News
Informationon the new remuneration policy under the ESOP and the conclusion of a call option
2022.05.24.
The AutoWallis Nyilvánosan Működő Részvénytársaság (registered seat: 1055 Budapest, Honvéd utca 20., corporate registry number: 01-10-047350, hereinafter referred to as “Company”) in accordance with Article 55 of Act CXX of 2001 on Capital Market and Annex 4 of Decree No. 24/2008 (VIII. 15.) PM of the Minister of Finance informs its investors of the following.
The Company, as the founder of the AutoWallis Employee Share Ownership Programme Organisation (registered seat: 1055 Budapest, Honvéd utca 20.), adopted the “2022 Remuneration Policy” (hereinafter referred to as “2022 Remuneration Policy”) on 21 April 2022 as part of the AutoWallis Employee Share Ownership Programme (hereinafter referred to as “ESOP”).
The Board of Directors of the Company, by Board Resolution No. 2/2022 (IV. 21.), adopted at its meeting held on 21 April 2022, has determined the material terms of the 2022 Remuneration Policy as follows:
a) The financial instrument that can be acquired under the 2022 Remuneration Policy is AutoWallis Nyrt. ordinary shares of Series C having the ISIN identifier HU0000164504 (hereinafter referred to as “Financial Instrument”).
b) Date of launch of the 2022 Remuneration Policy is 21 April 2022.
c) The duration of 2022 Remuneration Policy is 24 months.
d) Certain specified executives and employees of the Company and of other companies under the direct or indirect majority control of the Company are eligible to participate in the 2022 Remuneration Policy.
e) The total amount of the 2022 Remuneration Policy is 1,638,650 pcs Financial Instruments, i.e. this amount of Financial Instruments may be allocated to participants if the condition set out in the 2022 Remuneration Policy is met.
f) Financial Instruments will be provided by the Company to the AutoWallis Employee Share Ownership Programme Organisation (hereinafter referred to as “ESOP Organisation”) as set out below:
i. the Financial Instruments are transferred by the Company to the ESOP Organisation as non-monetary contribution, and/or
ii. the Company grants to the ESOP Organisation call options set out in the Statutes of the ESOP Organisation, which may be used by the ESOP Organisation solely to acquire Financial Instruments that may be acquired under the 2022 Remuneration Policy, and/or
iii. the Company provides an appropriate monetary contribution to the ESOP Organisation in one or more instalments, which may be used by the ESOP Organisation solely for the acquisition of Financial Instruments that may be acquired under the 2022 Remuneration Policy,
iv. any combination of the methods described in (i) to (iii).
Should the Company launch a new remuneration policy within the framework of the ESOP in the future, it will duly inform the investors.
A call option agreement was concluded between the Company and the ESOP Organisation on 23 May 2022 in relation to the 2022 Remuneration Policy. The subject of the call option under the agreement is for up to 1 638 650 pcs AutoWallis ordinary shares. The deadline for exercising the call option: two years from the date the option is opened. If the call option is exercised, the purchase price is equal to the closing price on the last stock exchange trading day prior to the exercise of the call option.
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