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Cambridge Cognition Holdings Plc

Cambridge Cognition Holdings Plc Grant of Options

The neuroscience technology company Cambridge Cognition Holdings plc (LON: COG), which develops and markets neuroscience technologies to assess brain health, announces that on 16 April 2019, the Company granted options over a total of 189,000 ordinary shares of 1 pence each in the capital of the Company pursuant to the Company’s EMI option scheme and the Company’s unapproved option scheme.

Of these Options:

– 63,000 were granted to Persons Discharging Managerial Responsibilities on behalf of the Company; and

– 126,000 were granted to other employees of the Company.

60,000 of the Options granted to PDMRs together with 105,000 of the 126,000 Options granted to other employees are exercisable at a price of 72 pence per Ordinary Share from three years following the date of award until the tenth anniversary of the date of award, subject to satisfying the following performance criteria:

– 55% of the Options granted will vest if the average closing mid-market price of an Ordinary Share for the final 10 trading days of 2020 is greater than 150 pence per Ordinary Share. A pro rata sliding scale will apply if the average closing mid-market price of an Ordinary Share for the final 10 trading days of 2020 is between 110 pence and 150 pence per Ordinary Share; and

– 45% of the Options granted will vest if the profit after tax as reported in the audited statutory accounts of the Group for the two financial years ended 31 December 2019 and 31 December 2020 when added together is greater than £nil. Should this requirement not be met, 20% of the total shares granted will vest if the profit after tax as reported in the audited statutory accounts of the Group for the financial year ended 2020 is greater than £nil.

The remaining 24,000 Options (including 3,000 awarded to PDMRs) are exercisable at a price of 1 pence per Ordinary Share from two years following the date of award until the tenth anniversary of the date of award. All of these Options are granted over shares already in issue and held by Cambridge Cognition Trustees Limited on behalf of the Employee Benefit Trust.

Following the grant of Options, the total number of Options outstanding over unissued Ordinary Shares is 973,406, representing approximately 4.03% of the Cambridge Cognition Holdings plc’s issued share capital.

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