Issue of Awards Under Omnibus Plan
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Public Policy Holding Company, Inc., the leading government relations and public affairs group of companies providing a comprehensive range of advisory services, announces that it has granted the following to certain Directors and senior employees ("PDMRs") of the Company, under PPHC's 2021 Omnibus Incentive Plan ("Omnibus Plan") that was adopted in connection with the Group's admission to AIM in December 2021:
- Restricted stock units in respect of the Ordinary Shares in the Company ("RSUs"); and
- Restricted stock shares in the Company which will rank pari passu with the Ordinary Shares ("RSs").
RSUs
In total 675,000 RSUs have been granted to PDMRs on 3 October 2023 under the Omnibus Plan. The RSUs will vest across a three-year period from the grant date, split equally each year, and will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.
RSs
In total 382,456 RSs have been granted on 3 October 2023 under the Omnibus Plan. Of this tranche, 50,000 RSs have been granted to PDMRs. The RSs issued to PDMRs will vest in one year from the grant date. The RSs issued to non-PDMRs will vest across a five-year period from the grant date, split equally each year. All RSs will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.
Application will be made for the new RSs, which will rank pari passu with the existing Common Shares in issue, to be admitted to trading on AIM. Dealings are expected to commence on or around 11 October 2023.
Following this issue of shares, the Company's total issued and voting share capital upon admission will consist of 113,465,473 Common Shares. This figure may be used by shareholders 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, securities of the Company.
As set out in the Group's Admission Document, PPHC strives to attract and retain high quality staff in order to best serve its clients. These Omnibus Plan awards are being made in order to incentivise senior management and a broad range of employees through equity-based awards, further aligning the interests of employee shareholders with PPHC's core mission and objectives.
The resultant holdings of RSUs by Directors and PDMRs are set out below:
| Director / PDMR | No. of RSUs previously held | No. of RSUs granted | Resultant interest in RSUs |
|---|---|---|---|
| William Chess (Executive Director) | - | 100,000 | 100,000 |
| Thomas Gensemer (PDMR) | - | 100,000 | 100,000 |
| Stewart Hall (Executive Director) | - | 100,000 | 100,000 |
| Jill Kendrick (PDMR) | - | 100,000 | 100,000 |
| Neal Strum (PDMR) | - | 100,000 | 100,000 |
| Roel Smits (Executive Director) | - | 100,000 | 100,000 |
| Ron Starzman (PDMR) | - | 50,000 | 50,000 |
| Paula Thrasher (PDMR) | - | 25,000 | 25,000 |
The resultant holdings of RSs by Directors and PDMRs are set out below:
| Director / PDMR | No. of RSs previously held | No. of RSs granted | Resultant interest in RSs | ||||
| Sarah Wills (PDMR) | - | 50,000 | 50,000 | ||||
| a) | Name: | William Chess | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | Executive Director | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 100,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Thomas Gensemer | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | PDMR | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 100,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Stewart Hall | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | Executive Director | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 100,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Jill Kendrick | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | PDMR | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 100,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Neal Strum | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | PDMR | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 100,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Roel Smits | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | Executive Director | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 100,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Ron Starzman | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | PDMR | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 50,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Paula Thrasher | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | PDMR | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Units under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 25,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction | |||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
| a) | Name: | Sarah Wills | |||||
| 2 | Reason for the notification | ||||||
| b) | Position/Status: | PDMR | |||||
| c) | Initial notification/Amendment: | Initial notification | |||||
| d) | Name: | Public Policy Holding Company, Inc. | |||||
| e) | LEI: | 2138008Z7B1IXVVJAZ79 | |||||
| f) | Description of the financial instrument, type of Identification Code | Common shares of $0.001 par value ISIN: US7444301094 | |||||
| g) | Nature of the transaction: | Award of Restricted Stock Shares under Omnibus Plan scheme | |||||
| h) | Price(s) and volume(s): |
Total 50,000 | |||||
| i) | Aggregated information: · Aggregated volume · Price | N/A single transaction N/A single transaction | |||||
| j) | Date of the transaction: | 3 October 2023 | |||||
| k) | Place of the transaction: | Off market transaction |
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