| NEWS RELEASE Issued on behalf of Flowtech Fluidpower plc
Immediate Release Monday, 5 June 2023 |
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FLOWTECH FLUIDPOWER PLC
("Flowtech" or the "Company")
Specialist full-service supplier of technical fluid power products and services
Awards under Long-Term Incentive Plan
Flowtech Fluidpower plc, the UK's leading specialist supplier of technical fluid power products, announces that the Board's Remuneration Committee has approved the grant of nil cost options over ordinary shares of 50 pence each (the "2023 Options") under the Company's new Long-Term Incentive Plan ("LTIP"). The LTIP is designed to incentivise the executive directors to deliver value creation for shareholders and ensure alignment with shareholder interests.
On 2 June 2023, 2,345,588 2023 Options, in aggregate, were granted under the LTIP to the executive directors as set out below:
| Director | Number of 2023 Options awarded | 2023 Options as % of current issued share capital | Total options as % of current issued share capital |
| Mike England, CEO | 1,583,333 | 2.6% | 2.6% |
| Russell Cash, CFO | 762,255 | 1.2% | 1.7% |
The vesting of the 2023 Options is subject to Flowtech's share price performance. The awards are in three tranches, which each have different share price hurdles in order to vest in full, being £2.00 for the first tranche (comprising 1,638,970 2023 Options), £2.50 for the second (comprising 423,971 2023 Options) and £3.00 for the third (comprising 282,647 2023 Options). The second tranche of 2023 Options will vest on a straight line basis between a share price of £2.00 and £2.50, with the third tranche vesting on a straight line basis between a share price of £2.50 and £3.00. A third of each tranche will be tested after each of the third, fourth and fifth anniversaries of the commencement of the LTIP scheme and vesting is subject to the discretion of the Remuneration Committee. Ordinary shares from the vesting of the LTIP are subject to a minimum hold period until the fifth anniversary of the commencement of the LTIP and are subject to customary malus and clawback provisions. The above awards to Russell Cash replace LTIP awards previously made to him in 2021 and 2022, which have now been surrendered.
Following implementation of the LTIP, outstanding options represent 7.1% of the Company's issued share capital.
Related party transaction
The granting of awards to the executive directors constitutes a related party transaction pursuant to rule 13 of the AIM Rules for Companies. The Company's Non-Executive Directors, who are not party to the LTIP and are therefore independent directors for these purposes, consider, having consulted with the Company's Nominated Adviser Liberum Capital Limited, that the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.
| ENQUIRIES: |
| Flowtech Fluidpower plc Jamie Brooke, Non-executive Director Mike England, Chief Executive Officer Russell Cash, Chief Financial Officer Tel: +44 (0) 1695 52759 Email: info@flowtechfluidpower.com |
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| Liberum (Nominated adviser and Sole Broker) Richard Lindley / Ben Cryer / Will King Tel: +44 (0) 20 3100 2000 |
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| TooleyStreet Communications (IR and media relations) Fiona Tooley Tel: +44 (0) 7785 703523 or email: fiona@tooleystreet.com |
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 | Mike England | ||
| 2 | Reason for the notification | |||
| a) | Position/status | Chief Executive Officer /PDMR | ||
| b) | Initial notification /Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer, or auction monitor | |||
| a) | Name | FLOWTECH FLUIDPOWER PLC | ||
| b) | LEI | LEI: 213800N68SQY5X5XS290 | ||
| 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 | Ordinary shares of 50 pence each | ||
| Identification code | GB00BM4NR742 | |||
| b) | Nature of the transaction | Grant of options over ordinary shares (LTIP) | ||
| c) | Price(s) and volume(s) | | Price: Nil Volume: 1,583,333 | |
| d)
| Aggregated information | | ||
| - Aggregated volume - Price | N/a - single transaction | |||
| e) | Date of the transaction | 2 June 2023 | ||
| f) | Place of the transaction | Off market transaction | ||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||
| a) | Name | Russell Cash | ||
| 2 | Reason for the notification | |||
| a) | Position/status | Chief Financial Officer/PDMR | ||
| b) | Initial notification /Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer, or auction monitor | |||
| a) | Name | FLOWTECH FLUIDPOWER PLC | ||
| b) | LEI | LEI: 213800N68SQY5X5XS290 | ||
| 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 | Ordinary shares of 50 pence each | ||
| Identification code | GB00BM4NR742 | |||
| b) | Nature of the transaction | Grant of options over ordinary shares (LTIP) | ||
| c) | Price(s) and volume(s) | | Price: Nil Volume: 762,255 | |
| d)
| Aggregated information | | ||
| - Aggregated volume - Price | N/a - single transaction | |||
| e) | Date of the transaction | 2 June 2023 | ||
| f) | Place of the transaction | Off market transaction | ||
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