ALPHAWAVE IP GROUP PLC
Grant of Awards to Persons Discharging Managerial Responsibilities (PDMRs)
LONDON, United Kingdom and TORONTO, Ontario, Canada 23 October 2024 - Alphawave IP Group plc (LSE: AWE, the "Company" or "Alphawave Semi").
In alignment with what was reported in the 2023 Annual Report, on 25 June 2024 awards of ordinary shares of £0.01 each in the capital of the Company were granted under the Alphawave IP Group plc Long Term Incentive Plan (the "LTIP") to a PDMR of the Company as follows:
| PDMR | Number of shares over which awards were granted | |
|
2024 STIP Bonus | 2024 LTIP Award | |
| Tony Pialis | Maximum opportunity of 150% of salary
| Maximum opportunity of 300% of salary with stretching performance conditions. |
2024 STIP Bonus Deferral Award
The payout of the STIP bonus award will be subject to the achievement of stretching performance targets based on Revenue, EBITDA and Operating Cash Flow. The Remuneration Committee decided to introduce an Operating Cash Flow element this year in response to feedback from shareholders during the consultation exercise. Weighting distribution is based on the business' continued focus on generating revenue, while equally balancing profitability and operating cash flow.
One-third of any bonus will be deferred into shares for a period of two years.
| Measure | Weighting |
| Revenue | 60% |
| Adjusted EBITDA | 20% |
| Operating Cash Flow | 20% |
2024 LTIP Award
As described in the 2023 Annual report and financial statements, the 2024 LTIP Award will be linked to the achievement of stretching performance targets, closely aligned with the creation of value for shareholders. Consistent with previous years, these will be based on three-year Relative Total Shareholder Return ('TSR') (70% weighting) and adjusted EPS growth (30% weighting) performance conditions as summarised in the table below:
| Weighting | Measure / Performance Condition | Index | Threshold | Maximum |
| 35% | Relative TSR | FTSE 250 | Median | Upper Quartile |
| 35% | Relative TSR | FTSE All-World Technology Index | Median | Upper Quartile |
| 30% | Adjusted EPS growth | Not applicable | 10% CAGR | 40% CAGR |
These performance metrics have been selected as appropriate measures, as they align with Alphawave Semi's long-term shareholder interests. The targets were set at a level the Remuneration Committee believes to be appropriately stretching taking into account both internal performance expectations and external analyst forecasts.
The Remuneration Committee has chosen to use TSR as an important measure of value created for our shareholders and measure against the constituents of the FTSE 250, reflecting our UK listing, and against those of the All-World Technology Index, reflecting our sector.
Adjusted EPS means, for any financial year, Alphawave Semi's earnings per share as shown in the Company's accounts for that year, adjusted for one-off expenditure or revenue (such as costs associated with mergers and acquisitions), expenses that vary significantly between periods (such as share-based payments) and expenses that do not relate to Alphawave Semi's operating performance (such as exchange gains or losses). Such adjustments may be made as the Remuneration Committee considers appropriate.
Kim Clear
Company Secretary
Email: cm-alphawave@linkgroup.co.uk
23 October 2024
LEI: 213800ZXTO21EU4VMH37
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