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2016-05-03 18:45:48 CEST 2016-05-03 18:45:48 CEST Marel hf. - Managers' transactionsMarel hf. - Issuance of Stock OptionsThe Board of Directors of Marel hf. resolved on 3 May 2016 to grant to the members of Marel’s Executive Team up to 2.2 million shares through stock option agreements. The aim of the stock option agreements is to align long-term interests of senior management and of the Company. This is in accordance with the Company’s remuneration policy approved at Marel’s Annual General Meeting in March 2016. The stock options will be granted to all members of the Executive Team, including the CEO. All will receive the same number of options, 180,000, with the exception of the CEO who will receive 360,000. Key terms and conditions of the agreements are as follows: -- The stock option agreements entitle purchase of shares at the base offering price of EUR 1.795 per share [1] that increases annually by 2% (hurdle rate). The exercise price shall be adjusted for any dividend payments made by the Company after the grant date. -- The options are allotted in three layers, so that the first 60% are exercisable in April 2019, the second 20% in April 2020 and the remaining 20% in April 2021. Exercise periods are two per year in April and October subject to disclosure of the Q1 and Q3 financials. Option holders can delay exercise of these options to 2022, when the agreements expire and all unexercised options are cancelled. -- Option holders are required to hold shares in value corresponding to 45% of the gross gain (before tax and brokerage fees) from exercising the options, whilst employed by Marel. The total number of unexercised stock options granted by Marel hf., including this new stock option scheme, currently amounts to 11.5 million shares corresponding to approximately 1.6% of total issued share capital. The Company’s cost of the new share option scheme is estimated to be approximately EUR 660 thousand over the next 5 years based on the option pricing model of Black-Scholes. Details of the share options granted to Marel´s Executive Team: Name Title New Older granted Sharehold Shareholding stock and ing of of option unexercised insider financially s options related parties Árni Chief Executive 360,000 0 64,634 67,235 Oddur Officer Þórðars on Linda Chief Financial 180,000 545,000 62,500 0 Jónsdót Officer tir Anton de Managing Director 180,000 740,000 0 0 Weerd (EVP) Poultry Remko Managing Director 180,000 0 0 5,630,718 Rosman (EVP) Meat Sigurður Managing Director 180,000 425,000 0 0 Ólason (EVP) Fish David Managing Director 180,000 635,000 0 0 Wilson (EVP) Further Processing Árni Executive Vice 180,000 425,000 0 100,000 Sigurðs President Strategy son and Corporate Development Davíð Executive Vice 180,000 485,000 75,000 0 Freyr President Human Oddsson Resources Paul van Executive Vice 180,000 485,000 0 0 Warmerd President Supply am Chain Pétur Executive Vice 180,000 740,000 219,430 0 Guðjóns President son Commercial Viðar Executive Vice 180,000 545,000 0 0 Erlings President son Innovation [1] The exercise price is determined by the closing rate of Marel shares at NASDAQ OMX Iceland hf. on 3 May 2016, i.e. ISK 251.50 per share, calculated with the Central Bank of Iceland EUR/ISK mid-rate on that day; 140.12 |
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