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 a Director and certain 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 granted EMI options to Marie-Claire Dwek over 90,000 new Ordinary Shares (the "CEO Options") in respect of the financial year ended 30 April 2023. The CEO Options are exercisable at 53.5p per option and vest as to 1/3 on 26 July 2024, 1/3 on 26 July 2025 and 1/3 on 26 July 2026. 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 499,242 Ordinary Shares, equivalent to 5.33% of the Company's current issued share capital.
Grant of options to Senior Management
The Company has granted an additional 105,000 options over Ordinary Shares to members of the Group's Senior Management (the "Management Options"), including the following grants to persons discharging managerial responsibilities ("PDMRs"):
| Name | Role | No. Management Options granted | Total no. of options held post grant | % of current issued share capital |
| Colin Leatherbarrow | CTO, Grosvenor | 20,000 | 60,000 | 0.64% |
| Ben Lagden | Commercial Director, Grosvenor | 15,000 | 40,000 | 0.43% |
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 85.6p, being a 60% premium to the closing mid-market price of an Ordinary Share of 53.5p on 25 July 2023, the day before date of grant.
Total options outstanding
In total, the Company has today granted options over 195,000 new Ordinary Shares, representing 2.08% of the Company's current issued share capital. Following the options grants, the Company has a total of 899,242 options outstanding over Ordinary Shares, representing 9.59% 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 | 26 July 2023 | ||||
| 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 | 26 July 2023 | ||||
| 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 | Ben Lagden | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Commercial Director, Grosvenor (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 | 26 July 2023 | ||||
| f) | Place of the transaction | Outside a trading venue - grant of options | ||||
| Newmark Security plc Marie-Claire Dwek, Chief Executive Officer Paul Campbell-White, Chief Financial Officer
| Tel: +44 (0) 20 7355 0070 |
| Allenby Capital Limited (Nominated Adviser and Broker) James Reeve (Corporate Finance) Amrit Nahal, Tony Quirke (Sales & Broking)
| Tel: +44 (0) 20 3328 5656 |
| Yellow Jersey PR Limited (PR & IR) Charles Goodwin / Dominic Barretto | Tel: +44 (0) 203 2004 9512
|
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: www.newmarksecurity.com
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