1 July 2024
Cambridge Cognition Holdings plc
("Cambridge Cognition" or the "Company")
Grant of Options
Cambridge Cognition Holdings plc (AIM: COG), which develops and markets digital solutions to assess brain health, announces that on 28 June 2024, the Company granted options (the "Options") over a total of 903,574 ordinary shares of 1 pence each in the capital of the Company ("Ordinary Shares") pursuant to the Company's 2022 Long Term Incentive Plan ("LTIP").
The Options include:
1. Options over 354,421 Ordinary Shares granted to Persons Discharging Managerial Responsibilities ("PDMRs") as follows:
| Name | Role | Number of Ordinary Shares over which Options Granted | Total number of Ordinary Shares over which Options held following Grant | Total number of Ordinary Shares held | Percentage of Current Issued Share Capital Held |
| Matthew Stork | Chief Executive Officer | 192,307 | 1,332,504 | 223,950 | 0.54% |
| Alex Livingstone- Learmonth | Chief Commercial Officer | 115,384 | 115,384 | 10,000 | 0.02% |
| Ricky Dolphin | Chief Technology Officer | 46,730 | 311,589 | 120,584 | 0.29% |
2. Options over 549,153 Ordinary Shares granted to other employees of the Company.
The Options granted to the PDMRs are in each case "performance share awards" that are exercisable at a price of 1 pence per Ordinary Share from three years following the date of award until the tenth anniversary of the date of award, subject to continued service and to the extent to which challenging performance conditions are achieved.
Under the terms of the aforementioned performance conditions, one-half of each of the Options is subject to sliding scale compound annual growth rate targets for adjusted revenue over the three year period ending 31 December 2026, the other half of each of the Options is subject to a sliding scale measure of relative total shareholder performance over a three year period that commenced on the grant of the Options.
The Options granted to other employees of the Company (save for one more performance share award) are exercisable at a price of 1 pence per Ordinary Share from three years following the date of award until the tenth anniversary of the date of award, and will vest subject to continued service (so called 'restricted share awards').
The LTIP has scope to grant both EMI awards and non-EMI awards and was recently adopted by the Board. The terms of the LTIP align to best practice expectations, including leaver terms and malus and clawback provisions.
Following the grant of Options, the total number of options outstanding over unissued Ordinary Shares is 3,383,747 representing approximately 8.22% of the Company's issued share capital.
Enquiries
| Cambridge Cognition Holdings plc | |
| Matthew Stork, Chief Executive Officer Stephen Symonds, Chief Financial Officer | Tel: 01223 810 700 |
| | |
| Panmure Liberum Limited (NOMAD and Joint Broker) | Tel: 020 78862500 |
| Freddy Crossley / Emma Earl / Mark Rogers | (Corporate Advisory) |
| Rupert Dearden | (Corporate Broking) |
| | |
| Dowgate Capital Limited (Joint Broker) David Poutney/ James Serjeant | Tel: 020 3903 7715 (Corporate Broking) |
| | |
| Hudson Sandler (Financial PR and IR) | Tel: 020 7796 4133 |
| Dan de Belder/Hattie Dreyfus | |
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) | Names | Matthew Stork - Chief Executive Officer Alex Livingstone - Learmonth - Chief Commercial Officer Ricky Dolphin - Chief Technology Officer |
| 2. | Reason for the Notification | |
| a) | Position/status | See 1(a) above for positions - all classified as PDMRs of the Company |
| b) | Initial notification/ Amendment | Initial Notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Cambridge Cognition Holdings plc |
| b) | LEI | 213800SZKDIN122EPA96 |
| 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 | In each case, the grant of Options over Ordinary Shares on 28 June 2024
|
| Identification code | GB00B8DV9647 | |
| b) | Nature of the transaction | Grant of Options over Ordinary Shares each with an exercise price of 1 pence per Ordinary Share
|
| c) | Price(s) and volume(s) | Price: n/a Volumes: Matthew Stork - Options over 192,307 Ordinary Shares Alex Livingstone-Learmonth - Options over 115,384 Ordinary Shares Ricky Dolphin - Options over 46,730 Ordinary Shares |
| d) | Aggregated information: · Aggregated volume · Price |
354,421 |
| e) | Date of the transaction | 28 June 2024 |
| f) | Place of the transaction | Outside a trading venue |
About Cambridge Cognition
Cambridge Cognition is a technology company marketing digital health products to better understand, detect and treat conditions affecting brain health. The Company's software products assess cognitive health in patients worldwide to improve clinical trial outcomes, identify and stratify patients early and improve global efficiency in pharmaceutical and healthcare industries.
For further information visit www.cambridgecognition.com
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