Award of Options
Tracsis plc has awarded a total of 485,871 share options under its Long Term Incentive Plan to PDMRs and other employees, with an exercise price of 0.4 pence. These options are linked to performance targets for adjusted diluted EPS growth of at least 21% and top-quartile Total Shareholder Return relative to an AIM peer group by July 2028, becoming exercisable on December 1, 2028. Following this award, 1,047,808 options are outstanding, representing approximately 3.5% of the company's issued share capital.
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Tracsis, a leading transport technology provider, announces that on 26 August 2026 it awarded a total of 485,871 share options to PDMRs and other employees of the Company in relation to the FY25 year end. Details of these awards are outlined in the table below.
| Director/ PDMR | Position | Ordinary shares of 0.4p held | % of issued share capital | LTIP Options awarded | Total Options after this award |
|---|---|---|---|---|---|
| David Frost | CEO | 7,131 | 0.02% | 163,051 | 163,051 |
| Andy Kelly | CFO | 20,128 | 0.07% | 103,729 | 208,833 |
| Joe Eldridge | Chief Technology and Operations Officer | - | - | 46,024 | 46,024 |
| Claire Jones | Chief People Officer | - | - | 45,085 | 66,337 |
| Simon Critchley | Chief Commercial Officer | - | - | 45,085 | 65,821 |
| Mark Robinson | Group Finance Director | 11,468 | 0.04% | 35,593 | 44,988 |
| Non-PDMR employees | - | - | 47,304 | 452,754 | |
| Total | 485,871 | 1,047,840 |
This award is part of Tracsis' Long Term Incentive Plan (LTIP) and is designed to retain and motivate the senior leadership team whilst at the same time setting challenging performance targets that are specifically aligned with the Group's strategic goals and shareholder interests.
The options awarded have an exercise price of 0.4p and are directly linked to performance targets based on Group profitability and Total Shareholder Return relative to an AIM peer group determined by Tracsis' Remuneration Committee.
Subject to performance conditions, which have been amended to reflect recent corporate transactions announced by the Group, , these options will become exercisable on 1 December 2028.
The full award is only exercisable should the compound annual growth rate for adjusted diluted Earnings Per Share (EPS) for the year ending 31 July 2028 compared with the same measure for the year ending 31 July 2025 be at least 21%, and Total Shareholder Return (TSR) versus AIM 100 (excluding investment trusts) peer group is in the top quartile. Where the compound annual growth rate for adjusted diluted EPS for the year ending 31 July 2028 compared with the same measure for the year ending 31 July 2025 is less than 14%, and TSR versus the peer group is less than the median, no options will be exercisable. For scenarios between the above range, the options will be exercisable on a straight line sliding scale basis.
Following the award, there are a total of 1,047,808 options outstanding, representing approximately 3.5% of the current issued share capital of the Company
Tracsis plc David Frost, CEO Andy Kelly, CFO +44 (0)845 125 9162 Berenberg (Nominated Adviser, Corporate Broker & Financial Adviser) Mark Whitmore / James Thompson / Ryan Mahnke +44 (0)20 3207 7800
Transaction Details - David Frost
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name: | David Frost | ||||
| 1. | Reason for the notification | |||||
| a) | Position/status: | Chief Executive Officer | ||||
| b) | Initial notification/Amendment: | Initial notification | ||||
| a) | Name: | Tracsis plc | ||||
| b) | LEI: | 2138005I15G3HBN2WD92 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of 0.4 pence each GB00B28HSF71 | ||||
| b) | Nature of the transaction: | Award of LTIP options | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: · Aggregated volume: · Price: | As above | ||||
| e) | Date of the transaction: | 24 August 2026 | ||||
| f) | Place of the transaction: | Away from a trading venue | ||||
| Transaction Details - Andy Kelly | ||||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name: | And y Kelly | ||||
| 1. | Reason for the notification | |||||
| a) | Position/status: | Chief Financial Officer | ||||
| b) | Initial notification/Amendment: | Initial notification | ||||
| a) | Name: | Tracsis plc | ||||
| b) | LEI: | 2138005I15G3HBN2WD92 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of 0.4 pence each GB00B28HSF71 | ||||
| b) | Nature of the transaction: | Award of LTIP options | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: · Aggregated volume: · Price: | As above | ||||
| e) | Date of the transaction: | 24 August 2026 | ||||
| f) | Place of the transaction: | Away from a trading venue | ||||
| Transaction Details - Joe Eldridge | ||||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name: | Joe Eldridge | ||||
| 1. | Reason for the notification | |||||
| a) | Position/status: | Chief Technology and Operations Officer | ||||
| b) | Initial notification/Amendment: | Initial notification | ||||
| a) | Name: | Tracsis plc | ||||
| b) | LEI: | 2138005I15G3HBN2WD92 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of 0.4 pence each GB00B28HSF71 | ||||
| b) | Nature of the transaction: | Award of LTIP options | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: · Aggregated volume: · Price: | As above | ||||
| e) | Date of the transaction: | 24 August 2026 | ||||
| f) | Place of the transaction: | Away from a trading venue | ||||
| Transaction Details - Claire Jones | ||||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name: | Claire Jones | ||||
| 1. | Reason for the notification | |||||
| a) | Position/status: | Chief People Officer | ||||
| b) | Initial notification/Amendment: | Initial notification | ||||
| a) | Name: | Tracsis plc | ||||
| b) | LEI: | 2138005I15G3HBN2WD92 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of 0.4 pence each GB00B28HSF71 | ||||
| b) | Nature of the transaction: | Award of LTIP options | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: · Aggregated volume: · Price: | As above | ||||
| e) | Date of the transaction: | 24 August 2026 | ||||
| f) | Place of the transaction: | Away from a trading venue | ||||
| Transaction Details - Simon Critchley | ||||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name: | Simon Critchley | ||||
| 1. | Reason for the notification | |||||
| a) | Position/status: | Chief Commercial Officer | ||||
| b) | Initial notification/Amendment: | Initial notification | ||||
| a) | Name: | Tracsis plc | ||||
| b) | LEI: | 2138005I15G3HBN2WD92 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of 0.4 pence each GB00B28HSF71 | ||||
| b) | Nature of the transaction: | Award of LTIP options | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: · Aggregated volume: · Price: | As above | ||||
| e) | Date of the transaction: | 24 August 2026 | ||||
| f) | Place of the transaction: | Away from a trading venue | ||||
| Transaction Details - Mark Robinson | ||||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name: | Mark Robinson | ||||
| 1. | Reason for the notification | |||||
| a) | Position/status: | Group Finance Director | ||||
| b) | Initial notification/Amendment: | Initial notification | ||||
| a) | Name: | Tracsis plc | ||||
| b) | LEI: | 2138005I15G3HBN2WD92 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of 0.4 pence each GB00B28HSF71 | ||||
| b) | Nature of the transaction: | Award of LTIP options | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: · Aggregated volume: · Price: | As above | ||||
| e) | Date of the transaction: | 24 August 2026 | ||||
| f) | Place of the transaction: | Away from a trading venue | ||||
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