Checkit plc
("Checkit" or the
"Group")
Surrender of Existing
Options
Grant of options and PDMR
dealings
Checkit plc (AIM: CKT), the automated
monitoring platform for operational leaders announces that, on 8
July 2024, Kit Kyte, Chief Executive Officer, surrendered for
nominal consideration 1,500,000 options over ordinary shares of 5
pence each ("Ordinary Shares") granted on 25 March 2022
under the Checkit plc 2020 Enterprise Management Incentive
Plan (the "Plan"). On the same day, Mr
Kyte was granted options over 4,000,000 Ordinary Shares under the
Plan.
This surrender and grant of options and the
terms of the Plan were determined by Checkit's Remuneration
Committee following extensive consultation with the Group's
significant shareholders.
The options are subject to the achievement of
performance targets and will vest in four increasing tranches. The
vesting date for the first tranche of options will be 10 business
days after the publication of the audited consolidated accounts of
the Group for the Financial Year ending 31 January 2026 ("FY26")
or, in the Board's absolute discretion, 10 business days after the
publication of the interim accounts for the Group to 31 July 2026.
The vesting date for the other tranches shall follow the same
pattern as the first tranche. Each tranche shall only vest subject
to 'Rule of 40 Targets', 'L/EBIT Targets' and 'Share Price Targets'
being met as follows:
Vesting
period
|
Number of
Ordinary Shares subject to option
|
Rule of 40
Target
|
L/EBIT
Target
|
Share Price
Target*
|
2026
|
400,000
|
10 per cent.
|
(£2.5m)
|
55 pence
|
2027
|
800,000
|
20 per cent.
|
(£0.9m)
|
70 pence
|
2028
|
1,200,000
|
30 per cent.
|
£0.9m
|
85 pence
|
2029
|
1,600,000
|
40 per cent.
|
£3.7m
|
100 pence
|
*average closing price of an Ordinary Share
over a six-month period
The Rule of 40 metric is used commonly in SaaS
companies to measure performance by reference to both profits and
growth and is calculated by adding the ARR Growth % to
the L/EBITDA Margin %.
The options shall lapse (if not exercised) by
30 November 2029.
Following this award, Mr Kyte holds outstanding
options over a total of 5,750,000 Ordinary Shares. 500,000 options
were issued on 9 January 2023 with an exercise price of 23p and
1,250,000 options were issued on 12 March 2024 with an exercise
price of 20p.
The notification below, made in accordance with
the requirements of the UK Market Abuse Regulation, provides
further detail.
Enquiries:
Checkit plc
Keith Daley (Non-executive Chair and
Chairman of Remuneration Committee)
Kit Kyte (Chief Executive
Officer)
Greg Price (Chief Financial and
Operations Officer)
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+44 (0)1223
643313
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Singer Capital Markets (Nominated Adviser &
Broker)
Shaun Dobson / James
Fischer
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+44
(0) 20 7496 3000
|
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|
Tavistock
(Financial PR)
Lulu Bridges / Katie Hopkins / Simon
Hudson
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+44 (0) 20
7920 3150
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1
|
Details of the
person discharging managerial responsibilities/person closely
associated
|
a)
|
Name:
|
Christopher Kyte
|
2
|
Reason for the
notification
|
a)
|
Position/Status:
|
Chief Executive Officer (PDMR)
|
b)
|
Initial Notification/Amendment:
|
Initial Notification
|
3
|
Details of the
issuer, emission allowance market participation, auction platform,
auctioneer or auction monitor
|
a)
|
Name:
|
Checkit Plc
|
b)
|
LEI:
|
213800556WJOWQNT2R68
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4.
|
Details of
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 5 pence each
ISIN GB00B0C5RG72
|
b)
|
Nature of the transaction:
|
Surrender of options over Ordinary Shares of 5
pence
|
c)
|
Price(s) and volume(s):
|
Price(s)
|
Nil
|
Volume(s)
|
1,500,000
|
d)
|
Aggregated information
-
Aggregated volume
-
Price
|
N/A single transaction
|
e)
|
Date of the Transaction:
|
8 July 2024
|
f)
|
Place of the Transaction:
|
Outside a trading venue
|
1
|
Details of the
person discharging managerial responsibilities/person closely
associated
|
a)
|
Name:
|
Kit Kyte
|
2
|
Reason for the
notification
|
a)
|
Position/Status:
|
Chief Executive Officer (PDMR)
|
b)
|
Initial Notification/Amendment:
|
Initial Notification
|
3
|
Details of the
issuer, emission allowance market participation, auction platform,
auctioneer or auction monitor
|
a)
|
Name:
|
Checkit Plc
|
b)
|
LEI:
|
213800556WJOWQNT2R68
|
4.
|
Details of
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 5 pence each
ISIN GB00B0C5RG72
|
b)
|
Nature of the transaction:
|
Grant of options over Ordinary Shares
|
c)
|
Price(s) and volume(s):
|
Price(s)
|
Exercisable at 5 pence per Ordinary
Share
|
Volume(s)
|
4,000,000
|
d)
|
Aggregated information
-
Aggregated volume
-
Price
|
N/A single transaction
|
e)
|
Date of the Transaction:
|
8 July 2024
|
f)
|
Place of the Transaction:
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Outside a trading venue
|