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KISTOS HOLDINGS PLC
Remuneration Information • Mar 4, 2025
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Remuneration Information
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National Storage Mechanism | Additional information 
RNS Number : 1787Z
Kistos Holdings PLC
04 March 2025
Kistos Holdings plc
("Kistos" or the "Company")
Grant of Awards under the Kistos Holdings Plc 2021 Equity Incentive Plan (the "Plan")
Under the established Kistos Holdings Plc 2021 Equity Incentive Plan, the following grant of awards have been made, being the LTIP (Long Term Incentive Plan) Awards and Bonus RSU (Restricted Stock Unit) Awards.
Performance-based Restricted Share Unit Awards (the "LTIP Awards")
On 1 March, the Company granted LTIP Awards over a total of 1,691,639 Ordinary Shares under the Plan, including 1,427,124 to the following Executive Directors:
| Executive Director / PDMR | Role | Number of Ordinary Shares over which LTIP Awards are granted |
| Andrew Austin | Executive Chairman | 543,666 |
| Peter Mann | Chief Executive Officer | 475,708 |
| James Thomson | Chief Financial Officer | 407,750 |
The number of Ordinary Shares over which the LTIP Awards were granted was based on a percentage of base salary, converted into a number of Ordinary Shares using a share price of the average mid-market closing share price for the five business days prior to the commencement date (1 January 2025), as derived from the London Stock Exchange daily official list. Shares subject to the Award shall be eligible to vest on the third anniversary of the commencement date.
In summary, the vesting of the LTIP Awards is dependent on continued employment and the achievement of performance conditions against certain Total Shareholder Return (TSR) and strategic targets, tested over a three year performance period from the commencement date.
Bonus Restricted Share Unit Awards (the "Bonus RSU Awards")
The Remuneration Committee has decided to defer a portion of the 2024 bonus outcome, in lieu of cash, into an award to be granted as Bonus RSU Awards.
On 1 March, the Company granted Bonus RSU Awards over a total of 367,685 Ordinary Shares under the Plan, including 252,040 to the following Executive Directors:
| Executive Director / PDMR | Role | Number of Ordinary Shares over which Bonus RSU Awards are granted |
| Andrew Austin | Executive Chairman | 116,123 |
| Peter Mann | Chief Executive Officer | 120,082 |
| James Thomson | Chief Financial Officer | 15,835 |
The number of Ordinary Shares over which the Bonus Awards were granted was based on a proportion of annual bonus, converted into a number of Ordinary Shares using the same methodology as for the LTIP Awards.
The Bonus RSU Awards vest over a two-year period, one-third vesting on the first anniversary of the commencement date and the remaining two-thirds on the second anniversary of the commencement date.
The notifications set out at the end of this announcement, made in accordance with UK MAR, provide further detail in relation to the LTIP Awards and Bonus RSU Awards granted.
Enquiries
| Kistos Holdings plc Andrew Austin / Peter Mann |
via Hawthorn Advisors |
| Panmure Liberum (NOMAD, Joint Broker) James Sinclair-Ford / Dougie McLeod / Mark Murphy |
Tel: 0207 886 2500 |
| Berenberg (Joint Broker) Matthew Armitt / Ciaran Walsh |
Tel: 0203 207 7800 |
| Hawthorn Advisors (Public Relations Advisor) Henry Lerwill / Simon Woods |
Tel: 0203 745 4960 |
| Camarco (Public Relations Advisor) Billy Clegg |
Tel: 0203 757 4983 |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closed associated with them.
The below notifications are made in accordance with the requirements of UK MAR.
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Andrew Austin
Reason for the notification
a)
Position/status
Executive Chairman
b)
Initial Notification Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Kistos Holdings plc
b)
LEI
213800L2ET5KEP3OMV07
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
Ordinary shares of £0.1 each
ISIN: GB00BLF7NX68
b)
Nature of the transaction
Grant of two restricted share unit awards under the Company's 2021 Equity Incentive Plan
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £0 | 543,666 |
| £0 | 116,123 |
d)
Aggregated information
- Aggregated volume
- Price
| Price(s) | Volume(s) |
| £0 | 659,789 |
e)
Date of the transaction
1 March 2025
f)
Place of the transaction
N/A
g)
Additional Information
N/A
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Peter Mann
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
Kistos Holdings plc
b)
LEI
213800L2ET5KEP3OMV07
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
Ordinary shares of £0.1 each
ISIN: GB00BLF7NX68
b)
Nature of the transaction
Grant of two restricted share unit awards under the Company's 2021 Equity Incentive Plan
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £0 | 475,708 |
| £0 | 120,082 |
d)
Aggregated information
- Aggregated volume
- Price
| Price(s) | Volume(s) |
| £0 | 595,790 |
e)
Date of the transaction
1 March 2025
f)
Place of the transaction
N/A
g)
Additional Information
N/A
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
James Thomson
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
Kistos Holdings plc
b)
LEI
213800L2ET5KEP3OMV07
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
Ordinary shares of £0.1 each
ISIN: GB00BLF7NX68
b)
Nature of the transaction
Grant of an option, and two restricted share unit awards under the Company's 2021 Equity Incentive Plan
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £0 | 407,750 |
| £0 | 15,835 |
d)
Aggregated information
- Aggregated volume
- Price
| Price(s) | Volume(s) |
| £0 | 423,585 |
e)
Date of the transaction
1 March 2025
f)
Place of the transaction
N/A
g)
Additional Information
N/A
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