On March 29, 2021 Hutchison China MediTech Limited ("HUTCHMED") (Nasdaq/AIM: HCM) reported that on March 26, 2021, it granted conditional awards ("LTIP Awards") under the Long Term Incentive Plan adopted by HUTCHMED in 2015 ("LTIP") and share options under the Share Option Scheme adopted by HUTCHMED in 2015 as refreshed in April 2020 (the "Share Option Scheme") (Press release, Hutchison China MediTech, MAR 29, 2021, View Source [SID1234577245]).
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1. Performance-related LTIP Award for the HUTCHMED Financial Year 2021 ("Performance LTIP") – award based on a maximum cash amount, which amount is determined by the achievement of performance targets for the financial year ending 31 December 2021. The performance targets will be determined by the Remuneration Committee of HUTCHMED based on the strategic objectives of HUTCHMED.
The Shares, to be purchased by the Trustee following determination of the cash amount based on actual achievement of performance targets, will then be held by the Trustee until the underlying LTIP Awards are vested. Vesting will occur two business days after the date of announcement of the annual results of HUTCHMED for the financial year ending December 31, 2023. Vesting will also depend upon the continued employment of the award holder with the HUTCHMED group and will otherwise be at the discretion of the Board of Directors of HUTCHMED.
HUTCHMED has granted the following LTIP Awards for the Performance LTIP to the following PDMRs:
Award Holder Maximum amount for the Performance LTIP
Mr Christian Hogg (Executive Director and Chief Executive Officer) US$1,616,538
Mr Johnny Cheng (Executive Director and Chief Financial Officer) US$657,211
Dr Weiguo Su (Executive Director and Chief Scientific Officer) US$1,622,123
An additional 585 employees of HUTCHMED and its subsidiaries have simultaneously been granted LTIP Awards under the Performance LTIP.
2. Share Option Scheme
HUTCHMED granted share options under its Share Option Scheme to 147 employees to subscribe for a total of 8,279,900 Ordinary Shares represented by 1,655,980 American Depositary Shares ("ADSs") (each equating to five Ordinary Shares) subject to the acceptance of the grantee. Details of such share options granted prescribed are as follows:
Date of grant : March 26, 2021
Exercise price of share options granted : US$27.94 per ADS
Number of share options granted : 8,279,900 represented by 1,655,980 ADSs (five share options shall entitle the holder thereof to subscribe for one ADS)
Closing market price of ADSs on the date of grant : US$27.66 per ADS
Validity period of the share options : From March 26, 2021 to March 25, 2031
Among the share options granted, a total of 1,391,800 share options represented by 278,360 ADSs were granted to Mr Christian Hogg, Dr Weiguo Su and Mr Johnny Cheng (Executive Directors of the Company), being persons discharging managerial responsibility under the EU Market Abuse Regulation as follows:-
Grantee Number of share options granted
Mr Christian Hogg (Executive Director and Chief Executive Officer) 868,900 Ordinary Shares represented by 173,780 ADSs
Mr Johnny Cheng (Executive Director and Chief Financial Officer) 240,500 Ordinary Shares represented by 48,100 ADSs
Dr Weiguo Su (Executive Director and Chief Scientific Officer) 282,400 Ordinary Shares represented by 56,480 ADSs
(a) Mr Christian Hogg
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Mr Christian Hogg
2 Reason for the notification
a) Position/status Executive Director and Chief Executive Officer
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Hutchison China MediTech Limited
b) LEI 2138006X34YDQ6OBYE79
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
Option over American Depositary Share (each equating to five Ordinary Shares of US$0.10)
Option over American Depositary Share with ADS ISIN: US44842L1035
b) Nature of the transaction
Grant of options in respect of 868,900 Ordinary Shares represented by 173,780 ADSs under the Share Option Scheme.
The share options granted are exercisable subject to a vesting schedule of 25% on each of the first, second, third and fourth anniversaries of the effective date of grant.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 173,780
d) Aggregated information
— Aggregated volume
— Price N/A
e) Date of the transaction 2021-03-26
f) Place of the transaction Outside a trading venue
(b) Mr Johnny Cheng
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Mr Johnny Cheng
2 Reason for the notification
a) Position/status Executive Director and Chief Financial Officer
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Hutchison China MediTech Limited
b) LEI 2138006X34YDQ6OBYE79
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
Option over American Depositary Share (each equating to five Ordinary Shares of US$0.10)
Option over American Depositary Share with ADS ISIN: US44842L1035
b) Nature of the transaction
Grant of options in respect of 240,500 Ordinary Shares represented by 48,100 ADSs under the Share Option Scheme.
The share options granted are exercisable subject to a vesting schedule of 25% on each of the first, second, third and fourth anniversaries of the effective date of grant.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 48,100
d) Aggregated information
— Aggregated volume
— Price N/A
e) Date of the transaction 2021-03-26
f) Place of the transaction Outside a trading venue
(c) Dr Weiguo Su
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Dr Weiguo Su
2 Reason for the notification
a) Position/status Executive Director and Chief Scientific Officer
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Hutchison China MediTech Limited
b) LEI 2138006X34YDQ6OBYE79
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
Option over American Depositary Share (each equating to five Ordinary Shares of US$0.10)
Option over American Depositary Share with ADS ISIN: US44842L1035
b) Nature of the transaction
Grant of options in respect of 282,400 Ordinary Shares represented by 56,480 ADSs under the Share Option Scheme.
The share options granted are exercisable subject to a vesting schedule of 25% on each of the first, second, third and fourth anniversaries of the effective date of grant
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 56,480
d) Aggregated information
— Aggregated volume
— Price N/A
e) Date of the transaction 2021-03-26
f) Place of the transaction Outside a trading venue