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Zealand Pharma launches long-term incentive program for Zealand’s Corporate Management and employees for 2022 | ||
By: GlobeNewswire - 25 May 2022 | Back to overview list |
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Company announcement – No. 23 / 2022 Zealand Pharma launches long-term incentive program for Zealand’s Corporate Management and employees for 2022 Copenhagen, DK and Boston, MA, May 25, 2022 – Zealand Pharma A/S (“Zealand”) (Nasdaq: ZEAL) (CVR-no. 20 04 50 78), a Copenhagen-based biotechnology company focused on the discovery and development of innovative peptide-based medicines, announces the implementation of an updated long-term incentive program (the “LTIP”) for Zealand’s Corporate Management and employees in accordance with Zealand's Remuneration policy and overall guidelines for incentive pay, as adopted at the annual general meeting held on April 6, 2022. Long-term incentive program Zealand implemented the LTIP to align with select European and U.S. biotech peers, and is intended to drive long-term performance, align management’s interests with those of Zealand’s shareholders, and support the attraction, retention and motivation of first-rate executive talents. RSUs and PSUs With respect to the PSUs, members of the Corporate Management are eligible to receive an annual grant of PSUs free of charge subject to fulfillment of certain predefined performance targets. Consequently,
Depending on the level of fulfillment of the goals the PSUs may vest between 0% and 150%. The grant of RSUs and PSUs under this program will have an estimated fair market value of DKK 33,2 million, based on each RSU having a fair value of DKK 90.7 per share. The value of the RSUs is determined as the closing price of the Company's share on Nasdaq Copenhagen A/S the day prior to the grant. The number of granted RSUs or PSUs may be adjusted by the Board of Directors due to e.g. changes in Zealand's share capital structure or other significant events, subject to obtaining a calculation made by Zealand's auditor or an independent third party. Vested RSUs or PSUs entitle the holder to receive shares in Zealand at no cost, provided the holder's continued employment throughout the vesting period. Each vested RSU equals one share in Zealand while PSUs convert into a number of shares equal to between 0% to 150% of the PSUs, depending on the achievement of the performance targets. Warrants The warrant program is an incentive scheme reflecting Zealand’s objective to attract and retain first-rate employees and to help ensure shared short- and long-term interests for the management and employees with shareholders of Zealand. The 863,156 warrants give the rights to subscribe for up to 863,156 newly issued Zealand shares with a nominal value of DKK 1 each, corresponding to total of 1.98% of Zealand's total outstanding share capital. The exercise price is DKK 90.7, calculated as the closing price of Zealand’s shares on Nasdaq Copenhagen on May 24, 2022. The 229,794 warrants granted to Corporate Management will vest annually in equal tranches over a three year period, and the exercise of the warrants may take place, in whole or in part, in defined time windows from May 25, 2022 up to and including May 25, 2027. The 633,362 warrants granted to the Danish employees will vest at the three-year anniversary of the grant date, and the exercise of the warrants may take place, in whole or in part after the three-year period, in defined time windows from May 25, 2025 up to and including May 25, 2032. The exercise windows for all granted warrants are defined as four times a year during a four-week window following the time of publication of either the Zealand's annual report or quarterly or semi-annual reports (three, six and nine months respectively). The total new warrants granted have a combined market value of DKK 36.3 million calculated on the basis of the Black–Scholes model. The costs of each warrant issued to Corporate Management is DKK 36.65 based on Black-Scholes parameters for Corporate Management grants, which are a volatility of 55.5%, a risk-free interest rate of 0.86% and a share price of DKK 90.7. The cost of the warrants issued to Danish employees is DKK 43.98 based on Black-Scholes parameters for Danish employees, which are a volatility of 48.6%, a risk-free interest rate of 1.2% and a share price of DKK 90.7. For the financial year 2022, the total value of any share-based remuneration, including both PSUs and warrants, cannot exceed 400% of the fixed annual base salary for the CEO and 250% for other members of the Executive Management. # # # About Zealand Pharma A/S Zealand was founded in 1998 in Copenhagen, Denmark, and has presence throughout the U.S. that includes key locations in Boston, and Marlborough (MA). For more information about Zealand’s business and activities, please visit http://www.zealandpharma.com. Forward-Looking Statement For further information, please contact: Zealand Pharma Investor Relations Zealand Pharma Media Relations |
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