THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.
26 May 2022
BrandShield Systems Plc
("BrandShield" or the "Company")
Grant of Options
BrandShield Systems plc (AIM: BRSD), a leading provider of cybersecurity solutions from brand protection to online threat hunting, announces that, on 25 May 2022, it issued options over a total of 4,433,552 ordinary shares of 1p each ("Options") to Directors and Persons Discharging Managerial Responsibilities ("PDMRs"), all at an exercise price of £0.08.
BrandShield's Remuneration Committee has recommended the issuance of these Director Options following the announcement of a placing of £1m by the Company as notified on 24 May 2022. Since BrandShield was admitted to trading on AIM in December 2020 the senior executive management has delivered significant growth both in terms of customer numbers and Annual Recurring Revenue ("ARR"). Customer numbers have grown from around 70 to over 140 and ARR has increased from $2.87m to around $6m at the time of this announcement. The Remuneration Committee feels strongly that those responsible for such material improvements must remain suitably incentivised to continue delivering growth for the interest of all shareholders.
The 4,433,552 Options will vest equally in monthly instalments over a period between 2 and 4 years.
Details of the Options are outlined below:
| Option Holder | No. of Options | Exercise Price | Vesting Commencement Date | Vesting Conditions |
| Yoav Keren |
1,897,313 | £0.08 | 25 May 2022 | 2 years vesting in monthly instalments plus acceleration in the event of the change of control of the Company |
| Yuval Zantkeren | 1,897,313 | £0.08 | 25 May 2022 | 2 years vesting in monthly instalments plus acceleration in the event of the change of control of the Company |
| Itai Galmor | 434,452 | £0.08 | 25 May 2022 | 2 years vesting in monthly instalments plus acceleration in the event of the change of control of the Company |
| Ravit Freedman | 59,000 | £0.08 | 25 May 2022 | 4 years vesting in monthly instalments plus acceleration in the event of the change of control of the Company |
A further 145,474 Options have been granted to non-PDMRs on the same terms as those granted to Ravit Freedman.
Enquiries:
| BrandShield Systems plc Yoav Keren, CEO
| +44 (0)20 3143 8300 |
| Spark Advisory Partners Limited (Nominated Adviser) Neil Baldwin / Andrew Emmott / James Keeshan
| +44 (0)20 3368 3554 |
| Shore Capital (Joint Broker) Toby Gibbs / James Thomas / Liam Zabludowicz (Corporate Advisory) Henry Willcocks (Corporate Broking)
| +44 (0)20 7408 4090 |
| Tennyson Securities (Joint Broker) Peter Krens
| +44 (0)20 3368 3554 |
| Vigo Consulting (Financial Public Relations) Jeremy Garcia / Kendall Hill brandshield@vigoconsulting.com | +44 (0)20 7390 0237 |
About BrandShield
BrandShield is a provider of cybersecurity solutions from brand protection to online threat hunting. BrandShield detects online threats and takes them down. The Company's client base is a growing list of organisations including Fortune 500 and FTSE100 companies. By utilising AI and big-data analysis, BrandShield monitors, detects, and removes online threats facing companies. These threats include social phishing, executive impersonation, fraud, brand abuse, and counterfeits.
For more information, visit www.brandshield.com.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Yoav Keren | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | Director | ||||
| b) | Initial notification /Amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | BrandShield Systems Plc | ||||
| b) | LEI | 213800K5AXTQDWB6BP80 | ||||
| 4 | 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 Identification code | Ordinary shares of 1p (£0.01) each in the capital of BrandShield Systems Plc ISIN GB00BM97CN29
| ||||
| | Nature of the transaction | Grant of options | ||||
| | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Aggregated price |
1,897,313 £0.08 | ||||
| e) | Date of the transaction | 25 May 2021 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Yuval Zantkeren | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | Director | ||||
| b) | Initial notification /Amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | BrandShield Systems Plc | ||||
| b) | LEI | 213800K5AXTQDWB6BP80 | ||||
| 4 | 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 Identification code | Ordinary shares of 1p (£0.01) each in the capital of BrandShield Systems Plc ISIN GB00BM97CN29
| ||||
| | Nature of the transaction | Grant of options | ||||
| | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Aggregated price |
1,897,313 £0.08 | ||||
| e) | Date of the transaction | 25 May 2021 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Itai Galmor | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | PDMR | ||||
| b) | Initial notification /Amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | BrandShield Systems Plc | ||||
| b) | LEI | 213800K5AXTQDWB6BP80 | ||||
| 4 | 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 Identification code | Ordinary shares of 1p (£0.01) each in the capital of BrandShield Systems Plc ISIN GB00BM97CN29
| ||||
| | Nature of the transaction | Grant of options | ||||
| | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Aggregated price |
434,452 £0.08 | ||||
| e) | Date of the transaction | 25 May 2021 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Ravit Freedman | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | Director | ||||
| b) | Initial notification /Amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | BrandShield Systems Plc | ||||
| b) | LEI | 213800K5AXTQDWB6BP80 | ||||
| 4 | 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 Identification code | Ordinary shares of 1p (£0.01) each in the capital of BrandShield Systems Plc ISIN GB00BM97CN29
| ||||
| | Nature of the transaction | Grant of options | ||||
| | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Aggregated price |
59,000 £0.08 | ||||
| e) | Date of the transaction | 25 May 2021 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
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