Hexagon Composites ASA: Mandatory notification of trade – Long Term Incentive program, new awards

Apr 22, 2020 - Stock Exchange Release

The Board of Directors of Hexagon Composites ASA ("Hexagon Composites" or the "Company") has decided to provisionally award up to 3 711 634 Performance Share Units ("PSUs") under a Long-Term Incentive Program (LTIP).

The PSU allocation is in accordance with the Board of Director's compensation policy for the senior executive management. This policy is described in “Declaration to the Annual General Meeting of Hexagon Composites ASA concerning determination of Salary and other remuneration to the CEO and other Management”, which was approved at the Annual General Meeting on 22 April 2020 (the "AGM").

“The long-term incentive program is in accordance with our ambitions as a company. It stretches over a two-year performance period and looks ahead to a Hexagon that weathers the effects of COVID-19 with strong leadership and sound decisions,” says Jon Erik Engeset, CEO Hexagon Group.

The PSUs are non-transferable and will vest in Q1 2023 subject to satisfaction of the applicable vesting conditions. The number of PSUs to be allotted in Q1 2022 will be determined by the company’s achievement of targets in a two-year performance period, 1 January 2020 to 31 December 2021.

The minimum to be attained is 0, while the maximum is 3 711 634. Each vested PSU will give the holder the right to receive one share in the Company at an exercise price corresponding to the par value of the shares being NOK 0.10.

The total number of outstanding options, RSUs and PSUs are now 1 580 000, 149 994 and 4 714 059 respectively.

Of the maximum 3 711 634 provisionally awarded PSUs, maximum 1 740 866 PSUs have provisionally been awarded to primary insiders as listed below:

Primary insider:TitleMax potential PSU awardMin. awardAllotted PSUsHolding OptionsHolding Shares
Baik, SeungPresident Agility Fuel Solutions197 080074 097
Bandele, DavidCFO131 386034 53880 00088 317
Chudzick, HeikoEVP Operations131 386034 53880 000
Engeset, Jon Erik 1Group President & CEO197 080050 717120 000263 554
Griffiths, AndrewCFO Agility131 386049 397
Häberli, FrankVP Business Development49 270012 95280 00065 261
Holum, MortenPresident Hexagon Purus131 3860
Kleschinski, MichaelSVP Hexagon Purus131 386034 53880 00041 044
Krick, DanSVP Organizational Development131 386034 53880 00024 896
Romer, KarenSVP Communications98 5400
Rotevatn, Sindre 2Senior Finance Manager16 4220 7 000
Schimenti, JackPresident Hexagon Mobile Pipeline131 386034 538230 00098 803
Siedlecki, GeorgeCFO Hexagon North America131 386034 53880 00046 010
Stavheim, Skjalg SyltePresident Hexagon Ragasco131 386034 53880 000104 155

For more information:
David Bandele, CFO, Hexagon Composites ASA
Telephone: +47 920 91 483 | david.bandele@hexagongroup.com

Karen Romer, SVP Communications, Hexagon Composites ASA
Telephone: +47 950 74 950 | karen.romer@hexagongroup.com

About Hexagon Composites ASA
Hexagon delivers safe and innovative solutions for a cleaner energy future. Our solutions enable storage, transportation and conversion to clean energy in a wide range of mobility, industrial and consumer applications.

For more information, please visit www.hexagongroup.com

1 199 448 shares are held by Dionysos AS, a company 100% controlled by Jon Erik Engeset.

2 The shares are held by Bonsens AS, a company 100% controlled by Sindre Rotevatn

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act