RSUs & Director/PDMR Shareholding
Somero Enterprises Inc. has announced the issuance of 19,510 new common shares to senior managers under its 2025 Equity Bonus Plan, with these shares fully vested. Additionally, 13,001 Restricted Stock Units (RSUs) were settled for an equivalent number of shares. The company also approved RSU awards to executive Directors, including 114,956 to Timothy Averkamp, 58,391 to Vincenzo LiCausi, and 72,622 to Howard Hohmann, which vest over three years. A further 294,386 RSUs were awarded to non-Director employees as part of retention and reward programs. Following these transactions, total outstanding RSUs amount to 1,192,256, with the company's issued share capital at 54,064,417 shares.
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Senior Management Equity Bonus Program and Restricted Stock Unit Settlement
The Board of the Company has approved the issuance of 19,510 new shares of common stock to senior managers, under Somero's 2025 Equity Bonus Plan (the "Plan"). Under the Plan, eligible senior managers were able to choose to receive up to 100% of their 2025 annual performance bonus in shares of common stock in the Company. The shares issued to participating senior managers are fully-vested with no performance conditions.
In addition, Somero announces it approved the settlement of 13,001 Restricted Stock Units ("RSU") in exchange for an equivalent number of common stock shares of the Company, as permitted under the 2020 Equity Incentive Plan approved by the Board of Directors on 3 December 2019.
Unless determined otherwise by the Equity Incentive Plan administrator, each RSU will be equal to one share of common stock in the Company and will entitle the Grantee to either shares of common stock or an amount of cash determined with reference to the value of shares of common stock at the discretion of the Company.
Restricted Stock Unit Awards
Also, the Board of the Company approved issuance of Restricted Stock Units (RSUs) to the following executive Directors under the terms of Somero's 2020 Equity Incentive Plan
Name Number of RSUs awarded
Timothy Averkamp 114,956 shares
Vincenzo LiCausi 58,391 shares
Howard Hohmann 72,622 shares
RSUs awarded to Messrs. Averkamp, Hohmann, and LiCausi, all executive Directors, were granted as part of an annual incentive compensation program. The shares awarded are the maximum available under the grants, will vest over a three-year period commencing on the date of the grant, and require continued service for the period.
In addition to the RSUs awarded to Directors, the Board of the Company approved RSUs to be awarded to a group of non-Director employees under the terms of Somero's 2020 Equity Incentive Plan. The awards to non-Director employees are a key element of the Company's employee retention program as well as a reward to employees for significant contributions to the Company's performance. The total number of RSUs awarded to non-Director employees was 294,386 which are subject to the same vesting and service requirements as the Director awards and each participating non-Director will, following the end of the performance period, be notified as to the extent to which the service conditions have been met and their award has vested.
Unless determined otherwise by the Equity Incentive Plan administrator, each RSU will be equal to one share of common stock in the Company and will entitle each Director to either shares of common stock or an amount of cash determined with reference to the value of shares of common stock at the point of vesting at the discretion of the Company.
Following the above transactions, total outstanding RSUs will equal 1,192,256 units and the Company's total issued share capital will be 54,064,417 shares and no shares held in Treasury. Therefore, the total number of shares with voting rights will be 54,064,417.
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Timothy Averkamp |
| 2. | Reason for the Notification | |
| a) | Position/status | CEO |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Somero Enterprises Inc. |
| b) | LEI | 549300OQ2P18NRWBIW58 |
| a) | Description of the Financial instrument, type of instrument | ordinary shares of $0.001 each ("Ordinary Shares") |
| Identification code | USU834501038 | |
| b) | Nature of the transaction | Employee Share Award |
| c) | Price(s) and volume(s) | Price: 205p Volume: 14,271 |
| d) | Aggregated information: · Aggregated volume · Price | n/a |
| e) | Date of the transaction | 13 March 2026 |
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) |
| 5. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Timothy Averkamp |
| 6. | Reason for the Notification | |
| a) | Position/status | CEO |
| b) | Initial notification/Amendment | Initial notification |
| a) | Name | Somero Enterprises Inc. |
| b) | LEI | 549300OQ2P18NRWBIW58 |
| a) | Description of the Financial instrument, type of instrument | ordinary shares of $0.001 each ("Ordinary Shares") |
| Identification code | USU834501038 | |
| b) | Nature of the transaction | Employee Restricted Stock Unit Award |
| c) | Price(s) and volume(s) | Price: n/a Volume: 114,956 |
| d) | Aggregated information: · Aggregated volume · Price | n/a |
| e) | Date of the transaction | 13 March 2026 |
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) |
| 9. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Vincenzo LiCausi |
| 10. | Reason for the Notification | |
| a) | Position/status | CFO |
| b) | Initial notification/Amendment | Initial notification |
| 11. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Somero Enterprises Inc. |
| b) | LEI | 549300OQ2P18NRWBIW58 |
| 12. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |
| a) | Description of the Financial instrument, type of instrument | ordinary shares of $0.001 each ("Ordinary Shares") |
| Identification code | USU834501038 | |
| b) | Nature of the transaction | Employee Share Award |
| c) | Price(s) and volume(s) | Price: 205p Volume: 2,167 |
| d) | Aggregated information: · Aggregated volume · Price | n/a |
| e) | Date of the transaction | 13 March 2026 |
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) |
| 13. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Vincenzo LiCausi |
| 14. | Reason for the Notification | |
| a) | Position/status | CFO |
| b) | Initial notification/Amendment | Initial notification |
| 15. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Somero Enterprises Inc. |
| b) | LEI | 549300OQ2P18NRWBIW58 |
| 16. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |
| a) | Description of the Financial instrument, type of instrument | ordinary shares of $0.001 each ("Ordinary Shares") |
| Identification code | USU834501038 | |
| b) | Nature of the transaction | Employee Restricted Stock Unit Award |
| c) | Price(s) and volume(s) | Price: n/a Volume: 58,391 |
| d) | Aggregated information: · Aggregated volume · Price | n/a |
| e) | Date of the transaction | 13 March 2026 |
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) |
| 17. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Howard Hohmann |
| 18. | Reason for the Notification | |
| a) | Position/status | EVP Sales |
| b) | Initial notification/Amendment | Initial notification |
| 19. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Somero Enterprises Inc. |
| b) | LEI | 549300OQ2P18NRWBIW58 |
| 20. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |
| a) | Description of the Financial instrument, type of instrument | ordinary shares of $0.001 each ("Ordinary Shares") |
| Identification code | USU834501038 | |
| b) | Nature of the transaction | Employee Restricted Stock Unit Award |
| c) | Price(s) and volume(s) | Price: n/a Volume: 72,622 |
| d) | Aggregated information: · Aggregated volume · Price | n/a |
| e) | Date of the transaction | 13 March 2026 |
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) |
596/2014.
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