Long-Term Incentive Plan – 2022 – first tranche
vesting
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In accordance with its Long-Term Incentive Program (the “LTIP”)
for employees, management, and board members of Cool Company Ltd.
(the “Company” or “CoolCo”) and its affiliate, the first tranche of
the restricted stock units (“RSUs”) awarded in 2022 vest on
November 30, 2023. The Company anticipates that the shares
underlying the vested RSUs will be issued to grantees on or after
December 7, 2023. At such time, the number of issued shares in the
Company will increase by 14,381 shares to a total number of issued
shares of 53,702,843, with each share having a nominal value of USD
1.00.
As part of the LTIP, RSUs for the following primary insiders of
the Company (the “Primary Insiders”) will vest on November 30,
2023, resulting in the following share issuances:
- Richard Tyrrell: 1,898 shares
- Johannes Boots: 979 shares
Full details of the LTIP are available in the Press Release
issued on November 25, 2022, or in the Company’s 2022 Annual Report
on Form 20-F as filed with the SEC.
LTIP - 2023
Additionally, the Company’s board of directors (the “Board”) has
resolved, in accordance with the LTIP, to authorize options
(“Options”) and RSUs for 2023, as further detailed below.
Pursuant to the LTIP, the Board has resolved to grant a total
number of 74,246 Options and 102,107 RSUs to employees, management
and board members of the Company (equivalent to approximately 0.14%
and 0.19% of the Company's share capital, respectively).
Each Option, when exercised, carries the right to acquire one
share in CoolCo, giving the right to acquire up to an aggregate
74,246 shares. The exercise price for the Options is USD 12.47 per
share. The Options will vest over a period of 3 years, in equal
annual installments, on each of November 29, 2024, November 30,
2025, and November 30, 2026, and will lapse 3 years from the date
of their grant if not exercised.
Pursuant to the LTIP, RSUs vest into shares of the Company. The
RSUs will vest equally in four installments on each of November 29,
2024, November 30, 2025, November 30, 2026 and November 30,
2027.
Share Purchase
Richard Tyrrell, CEO and Director of the Company, has on
December 1, 2023 acquired 2,030 shares in the Company at a price of
USD 12.49 per share.
Primary Insiders
The following Primary Insiders have been granted Options and
RSUs, and purchased shares as per the below:
- Sami Iskander (Director) has been granted 37,123 Options.
Following the grant, Sami Iskander holds 37,123 Options in
CoolCo.
- Joanna Huipei Zhou (Director) has been granted 37,123 Options.
Following the grant, Joanna Huipei Zhou holds 510 shares and 37,123
Options in CoolCo.
- Richard Tyrrell (CEO and Director) has been granted 6,062 RSUs.
Following the vesting of abovementioned RSUs on November 30, 2023,
the new RSU grant and the share purchase, Richard Tyrrell holds
6,313 shares, 11,755 RSUs, and 371,227 Options in CoolCo.
- Johannes Boots (CFO) has been granted 3,278 RSUs. Following the
vesting of abovementioned RSUs on November 30, 2023 and the new RSU
grant, Johannes Boots holds 589 shares, 6,215 RSUs, and 123,742
Options in CoolCo.
Please see the enclosed forms for further details about the
transactions.
ABOUT COOLCO
CoolCo is an LNG Carrier pure play with a balanced portfolio of
short and longer-term charters, the cash flows from which form the
basis of the Company’s quarterly dividend for common shareholders.
In addition to the built-in and funded growth from two newbuilds
scheduled to deliver in the second half of 2024, CoolCo’s strategy
includes ongoing assessment of opportunities for vessel
acquisitions and potential consolidation in a fragmented market
segment. Through its in-house vessel management platform, CoolCo
manages and operates its LNG transportation and infrastructure
assets for a range of the world’s leading companies in addition to
providing such services to third parties. CoolCo benefits from the
scale and stature of Eastern Pacific Shipping and its affiliates,
encompassing CoolCo’s largest shareholder and the owner of one of
the world’s largest independent shipping fleets, which strengthen
the Company’s strategic position with regard to shipyards,
financial institutions, and access to dealflow. CoolCo supports the
world’s decarbonization and energy security needs and has stated
its intention to reduce its emissions by 10-15% through its LNGe
upgrade program, as part of a fleet-wide improvement target of 35%
between 2019 and 2030.
Additional information about CoolCo can be found at
www.coolcoltd.com.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements within
the meaning of the U.S. Private Securities Litigation Reform Act of
1995, including statements with respect to delivery dates of
newbuilds, our strategy, our intention to reduce carbon emissions
and any expected performance of our LNGe upgrade program, emissions
reduction and improvement targets, statements with respect to RSUs
and options, including vesting dates and other non-historical
statements. Forward-looking statements are typically identified by
words or phrases, such as “about”, “believe,” “expect,” “plan,”
“goal,” “target,” “strategy,” and similar expressions or future or
conditional verbs such as “may,” “will,” “should,” “would,” and
“could.” These statements are based on current expectations,
estimates, assumptions and projections and you should not place
undue reliance on them. Forward-looking statements do not guarantee
future performance and involve risks and uncertainties. There are
important factors that could cause our actual results, level of
activity, performance, liquidity or achievements to differ
materially from the ones expressed or implied by these
forward-looking statements. These risks and uncertainties include
risks relating to future industry conditions and other risks
indicated in the risk factors included in CoolCo’s Annual Report on
Form 20-F for the year ended December 31, 2022 and other filings
with the U.S. Securities and Exchange Commission. These
forward-looking statements are made only as of the date of this
document. We do not undertake to update or revise the
forward-looking statements, whether as a result of new information,
future events or otherwise.
This information is subject to the disclosure requirements
pursuant to Section 5-12 the Norwegian Securities Trading Act.
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version on businesswire.com: https://www.businesswire.com/news/home/20231201423197/en/
For further information, please contact: c/o Cool Company Ltd -
+44 207 659 1111 / ir@coolcoltd.com Richard Tyrrell - Chief
Executive Officer John Boots - Chief Financial Officer
Grafico Azioni Cool (NYSE:CLCO)
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