Update on LTIP and PDMR dealings
LTIP options exchanged: staff surrendered 8.6m high-strike options for new 3p-strike options vesting over three years.
- Existing Options surrendered and replaced 8,635,490
- New Options granted to PDMRs 4,269,348
- New Options granted to non-PDMRs 4,366,142
- Exercise price of New Options 3p
- New Options as % of issued share capital 1.76%
- Total Options as % of issued share capital 10.3%
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Mirriad Advertising plc, the leading in-content advertising company, announces that it has reviewed existing option grants under the Company's long-term incentive plan ("LTIP") following its recent placing and open offer completed in June 2023 ("2023 Placing").
The board views that many of the options granted historically under the LTIP have a relatively high exercise price compared to the 2023 Placing price of 3 pence per ordinary share of £0.00001 each ("Ordinary Share"). The Board therefore believes that the existing LTIP options are not acting as an important additional incentive to motivate and retain staff.
Appropriately incentivised staff will help drive the Company forward and ultimately generate long term value for shareholders. At the same time, it is key that the Company can use all of the levers at its disposal to retain talent that understands the business as it builds its programmatic capability.
As a result, the Company has offered staff holding options granted before 1 January 2023 under the LTIP with a strike price of over 3 pence each ("Existing Options") the opportunity to surrender their existing options over the Ordinary Shares (under the current LTIP) in exchange for new three-year options over Ordinary Shares with a strike price of 3 pence each (being equal to the 2023 Placing price) ("New Options"). The New Options will vest in equal annual instalments over three years from the date of issue.
The terms of the offer to staff are that they may surrender one Existing Option in return for one New Option, so the total volume of issued options over the Company's Ordinary Shares remains unchanged.
This offer has not been made to the Directors.
Of the total of 10,004,914 Existing Options, 8,635,490 options have been surrendered and replaced with such equal number of New Options.
The total 8,635,490 New Options consist of two grants:
- 4,269,348 New Options granted to PDMRs; and
- 4,366,142 New Options granted to 23 non-PDMRs
A list of PDMRs who have surrendered Existing Options for New Options is set out in the following table:
| Name and position | Number of shares subject to New Options |
|---|---|
| Mark Melvin, GM North America (PDMR) | 1,307,638 |
| Philip Mattimoe, Chief Technology Officer (PDMR) | 1,255,083 |
| Rajasekhar Parakkal, MD India (PDMR) | 732,667 |
| Tim Jones, Global Head of Research & Insights (PDMR) | 435,960 |
| Jamie Allen, Group Financial Controller & Company Secretary (PDMR) | 538,000 |
| Total New Option grants in this category | 4,269,348 |
Total options
The grant of 8,635,490 New Options equates to 1.76% of the Company's existing issued share capital (the "ISC"). The total number of options under grant by the Company remains unchanged following the grant of New Options (the "Total Options"), which is 50,308,831 and equates to 10.3% of the ISC. Following the surrender of Existing Options and the issue of New Options, the weighted average strike price of the Total Options is approximately 6.5p each.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Mark Melvin |
| 2 | Reason for the notification | |
| a) | Position / status | GM North America (PDMR) |
| b) | Initial notification / amendment | Initial notification |
| a) | Name | Mirriad Advertising plc |
| b) | LEI | 213800ZKOK9GIME7HE62 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
| b) | Nature of the transaction | Grant of Options over Ordinary Shares |
| c) | Price(s) and volume(s) | Exercise price 3p, volume 1,307,638 |
| d) | Aggregated information - Aggregated volume - Price | 1,307,638 £39,229.14 |
| e) | Date of the transaction | 2 October 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Philip Mattimoe |
| 2 | Reason for the notification | |
| a) | Position / status | CTO (PDMR) |
| b) | Initial notification / amendment | Initial notification |
| a) | Name | Mirriad Advertising plc |
| b) | LEI | 213800ZKOK9GIME7HE62 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
| b) | Nature of the transaction | Grant of Options over Ordinary Shares |
| c) | Price(s) and volume(s) | Exercise price 3p, volume 1,255,083 |
| d) | Aggregated information - Aggregated volume - Price | 1,255,083 £37,652.49 |
| e) | Date of the transaction | 2 October 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Rajasekhar Parakkal |
| 2 | Reason for the notification | |
| a) | Position / status | MD India (PDMR) |
| b) | Initial notification / amendment | Initial notification |
| a) | Name | Mirriad Advertising plc |
| b) | LEI | 213800ZKOK9GIME7HE62 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
| b) | Nature of the transaction | Grant of Options over Ordinary Shares |
| c) | Price(s) and volume(s) | Exercise price 3p, volume 732,667 |
| d) | Aggregated information - Aggregated volume - Price | 732,667 £21,980.01 |
| e) | Date of the transaction | 2 October 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Tim Jones |
| 2 | Reason for the notification | |
| a) | Position / status | Global Head of Research & Insights (PDMR) |
| b) | Initial notification / amendment | Initial notification |
| a) | Name | Mirriad Advertising plc |
| b) | LEI | 213800ZKOK9GIME7HE62 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
| b) | Nature of the transaction | Grant of Options over Ordinary Shares |
| c) | Price(s) and volume(s) | Exercise price 3p, volume 435,960 |
| d) | Aggregated information - Aggregated volume - Price | 435,960 £13,078.8 |
| e) | Date of the transaction | 2 October 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Jamie Allen |
| 2 | Reason for the notification | |
| a) | Position / status | Group Financial Controller & Company Secretary (PDMR) |
| b) | Initial notification / amendment | Initial notification |
| a) | Name | Mirriad Advertising plc |
| b) | LEI | 213800ZKOK9GIME7HE62 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of £0.00001 each ISIN: GB00BF52QY14 |
| b) | Nature of the transaction | Grant of Options over Ordinary Shares |
| c) | Price(s) and volume(s) | Exercise price 3p, volume 538,000 |
| d) | Aggregated information - Aggregated volume - Price | 538,000 £16,140 |
| e) | Date of the transaction | 2 October 2023 |
| 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.