Grant of Options and Restricted Stock Units
LONDON, U.K. AND DALLAS, TX, U.S. -Spectral MD Holdings, Ltd. (AIM: SMD), a predictive analytics company with proprietary artificial intelligence (AI) algorithms and optical technology for faster and more accurate treatment decisions in wound care, announces that it has granted options (“Options”) over a total of 1,301,000 common stock of US$0.001 each in the Company (“Common Stock”) to various employees, including a Director and Persons Discharging Managerial Responsibilities (“PDMR”) as detailed below. The Options are granted under the 2018* and 2022** Long Term Incentive Plans (“LTIP”), vest over a three-year period from the date of grant, expire after 10 years and have an exercise price of 35 pence.
In addition, the Company announces that it has granted Restricted Stock Units (“RSUs”) over 600,000 Common Stock to certain Non-Executive Directors. The RSUs are granted under the 2022 Long Term Incentive Plan, vest over a three-year period from the date of grant, are not subject to performance conditions and have no expiration date. Details are as follows:
| Name | Options granted | Date of grant | Exercise price | Vesting period |
| Wensheng Fan, CEO | 915,000 | 12 April 2023 | 35p | 1/3 annually over 3 years |
| Nils Windler, CFO | 200,000 | 12 April 2023 | 35p | 1/3 annually over 3 years |
| Name | RSUs granted | Date of grant | Exercise price | Vesting period |
| Martin Mellish, Non-Executive Chairman | 200,000 | 12 April 2023 | Nil | 50% on first anniversary of grant; 25% on second anniversary; 25% on third anniversary |
| Richard Cotton, Non-Executive Director | 200,000 | 12 April 2023 | Nil | 50% on first anniversary of grant; 25% on second anniversary; 25% on third anniversary |
| Dr. Cynthia Cai, Non-Executive Director | 200,000 | 12 April 2023 | Nil | 50% on first anniversary of grant; 25% on second anniversary; 25% on third anniversary |
*Please refer to the Company’s Admission Document for further information on the terms of the 2018 LTIP
**Please refer to the Company’s announcement dated 1 September 2022 for further information on the terms of the 2022 LTIP
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (‘MAR’). Upon the publication of this announcement via Regulatory Information Service (‘RIS’), this inside information is now considered to be in the public domain.
For further information please contact:
| Spectral MD Holdings, Ltd. | investors.spectralmd.com |
| Wensheng Fan, Chief Executive Officer | via Walbrook PR |
| Nils Windler, Chief Financial Officer | |
| SP Angel Corporate Finance LLP (NOMAD and Joint Broker) | Tel: +44 (0)20 3470 0470 |
| Stuart Gledhill/Harry Davies-Ball (Corporate Finance)Vadim Alexandre/Rob Rees (Sales & Broking) | |
| Stifel Nicolaus Europe Limited (Joint Broker)Charles Hoare / Ben Maddison / Nick Harland /Will Palmer-Brown | Tel: +44 (0)20 7710 7600 |
| Walbrook PR Ltd (Media & Investor Relations) | Tel: +44 (0)20 7933 8780 or spectralMD@walbrookpr.com |
| Paul McManus / Louis Ashe-JepsonAlice Woodings | Mob: +44 (0)7980 541 893 / +44 (0)7747 515 393 +44 (0)7407 804 654 |
About Spectral MD:
We are a dedicated team of forward-thinkers striving to revolutionize the management of wound care by “Seeing the Unknown” ® with our DeepView® Wound Imaging System.
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Wensheng Fan |
| 2. | Reason for the Notification | |
| a) | Position/status | CEO |
| b) | Initial notification/Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Spectral MD Holdings, Ltd |
| b) | LEI | 213800VXW1FVGWTCKL44 |
| 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 | Common Stock of US$0.001 each |
| Identification code | USU8457V1099 | |
| b) | Nature of the transaction | Grant of Options |
| c) | Price(s) and volume(s) | Price(s)Volume(s)1. 35p 915,000 |
| d) | Aggregated information:- Aggregated volume- Price | Price(s)Volume(s) 35p 915,000 |
| e) | Date of the transaction | 12 April 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Nils Windler |
| 2. | Reason for the Notification | |
| a) | Position/status | CFO |
| b) | Initial notification/Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Spectral MD Holdings, Ltd |
| b) | LEI | 213800VXW1FVGWTCKL44 |
| 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 | Common Stock of US$0.001 each |
| Identification code | USU8457V1099 | |
| b) | Nature of the transaction | Grant of Options |
| c) | Price(s) and volume(s) | Price(s)Volume(s)1. 35p 200,000 |
| d) | Aggregated information:- Aggregated volume- Price | Price(s)Volume(s) 35p 200,000 |
| e) | Date of the transaction | 12 April 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Martin Mellish |
| 2. | Reason for the Notification | |
| a) | Position/status | Non-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 | Spectral MD Holdings, Ltd |
| b) | LEI | 213800VXW1FVGWTCKL44 |
| 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 | Common Stock of US$0.001 each |
| Identification code | USU8457V1099 | |
| b) | Nature of the transaction | Grant of Restricted Stock Units |
| c) | Price(s) and volume(s) | Price(s)Volume(s)Nil 200,000 |
| d) | Aggregated information:- Aggregated volume- Price | Price(s)Volume(s) Nil 200,000 |
| e) | Date of the transaction | 12 April 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Richard Cotton |
| 2. | Reason for the Notification | |
| a) | Position/status | Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Spectral MD Holdings, Ltd |
| b) | LEI | 213800VXW1FVGWTCKL44 |
| 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 | Common Stock of US$0.001 each |
| Identification code | USU8457V1099 | |
| b) | Nature of the transaction | Grant of Restricted Stock Units |
| c) | Price(s) and volume(s) | Price(s)Volume(s)Nil 200,000 |
| d) | Aggregated information:- Aggregated volume- Price | Price(s)Volume(s) Nil 200,000 |
| e) | Date of the transaction | 12 April 2023 |
| f) | Place of the transaction | Outside a trading venue |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Dr. Cynthia Cai |
| 2. | Reason for the Notification | |
| a) | Position/status | Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Spectral MD Holdings, Ltd |
| b) | LEI | 213800VXW1FVGWTCKL44 |
| 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 | Common Stock of US$0.001 each |
| Identification code | USU8457V1099 | |
| b) | Nature of the transaction | Grant of Restricted Stock Units |
| c) | Price(s) and volume(s) | Price(s)Volume(s)Nil 200,000 |
| d) | Aggregated information:- Aggregated volume- Price | Price(s)Volume(s) Nil 200,000 |
| e) | Date of the transaction | 12 April 2023 |
| f) | Place of the transaction | Outside a trading venue |