20 February 2025
Mindflair
plc
("Mindflair" or the "Company")
Result of
GM
Issue of
Options
Mindflair plc (AIM: MFAI), the
company investing in next generation technology focused on AI,
announces that at the General Meeting of the Company held earlier
today, all resolutions were duly passed.
As part of the resolutions put to
shareholders, the Company sought shareholder approval for a new
Share Option Scheme which was announced on 22 January 2025 and the
issue of options under that scheme, which was duly passed.
Following shareholder approval, the Company has granted 41,500,000
options, in aggregate, with an exercise price equal to nominal
value of the Company's ordinary shares, over new ordinary shares in
the Company ("Ordinary Shares"), which represent 7.8% of the
Company's current issued share capital. The recipients and
details of the Scheme are set out below:
|
Name
|
Position
|
Options
|
Exercise
Price
|
Maturity
|
|
Nicholas Lee
|
Director
|
28,000,000
|
0.25p
|
22
January 2035
|
|
David Palumbo
|
Non-Executive Director
|
8,500,000
|
0.25p
|
22
January 2035
|
|
Robert Porter
|
Employee
|
5,000,000
|
0.25p
|
22
January 2035
|
Nicholas Lee, a Director of the
Company, has been granted 28,000,000 options over new Ordinary
Shares. These options vest as follows:
·
9,333,333 options have vested following
shareholder approval;
·
9,333,333 options vest upon the Company's share
price increasing to 2.5 pence per Ordinary Share, measured over a
consecutive 5-day period; and
·
the remaining options vest upon the Company's
share price increasing to 4.0 pence per Ordinary Share, measured
over a consecutive 5-day period.
David Palumbo, Non-Executive
Director, and Robert Porter, an employee of the Company, have been
granted 8,500,000 and 5,000,000 options, respectively. These
options vest in three equal tranches subject to time-based
milestones:
·
one third of the options granted have vested
following shareholder approval ("First Tranche");
·
one third of the options granted shall vest on 22
January 2026; and
·
one third of the options granted shall vest on 22
January 2027.
The current grant of options under
the Scheme amounts to 7.8% of the Company's current issued share
capital, although the Scheme will permit the issuance of up to 15%
of the Company's issued share capital under option in the future,
as enlarged from time to time, if required.
Capitalised terms used in this
announcement, unless otherwise defined, shall have the meanings
given to them in the announcement on 22 January 2025.
The Directors of the Company are
responsible for the release of this announcement. The person who
arranged for the release of this information is Nicholas Lee, a
director of the Company.
Enquiries:
|
Mindflair plc
Nicholas Lee, Director
|
Tel: +44 (0) 20 3368 8961
|
|
Nominated Adviser
Cairn Financial Advisers
LLP
Liam Murray/Ludovico
Lazzaretti
|
Tel: +44 (0) 20 7213 0880
|
|
Joint broker
Peterhouse Capital
Limited
Duncan Vasey/Lucy
Williams
|
Tel: +44 (0) 20 7469 0935
Tel: +44 (0) 20 7469 0936
|
|
Joint broker
Shard Capital Partners LLP
Damon Heath
|
Tel: +44 (0) 20 7601 6100
|
Notes to Editors
About Mindflair plc
Mindflair plc (AIM: MFAI) is an
investment company providing investors with access to a portfolio
of next generation technology businesses focused on AI with
significant growth potential.
The Company is building an
investment portfolio of high-tech businesses focused on Artificial
Intelligence, across such areas as Internet of Things, Cyber
Security, Machine Learning, Immersive Technologies and Big Data,
which the Board believes demonstrate evidence of traction and the
potential for exponential growth, due to increasing global demand
for development in these sectors.
For further information, visit:
http://www.mindflair.tech/.
|
Notification of a Transaction pursuant to Article 19(1) of
Regulation (EU) No. 596/2014
|
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a.
|
Name
|
Nicholas Lee
|
|
2
|
Reason for notification
|
|
|
a.
|
Position/Status
|
Director
|
|
b.
|
Initial notification/
Amendment
|
Initial Notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a.
|
Name
|
Mindflair PLC
|
|
b.
|
LEI
|
213800HIDICWXHGZBC82
|
|
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
|
Options over new ordinary shares of
0.25p each
ISIN: GB00BD07SH45
|
|
b.
|
Nature of the transaction
|
Issue of options pursuant to the
Scheme
|
|
c.
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s) per share
|
Volume(s)
|
|
|
0.25p
|
28,000,000
|
|
|
|
|
d.
|
Aggregated information
-
Volume
-
Price
|
|
|
e.
|
Date of the transaction
|
20 February 2025
|
|
f.
|
Place of the transaction
|
London
|
|
Notification of a Transaction pursuant to Article 19(1) of
Regulation (EU) No. 596/2014
|
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a.
|
Name
|
David Palumbo
|
|
2
|
Reason for notification
|
|
|
a.
|
Position/Status
|
Director
|
|
b.
|
Initial notification/
Amendment
|
Initial Notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a.
|
Name
|
Mindflair PLC
|
|
b.
|
LEI
|
213800HIDICWXHGZBC82
|
|
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
|
Options over new ordinary shares of
0.25p each
ISIN: GB00BD07SH45
|
|
b.
|
Nature of the transaction
|
Issue of options pursuant to the
Scheme
|
|
c.
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s) per share
|
Volume(s)
|
|
|
0.25p
|
8,500,000
|
|
|
|
|
d.
|
Aggregated information
-
Volume
-
Price
|
|
|
e.
|
Date of the transaction
|
20 February 2025
|
|
f.
|
Place of the transaction
|
London
|
