Newmark Security plc
("Newmark", the "Company" or the "Group")
Grant of options
Newmark Security plc (AIM: NWT), a leading provider of electronic and physical security systems, announces the grant of options over ordinary shares of 5p each ("Ordinary Shares") to certain Directors and members of senior management of the Company under the Newmark Security plc 2019 EMI Share Option Plan (the "Plan").
Grant of options to Newmark CEO
Under her service agreement, Marie-Claire Dwek is entitled to receive options over Ordinary Shares representing 20% of her annual salary, subject to the achievement of certain operational performance criteria in each financial period. The Company has today granted EMI options to Marie-Claire Dwek over 83,153 new Ordinary Shares (the "CEO Options") in respect of the financial year ended 30 April 2021. The CEO Options are exercisable at 50p per option and vest as to 1/3 on 20 June 2023, 1/3 on 20 June 2024 and 1/3 on 20 June 2025. The CEO Options lapse on the tenth anniversary of the date of grant.
Following the grant of the CEO Options, Marie-Claire Dwek holds options over 656,518 Ordinary Shares, equivalent to 7.0% of the Company's current issued share capital. It is not anticipated that Marie-Clare Dwek will be entitled to any options in respect of the year ending 30 April 2022.
Grant of options to Senior Management
The Company has today granted an additional 345,000 options over Ordinary Shares to members of the Group's Senior Management (the "Management Options"), including the following grants to a Director and certain persons discharging managerial responsibilities ("PDMRs"):
| Name | Role | No. Management Options granted | Total no. of options held post grant | % of current issued share capital |
| Paul Campbell-White | CFO, Newmark | 70,000 | 70,000 | 0.75% |
| Colin Leatherbarrow | CTO, Grosvenor | 40,000 | 40,000 | 0.43% |
| Nicholas Shannon | MD, Safetell | 50,000 | 50,000 | 0.53% |
| Sean McCrory | Operations Director, Safetell | 20,000 | 20,000 | 0.21% |
In order to minimise dilution to shareholders whilst still providing a meaningful incentive to the recipients of the Management Options, the Management Options have an exercise price of 5p per option, being the nominal value of an Ordinary Share. The Management Options all vest on the third anniversary of the date of grant, subject to continued employment, and are exercisable up until the tenth anniversary of the date of grant. The Management Options are subject to an additional share price vesting criteria that the average closing mid-market price of an Ordinary Share on the 10 business days preceding the date of exercise must exceed 63.88p, being a 75% premium to the closing mid-market price of an Ordinary Share of 36.5p on 17 June 2022, the date prior to grant.
Total options outstanding
In total, the Company has today granted options over 428,123 new Ordinary Shares, representing 4.57% of the Company's current issued share capital. Following the options grants, the Company has a total of 1,001,518 options outstanding over Ordinary Shares, representing 10.68% of the Company's current issued share capital.
Further details on the grants to Directors and PDMRs are set out in the tables below.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Marie-Claire Dwek | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | CEO | ||||
| b)
| Initial notification /Amendment | Initial notification | ||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Newmark Security plc | ||||
| b) | LEI | 213800CL2XGDB1YCLM67 | ||||
| 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 | Options over ordinary shares of 5p each in Newmark Security plc
Identification code (ISIN) for Newmark Security plc ordinary shares: GB00BNYM9W73 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
n/a n/a | ||||
| e) | Date of the transaction | 20 June 2022 | ||||
| f) | Place of the transaction | Outside a trading venue - grant of options | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Paul Campbell-White | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | CFO | ||||
| b)
| Initial notification /Amendment | Initial notification | ||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Newmark Security plc | ||||
| b) | LEI | 213800CL2XGDB1YCLM67 | ||||
| 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 | Options over ordinary shares of 5p each in Newmark Security plc
Identification code (ISIN) for Newmark Security plc ordinary shares: GB00BNYM9W73 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
n/a n/a | ||||
| e) | Date of the transaction | 20 June 2022 | ||||
| f) | Place of the transaction | Outside a trading venue - grant of options | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Colin Leatherbarrow | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | CTO, Grosvenor Technology (PDMR) | ||||
| b)
| Initial notification /Amendment | Initial notification | ||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Newmark Security plc | ||||
| b) | LEI | 213800CL2XGDB1YCLM67 | ||||
| 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 | Options over ordinary shares of 5p each in Newmark Security plc
Identification code (ISIN) for Newmark Security plc ordinary shares: GB00BNYM9W73 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
n/a n/a | ||||
| e) | Date of the transaction | 20 June 2022 | ||||
| f) | Place of the transaction | Outside a trading venue - grant of options | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Nicholas Shannon | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Managing Director, Safetell (PDMR) | ||||
| b)
| Initial notification /Amendment | Initial notification | ||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Newmark Security plc | ||||
| b) | LEI | 213800CL2XGDB1YCLM67 | ||||
| 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 | Options over ordinary shares of 5p each in Newmark Security plc
Identification code (ISIN) for Newmark Security plc ordinary shares: GB00BNYM9W73 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
n/a n/a | ||||
| e) | Date of the transaction | 20 June 2022 | ||||
| f) | Place of the transaction | Outside a trading venue - grant of options | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Sean McCrory | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Operations Director, Safetell (PDMR) | ||||
| b)
| Initial notification /Amendment | Initial notification | ||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Newmark Security plc | ||||
| b) | LEI | 213800CL2XGDB1YCLM67 | ||||
| 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 | Options over ordinary shares of 5p each in Newmark Security plc
Identification code (ISIN) for Newmark Security plc ordinary shares: GB00BNYM9W73 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
n/a n/a | ||||
| e) | Date of the transaction | 20 June 2022 | ||||
| f) | Place of the transaction | Outside a trading venue - grant of options | ||||
| Newmark Security plc |
|
| Marie-Claire Dwek, Chief Executive Officer
| Tel: +44 (0) 20 7355 0070 |
| Allenby Capital Limited (Nominated Adviser and Broker) | Tel: +44 (0) 20 3328 5656 |
| James Reeve / Liz Kirchner (Corporate Finance) Amrit Nahal (Sales & Broking) | |
About Newmark Security plc
Newmark is a leading provider of electronic, software and physical security systems that helps organisations protect human capital and provide safe spaces seamlessly and securely.
From our locations in the UK and US, we operate through subsidiary businesses positioned in specialist, high-growth markets.
We foster an open and inclusive work environment amongst our c. 100 employees, serving hundreds of blue-chip customers.
Our product portfolio consists of Human Capital Management and Access Control Systems providing both hardware and software and Physical security installations to various sectors.
Newmark Security plc is admitted to trading on AIM (AIM: NWT).
For more information, please visit: https://newmarksecurity.com/
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