follows:
| Name | Role | Number of Options granted |
|---|---|---|
| William Newton | Chief Information Officer (Executive Director) | 240,000 |
| Arindam Ray | Chief Technology Officer (PDMR) | 120,000 |
| Joshua Best | Head of Compliance and MLRO (PDMR) | 180,000 |
The Options vest in three equal tranches on the first, second and third anniversaries of the Grant Date and are exercisable at a price of 12 pence per share, representing the closing price of the Company's Ordinary Shares on AIM on 15 November 2023, being the day prior to the Grant Date. The Options are subject to the individual remaining an employee of the Company. Leavers may exercise vested Options within 90 days of cessation of employment. All Options expire five years after the Grant Date.
Cancellation of Options
The Company has, on 16 November 2023, cancelled the following options over Ordinary Shares held by an Executive Director and a PDMR as follows (with the holders of the options agreeing to their cancellation with immediate effect):
| Name | Role | Number of options cancelled | Number of options held following the cancellation of options | Exercise price of options held |
|---|---|---|---|---|
| Judy Happe | Chief Financial Officer (Executive Director) | 404,660 | 550,000 | 10.0p |
| Jordanna Curtis | Chief Operating Officer (PDMR) | 114,755 | 200,000 | 10.0p |
This cancellation of options, for nil consideration, follows grants of options to the above-named Executive Director and PDMR as disclosed in the Company's announcement of 16 January 2023.
Following the above grants and cancellations of options, the Company now has options outstanding over a total of 4,857,736 Ordinary Shares, representing 8.5% of the current issued share capital of the Company.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | William Newton |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Information Officer |
| b) | Initial notification/amendment | Initial Notification |
| a) | Name | Cornerstone FS plc |
| b) | LEI | 213800O4IL2RXZ2BZ956 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 1 penny each |
| Identification code | GB00BNG7CD28 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 12 pence | 240,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | N/A | |
| e) | Date of the transaction | 16 November 2023 |
| f) | Place of the transaction | Off market |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Arindam Ray |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Technology Officer |
| b) | Initial notification/amendment | Initial Notification |
| a) | Name | Cornerstone FS plc |
| b) | LEI | 213800O4IL2RXZ2BZ956 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 1 penny each |
| Identification code | GB00BNG7CD28 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 12 pence | 120,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | N/A | |
| e) | Date of the transaction | 16 November 2023 |
| f) | Place of the transaction | Off market |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Joshua Best |
| 2 | Reason for the notification | |
| a) | Position/status | Head of Compliance and MLRO |
| b) | Initial notification/amendment | Initial Notification |
| a) | Name | Cornerstone FS plc |
| b) | LEI | 213800O4IL2RXZ2BZ956 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 1 penny each |
| Identification code | GB00BNG7CD28 | |
| b) | Nature of the transaction | Grant of options |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 12 pence | 180,000 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | N/A | |
| e) | Date of the transaction | 16 November 2023 |
| f) | Place of the transaction | Off market |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Judy Happe |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Financial Officer |
| b) | Initial notification/amendment | Initial Notification |
| a) | Name | Cornerstone FS plc |
| b) | LEI | 213800O4IL2RXZ2BZ956 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 1 penny each |
| Identification code | GB00BNG7CD28 | |
| b) | Nature of the transaction | Cancellation of options |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 50.0 pence | 276,803 | |
| 36.2 pence | 127,857 | |
| d) | Aggregated information | |
| - Aggregated volume | 404,660 | |
| - Price | 45.6 pence | |
| e) | Date of the transaction | 16 November 2023 |
| f) | Place of the transaction | Off market |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name | Jordanna Curtis |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Operating Officer |
| b) | Initial notification/amendment | Initial Notification |
| a) | Name | Cornerstone FS plc |
| b) | LEI | 213800O4IL2RXZ2BZ956 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 1 penny each |
| Identification code | GB00BNG7CD28 | |
| b) | Nature of the transaction | Cancellation of options |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 61.0 pence | 114,755 | |
| d) | Aggregated information | |
| - Aggregated volume | N/A | |
| - Price | N/A | |
| e) | Date of the transaction | 16 November 2023 |
| f) | Place of the transaction | Off market |
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