FD Technologies Ltd. — Director's Dealing 2023

Apr 5, 2023

National Storage Mechanism | Additional information

RNS Number : 3867V

FD Technologies PLC

05 April 2023

5 April 2023

FD Technologies plc

("FD Technologies", or the "Group")

LTIP awards

FD Technologies (AIM: FDP.L, Euronext Growth: FDP.I) announces the grant of performance share units ("PSUs") under a Long Term Incentive Plan ("LTIP") designed to recruit and retain the Group's senior leaders, on whose efforts and talents the Group is reliant to build substantial shareholder value over the next three years and beyond.

The LTIP arrangements and the 2023 LTIP grant have been determined by the Remuneration and Talent Committee composed entirely of independent Non-Executive Directors and advised by independent remuneration consultants, Insightory.

PSUs will vest on the achievement of challenging three year performance metrics relevant to each particular business unit. For example, for PSUs in this grant, 100% pay out related to KX performance is based on annual recurring revenue (ARR) in FY26 of more than £200m. All PSU awards are subject to a three-year cliff vesting period from the date of award, with a two-year holding period for Executive Directors. The LTIP arrangements are also subject to typical malus and clawback provisions.

The Remuneration and Talent Committee of the Board approved the 2023 grants to the Executive Directors on 5 April 2023 as follows:

PDMR	Position	PSUs
Seamus Keating	CEO	143,514
Ryan Preston	CFO	38,270
Total		181,784

The PSUs for the CEO and CFO will vest on the achievement of performance metrics linked to the performance of the Group's business units over the three years to 28 February 2026, which metrics are designed to be challenging and to reward value creation.

The PSUs for the CFO and two thirds of the PSUs for the CEO will vest based on:

			Threshold		Maximum
	Metric	Weighting	25% vesting	50% vesting	100% vesting
KX	Combined ARR growth and EBITDA*	65%	88% of target	Target	125% of target
First Derivative	EBITDA	25%	84% of target	Target	115% of target
MRP	EBITDA	10%	83% of target	Target	117% of target

*KX ARR and EBITDA (excluding capitalised development costs) metrics are linked to eliminate the impact of any investment decisions taken during the period, such that overperformance in one metric will reduce the target in the other

The remaining third of the PSUs for the CEO will vest based on Total Shareholder Return (TSR) over the three year period with vesting starting at 25% for 25% TSR appreciation and increasing on a straight line basis up to a maximum of 100%.  

In addition to the award to Directors, a total of 109,672 PSUs have been awarded to other senior leaders in the business units and in the Group's central operations again subject to three-year cliff vesting and performance metrics relevant to their part of the Group. A total of 58,186 Restricted Stock Units ("RSUs") typically vesting annually over the next three years have also been awarded to senior employees. Based on a share price of £17.42, these awards amount to, in aggregate, 349,642 shares (on the assumption that all vest), representing 1.34 per cent of the Group's currently issued and outstanding shares.

Further information regarding the LTIP arrangements and the Group's remuneration framework will be provided in the Group's annual report for the year ended 28 February 2023.

Enquiries

For further information please contact:

FD Technologies plc Seamus Keating, Chief Executive Officer Ryan Preston, Chief Financial Officer Ian Mitchell, Head of Investor Relations	+44(0)28 3025 2242 www.fdtechnologies.com
Investec Bank plc (Nominated Adviser and Broker) Carlton Nelson Virginia Bull	+44 (0) 20 7597 5970
Goodbody (Euronext Growth Adviser and Broker) David Kearney Don Harrington Nick Donovan	+353 1 667 0420
J.P. Morgan Cazenove (Broker) James A. Kelly Mose Adigun	+44 (0) 203 493 8000

About FD Technologies

FD Technologies is a group of data-driven businesses that unlock the value of insight, hindsight and foresight to drive organisations forward. The Group comprises KX, the leading technology for real-time continuous intelligence; First Derivative, which provides technology-led services in capital markets; and MRP, the only enterprise-class, predictive Accounts Based Marketing solution. FD Technologies operates from 14 locations across Europe, North America and Asia Pacific, and employs more than 3,100 people worldwide.

For further information, please visit www.fdtechnologies.com and www.kx.com

1.

Details of PDMR / person closely associated with them ("PCA")

a)

Name

Seamus Keating

2.

Reason for the notification

a)

Position / status

CEO

b)

Initial notification / amendment

Initial Notification

3.

Details of the Issuer

a)

Name

FD Technologies plc

b)

LEI

213800MKQAJ5R7WIU633

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 £0.005

ISIN: GB0031477770 

b)

Nature of the transaction

Grant of Performance Share Units

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	143,514

d)

Aggregated information

-     Aggregated volume

-     Price

N/a - single transaction

e)

Date of the transaction

5th April 2023

f)

Place of the transaction

Outside a trading venue

1.

Details of PDMR / person closely associated with them ("PCA")

a)

Name

Ryan Preston

2.

Reason for the notification

a)

Position / status

CFO

b)

Initial notification / amendment

Initial Notification

3.

Details of the Issuer

a)

Name

FD Technologies plc

b)

LEI

213800MKQAJ5R7WIU633

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 £0.005

ISIN: GB0031477770 

b)

Nature of the transaction

Grant of Performance Share Units

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	38,270

d)

Aggregated information

-     Aggregated volume

-     Price

N/a - single transaction

e)

Date of the transaction

5th April 2023

f)

Place of the transaction

Outside a trading venue

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