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8 Aug 2018 14:45
Deferred Bonus Plan and Long Term Incentive Plan Option Grants
London, UK - 08 August 2018: Oxford BioMedica plc ("Oxford BioMedica" or the "Company") (LSE:OXB), a leading gene and cell therapy Group announces that on 07 August 2018 nil-cost share options over shares of 50 pence each in the Company were granted to the Senior Executive Team under the Oxford BioMedica 2015 Deferred Bonus Plan ("DBP") and the Oxford BioMedica 2015 Long Term Incentive Plan ("LTIP").
The grant of the share options comprises four types of award, which are: (i) the grant of the Chief Executive Officer's ("CEO") 2018 LTIP award; (ii) the grant of the 2018 LTIP awards to the remainder of the Senior Executive Team; (iii) the grant of the 2018 DBP awards; and (iv) the grant of an award to rectify an error in the 2017 LTIP award granted to the Chief Financial Officer ("CFO") on 25 September 2017.
Name of individual | Title | Number of shares subject to the 2018 DBP award | Number of shares subject to the 2018 LTIP award | Number of shares subject to the 2017 rectification award | Total shares over which options are held (notes 1,2) | Percentage of issued share capital under option |
John Dawson | Chief Executive Officer | 20,586 | 52,555 | - | 593,765 | 0.9% |
Stuart Paynter | Chief Financial Officer | 4,354 | 23,647 | 7,235 | 93,116 | 0.1% |
James Miskin | Chief Technical Officer | 5,156 | 21,022 | - | 163,272 | 0.2% |
Kyriacos Mitrophanous | Chief Scientific Officer | 5,156 | 21,022 | - | 164,332 | 0.2% |
Lisa Giles | Chief Project & Development Officer | - | 17,149 | - | 17,149 | 0.03% |
Nick Page | Chief Operations Officer | - | 22,682 | - | 22,682 | 0.03% |
Helen Stephenson-Ellis | Chief People Officer | - | 13,941 | - | 13,941 | 0.02% |
Jason Slingsby | Chief Business Officer | - | 24,894 | - | 68,929 | 0.1% |
Notes:
1. Includes the grant of awards as described above, including the grant of the 2017 rectification award to Stuart Paynter.
2. Includes the 2014 DBP awards to be met by market purchased shares held by the Oxford BioMedica Employee Trust
Under the terms of the 2015 DBP, the DBP awards will become exercisable as to one third of the shares subject to each award on each of the first three anniversaries of the grant date.
The 2018 LTIP awards are subject to a three year performance period and become exercisable from the third anniversary of the grant date, subject to the satisfaction of a performance condition. The vesting criteria is based on the average closing share price over the five business days immediately preceding the grant date of 903.8p. No vesting will occur if, over the three year vesting period, the compound annual growth rate of the share price is below 10% pa growth (i.e. 33% over 3 years).
The vesting schedule of the CEO's 2018 LTIP award is such that for the achievement of 10% growth over three years, 20% of the award will vest and, if 17.5% pa growth is achieved over the three years (i.e. 63% over the 3 years), 100% of the award will vest, with a linear increment between 20% and 100%.
The vesting schedule of the remainder of the Senior Executive Team is such that, for the achievement of 10% growth over three years, 25% of the award will vest and, if 17.5% pa growth is achieved over the three years (i.e. 63% over the 3 years), 100% of the award will vest, with a linear increment between 25% and 100%.
There will also be a performance underpin, such that the awards would only vest to the extent that the Remuneration Committee considers that the overall performance of the business across the period justifies it. The share price at the third anniversary of the grant date will also be averaged across the three month period immediately preceding the end of the performance period to avoid rewarding for short term spikes in performance. Clawback and malus provisions will apply to the awards.
When calculating the number of share options to be awarded to the CFO upon his appointment in September 2017 an administrative error was made. This led to the CFO being granted with a smaller number of share options than he was in fact entitled to. In order to rectify this administrative error, 7,235 nil-cost share options will be granted to the CFO. These options are subject to the same terms as the original 2017 LTIP award.
The issued share capital of the Company is 65,752,788 ordinary shares of 50 pence each.
The Notification of Dealing Forms set out below are provided in accordance with the requirements of the EU Market Abuse Regulation.
Notification of Dealing Form
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||||||
a) | Name | John Dawson | ||||||||
2. | Reason for the notification | |||||||||
a) | Position/status | Chief Executive Officer
| ||||||||
b) | Initial notification/ amendment | Initial Notification | ||||||||
3. | Details of the Issuer | |||||||||
a) | Name | Oxford BioMedica plc | ||||||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan and Deferred Bonus Plan. No consideration was paid for the grant of awards. | ||||||||
c) | Price(s) and volumes(s) | LTIP Award
DBP Award
| ||||||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 73,141 shares in total
N/A
| ||||||||
e) | Date of the transaction | 2018-08-07 | ||||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||||||||||
a) | Name | Stuart Paynter | ||||||||||||
2. | Reason for the notification | |||||||||||||
a) | Position/status | Chief Financial Officer
| ||||||||||||
b) | Initial notification/ amendment | Initial Notification | ||||||||||||
3. | Details of the Issuer | |||||||||||||
a) | Name | Oxford BioMedica plc | ||||||||||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||||||||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||||||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan and Deferred Bonus Plan. No consideration was paid for the grant of awards. | ||||||||||||
c) | Price(s) and volumes(s) | 2018 LTIP Award
DBP Award
2017 LTIP rectification
| ||||||||||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 35,236 shares in total
N/A
| ||||||||||||
e) | Date of the transaction | 2018-08-07 | ||||||||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||||||||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||||||
a) | Name | James Miskin | ||||||||
2. | Reason for the notification | |||||||||
a) | Position/status | Chief Technical Officer | ||||||||
b) | Initial notification/ amendment | Initial Notification | ||||||||
3. | Details of the Issuer | |||||||||
a) | Name | Oxford BioMedica plc | ||||||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan and Deferred Bonus Plan. No consideration was paid for the grant of awards. | ||||||||
c) | Price(s) and volumes(s) | DBP Award
2018 LTIP Award
| ||||||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 26,178 shares in total
N/A
| ||||||||
e) | Date of the transaction | 2018-08-07 | ||||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||||||
a) | Name | Kyriacos Mitrophanous | ||||||||
2. | Reason for the notification | |||||||||
a) | Position/status | Chief Scientific Officer | ||||||||
b) | Initial notification/ amendment | Initial Notification | ||||||||
3. | Details of the Issuer | |||||||||
a) | Name | Oxford BioMedica plc | ||||||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan and Deferred Bonus Plan. No consideration was paid for the grant of awards. | ||||||||
c) | Price(s) and volumes(s) | DBP Award
2018 LTIP Award
| ||||||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 26,178 shares in total
N/A
| ||||||||
e) | Date of the transaction | 2018-08-07 | ||||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||
a) | Name | Lisa Giles | ||||
2. | Reason for the notification | |||||
a) | Position/status | Chief Project & Development Officer | ||||
b) | Initial notification/ amendment | Initial Notification | ||||
3. | Details of the Issuer | |||||
a) | Name | Oxford BioMedica plc | ||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||
c) | Price(s) and volumes(s) | 2018 LTIP Award
| ||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 17,149 shares in total
N/A
| ||||
e) | Date of the transaction | 2018-08-07 | ||||
f) | Place of the transaction | London Stock Exchange | ||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||
a) | Name | Nick Page | ||||
2. | Reason for the notification | |||||
a) | Position/status | Chief Operations Officer | ||||
b) | Initial notification/ amendment | Initial Notification | ||||
3. | Details of the Issuer | |||||
a) | Name | Oxford BioMedica plc | ||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||
c) | Price(s) and volumes(s) | 2018 LTIP Award
| ||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 22,682 shares in total
N/A
| ||||
e) | Date of the transaction | 2018-08-07 | ||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||
a) | Name | Helen Stephenson-Ellis | ||||
2. | Reason for the notification | |||||
a) | Position/status | Chief People Officer | ||||
b) | Initial notification/ amendment | Initial Notification | ||||
3. | Details of the Issuer | |||||
a) | Name | Oxford BioMedica plc | ||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||
c) | Price(s) and volumes(s) | 2018 LTIP Award
| ||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 13,941 shares in total
N/A
| ||||
e) | Date of the transaction | 2018-08-07 | ||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||
1. | Details of the Person Discharging Managerial Responsibility ("PDMR")/person closely associated with them ("PCA") | |||||
a) | Name | Jason Slingsby | ||||
2. | Reason for the notification | |||||
a) | Position/status | Chief Business Officer | ||||
b) | Initial notification/ amendment | Initial Notification | ||||
3. | Details of the Issuer | |||||
a) | Name | Oxford BioMedica plc | ||||
b) | LEI code | 213800S1GVQNXQ15K851 | ||||
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
Identification code | Ordinary Shares of 50 pence each
ISIN: GB00BDFBVT43 | ||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||
c) | Price(s) and volumes(s) | 2018 LTIP Award
| ||||
d) | Aggregated information - Aggregate volume
- Price
|
Awards granted over 24,894 shares in total
N/A
| ||||
e) | Date of the transaction | 2018-08-07 | ||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||
- Ends -
For further information, please contact:
Oxford BioMedica plc: Tel: +44 (0)1865 783 000
John Dawson, Chief Executive Officer
Stuart Paynter, Chief Financial Officer
Financial PR Enquiries: Tel: +44 (0)20 3709 5700
Consilium Strategic Communications
Mary-Jane Elliott/Matthew Neal/Olivia Manser/Laura Thornton
Notes for editors
About Oxford BioMedica®
Oxford BioMedica (LSE:OXB) is a leading gene and cell therapy group focused on developing life changing treatments for serious diseases. Oxford BioMedica and its subsidiaries (the "Group") have built a sector leading lentiviral vector delivery platform (LentiVector®), which the Group leverages to develop in vivo and ex vivo products both in-house and with partners. The Group has created a valuable proprietary portfolio of gene and cell therapy product candidates in the areas of oncology, ophthalmology and CNS disorders. The Group has also entered into a number of partnerships, including with Novartis, Bioverativ, Sanofi, Axovant, Orchard Therapeutics, GC LabCell and Immune Design, through which it has long-term economic interests in other potential gene and cell therapy products. Oxford BioMedica is based across several locations in Oxfordshire, UK and employs more than 320 people. Further information is available at www.oxfordbiomedica.co.uk
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