Allergy Therapeutics
plc
("Allergy
Therapeutics" or the "Company")
New Executive Long Term
Incentive Awards and Company-wide Share Option
Awards
3
March 2025 Allergy Therapeutics plc
(AIM: AGY), the fully integrated commercial biotechnology company
specialising in allergy vaccines, announces
that on 28 February 2025 it made new long term incentive awards
(the "New LTIP Awards") to
its senior executive team, including its CEO and CFO, and Company
share option plan (or equivalent for non-UK employees) awards to
all employees (the "Option
Awards") outside the senior executive team.
The Company announced its intention
to make these awards on 21 November 2024 and obtained approval to
amend its 2023 Long Term Share Incentive Plan to make the New LTIP
Awards and the Option Awards at its AGM on 16 December 2024. The
resolution to approve implementation of the awards was approved by
99.7% of votes cast.
New
LTIP Awards
The New LTIP Awards are intended to
incentivise and reward a defined level of share price growth and
shareholder value creation over a five-year period, as the Company
seeks to accelerate the delivery and sales of its immunotherapies.
The remuneration committee of the Company believes that the mix of
remuneration awards will ensure a balance between strong share
price growth and reaching for full operational, commercial and
financial potential.
The maximum aggregate number of
ordinary shares under option pursuant to the New LTIP Awards is
approximately 208 million, representing 4.4% of the Company's
issued share capital.
The New LTIP Awards have been made
in the form of nominal cost options under the 2023 Long Term Share
Incentive Plan. The number of ordinary shares under the New LTIP
Awards granted to the executive directors is set out in the table
below.
|
Name
|
Role
|
Number of options granted over ordinary
shares
|
Number of existing share options held
|
Number of Ordinary Shares
held
|
Percentage of fully diluted share capital
|
|
Manuel Llobet
|
Chief Executive Officer
|
120,000,000
|
17,168,300
|
5,001,200
|
2.51%
|
|
Shaun Furlong
|
Chief Financial Officer
|
12,000,000
|
7,215,097
|
1,507
|
0.34%
|
The New LTIP Awards are subject to a
five-year share price performance target and commercial, financial
and operational performance targets as described below. Subject to
the meeting of the performance conditions, the awards will vest
five years from the date of grant.
The share price performance targets
were set in the context of the share price during the third quarter
of calendar year 2024. The testing period will be the final 60
trading days prior to 28 February 2030 (the "Testing Period"), and
the targets can be summarised as follows:
·
No New LTIP Awards will vest if the volume
weighted average share price for the Testing Period is less than
10p
· 10% of
the New LTIP Awards vest if the volume weighted average share price
for the Testing Period is 10p
·
100% of the LTIP Awards vest if the volume
weighted average share price for the Testing Period is
16p
· If the
volume weighted average share price for the Testing Period is
between 10p and 16p, the New LTIP Awards will vest on a
straight-line basis from 10% to 100%
Additional gateway conditions which
must be achieved for any New LTIP Awards to vest include
partnership deals for product launches, five-year revenue targets
for the period through 30 June 2029 and targets relating to
manufacturing output.
The New LTIP Awards will be subject
to malus and clawback conditions, an overall cap on the value which
can be earned and an overriding Remuneration Committee discretion
to vary the level of vesting to ensure values earned reflect
company performance and the experience of shareholders.
Company Share Option Plan Awards
The Company has also granted the
Option Awards under the company share option plan (or equivalent
for non-UK employees) to all employees outside the senior executive
team. These awards over 100,029,196 Ordinary Shares have an
exercise price of the current market value of 6.8p and a normal
vesting period of three years.
The Option Awards represent, in
aggregate, approximately 2.1% of the Company's issued share
capital.
Related Party Transaction
The issue of the LTIP Awards to
Manuel Llobet and Shaun Furlong are deemed to be related party
transactions pursuant to Rule 13 of the AIM Rules for Companies.
The directors of the Company who are independent of the related
party transaction, being all the directors other than Manuel Llobet
and Shaun Furlong, consider, having consulted with the Company's
nominated adviser, Cavendish, that the terms of the related party
transactions are fair and reasonable insofar as the shareholders of
the Company are concerned.
This announcement contains inside
information for the purposes of the retained UK version of the EU
Market Abuse Regulation (EU) 596/2014 ("UK MAR").
For the purposes of UK MAR, the person
responsible for arranging for the release of this announcement on
behalf of the Company is Shaun Furlong, Chief Financial
Officer.
- ENDS
-
Notes for editors:
About Allergy Therapeutics
Allergy Therapeutics is an
international commercial biotechnology company, headquartered in
the UK, focussed on the treatment and diagnosis of allergic
disorders, including aluminium free immunotherapy vaccines that
have the potential to cure disease. The Group sells proprietary and
third-party products from its subsidiaries in nine major European
countries and via distribution agreements in an additional ten
countries. Its broad pipeline of products in clinical development
includes vaccines for grass, tree, house dust mite and peanut. For
more information, please see www.allergytherapeutics.com.
Allergy Therapeutics
Manuel Llobet, Chief Executive
Officer
Shaun Furlong, Chief Financial
Officer
+44 (0)1903 845 820
Cavendish Capital Markets Limited
(Nominated Adviser and Broker)
Geoff Nash /Giles Balleny/ Seamus
Fricker / Rory Sale
Nigel Birks - Life Science
Specialist Sales
Tamar Cranford Smith -
Sales
+44 (0)20 7220 0500
ICR Healthcare
Mary-Jane Elliott / David Daley /
Davide Salvi
+44 (0)20 3709 5700
allergytherapeutics@icrhealthcare.com
Notification and public disclosure of transactions by
Director/persons discharging managerial responsibilities and
persons closely associated with them
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a)
|
Name
|
Manuel Llobet
|
|
2
|
Reason for the notification
|
|
|
a)
|
Position/status
|
Director of Allergy Therapeutics
Plc.
|
|
b)
|
Initial
notification/Amendment
|
Initial notification
|
|
3
|
Details of the issuer, UK emission allowance market
participant, auction platform or auctioneer
|
|
a)
|
Name
|
Allergy Therapeutics plc
|
|
b)
|
LEI
|
213800PQ7AHK7KGVOE23
|
|
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
|
Ordinary shares of 0.1 pence
each
|
|
b)
|
Nature of the transaction
|
Grant of options
|
|
c)
|
Price(s) and volume(s)
|
Exercise Price per share
|
Number of shares
|
|
£0.001
|
120,000,000
|
|
d)
|
Aggregated information
·
- Aggregated volume
·
- Price
|
See 4c) above
|
|
e)
|
Date of the transaction
|
28 February 2025
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a)
|
Name
|
Dr. Shaun Furlong
|
|
2
|
Reason for the notification
|
|
|
a)
|
Position/status
|
Director of Allergy Therapeutics
Plc.
|
|
b)
|
Initial
notification/Amendment
|
Initial notification
|
|
3
|
Details of the issuer, UK emission allowance market
participant, auction platform or auctioneer
|
|
a)
|
Name
|
Allergy Therapeutics plc
|
|
b)
|
LEI
|
213800PQ7AHK7KGVOE23
|
|
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
|
Ordinary shares of 0.1 pence
each
|
|
b)
|
Nature of the transaction
|
Issue of Ordinary Shares
|
|
c)
|
Price(s) and volume(s)
|
Exercise Price per share
|
Number of shares
|
|
£0.001
|
12,000,000
|
|
d)
|
Aggregated information
·
- Aggregated volume
·
- Price
|
See 4c) above
|
|
e)
|
Date of the transaction
|
28 February 2025
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
