29 August 2024
Celebrus Technologies plc
Grant of Awards under Long Term Incentive Plan
Celebrus Technologies plc (AIM: CLBS, "the Group", "Celebrus"), the AIM-listed data solutions provider, announces that on 28 August 2024, key employees were granted options over in aggregate 352,476 ordinary shares of two pence each in the Company ("Ordinary Shares").
The employees included Bill Bruno, Chief Executive Officer and Ash Mehta, Chief Financial Officer, for whom awards were made in two tranches as set out below under the terms of the Celebrus Long Term Incentive Plan ("LTIP").
| Director/ PDMR | Position | Tranche A | Tranche B |
| Bill Bruno | Chief Executive Officer | 100,369 | 41,063 |
| Ash Mehta | Chief Financial Officer
| 59,459 | 21,085 |
Vesting of awards in Tranche A is subject to the satisfaction over the three-year period, beginning 1 April 2024, of specified performance conditions, based on the Company's relative Total Shareholder Return (TSR) in respect of half of the award, and growth in Annual Recurring Revenue (ARR) in respect of the other half. Vesting criteria have been set as follows:
· TSR of no less than median performance against the selected benchmark for minimum vesting of 50% of the maximum, with a sliding scale above this level, up to full vesting for top-quartile performance; and
· 15% annual compound growth in ARR to achieve minimum award vesting of 50% of the maximum, with a sliding scale above this level, up to full vesting at 22% compound growth.
Tranche A awards are subject to an exercise price of £0.02 per share.
Tranche B relates to the grant of deferred bonus awards (in lieu of a portion of the cash award) relating to the FY24 Bonus Plan. The award is in the form of an option to acquire shares at an exercise price of £0.02 per share, normally vesting on the 2nd anniversary of grant, subject to continued employment, and as a 'Deferred Bonus Award' is therefore not subject to performance conditions. The Tranche B awards will also benefit from dividend equivalents in accordance with the LTIP Rules.
| Enquiries
Celebrus Technologies plc Bill Bruno, Chief Executive Officer Ash Mehta, Chief Financial Officer
|
+44 (0) 1932 893333 |
| Cavendish (Nominated Adviser & Joint Broker) Julian Blunt / Edward Whiley, Corporate Finance Tim Redfern, Corporate Broking
| +44 (0) 20 7220 0500 |
| Canaccord Genuity (Joint Broker) Simon Bridges / Andrew Potts
| +44 (0) 20 7523 8000 |
About Celebrus Technologies plc
As a disruptive data technology platform, Celebrus is focused on improving the relationships between brands and consumers via better data. Celebrus redefines what digital identity verification means to power both next-level marketing and fraud prevention use cases. Deployed across 30+ countries throughout the financial services, healthcare, retail, travel, and telecommunications sectors, Celebrus automatically captures, contextualizes, and activates consumer behavioral data in live-time across all digital channels. Through the addition of behavioral biometrics and AI, Celebrus empowers brands to detect and prevent fraud before it occurs. To ensure that brands can begin to improve those relationships quickly, Celebrus Cloud activates the Celebrus platform efficiently for brands in a single-tenant, private cloud capacity.
The Group has offices in the UK, USA, and India with key talent in all markets to drive the growth of the business. Celebrus is fully compliant with all major data privacy regulations and the Group is accredited to ISO27001: Information Security Management.
For more information, please see www.celebrus.com .
The relevant notifications set out below are provided in accordance with the requirements of Article 19 of the UK Market Abuse Regulation.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Bill Bruno | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Executive Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Celebrus Technologies Plc | ||||
| b) | LEI | 213800HP3XUS3KTGWT63 | ||||
| 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 2 pence each
ISIN: GB0001351955
| ||||
| b) | Nature of the transaction | Grant of options under the terms of the Celebrus Long Term Incentive Plan ("LTIP") at an exercise price of £0.02 per share | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 28 August 2024 | ||||
| f) | Place of the transaction | Outside of a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Ash Mehta | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Financial Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Celebrus Technologies Plc | ||||
| b) | LEI | 213800HP3XUS3KTGWT63 | ||||
| 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 2 pence each
ISIN: GB0001351955
| ||||
| b) | Nature of the transaction | Grant of options under the terms of the Celebrus Long Term Incentive Plan ("LTIP") at an exercise price of £0.02 per share | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 28 August 2024 | ||||
| f) | Place of the transaction | Outside of a trading venue | ||||
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