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Icelandair: Granting of Stock Options

Written by Customer Service on . Posted in Public Companies.

The Board of Directors of Icelandair Group has agreed to implement the resolution made at the Company’s Annual General Meeting on 3 March 2022, to introduce a Stock Option Program.

The Company’s Executive Team and other employees at Director level, in total 51 employees, will be granted the right to purchase a total of up to 385,300,000 shares through Stock Option Agreements, thereof 111,000,000 to the Executive Team.

Key terms and conditions of the agreements are as follows:

  • Type of share-based incentive program: Stock options
  • Participants: The Executive Management and other employees at Director level.
  • Vesting time: Three years from the granting date.
  • Exercise period: One year following the three years vesting period. Exercise periods are two per year in April and October for 15 days following the disclosure of the respective Q1 and Q3 financials.
  • Exercise price: The exercise price will be based on the share price in Icelandair Group at closing of NASDAQ Iceland on granting date with the addition of 3% annual interests. The exercise price shall be adjusted for any future dividend payments decided after the granting date.

Other key terms and conditions:

  • Vested stock options which will not be exercised within the exercise periods will lapse.
  • Participants are required to hold shares, corresponding to the net profit gained from the options (after tax) until the following holding requirements are reached, measured in total share value owned as a multiple of annual base salary: CEO 1x, other members of the Executive Team: 0.5x. For other employees: 10% of purchased shares.
  • The options are valid only if the holder is still employed by Icelandair Group or its subsidiaries on the exercise date. The Remuneration Committee can waive this condition under certain circumstances.
  • If a change of control occurs, in accordance with Article 100 of the Icelandic Takeovers Act No. 108/2007, any outstanding stock options shall vest and become exercisable.
  • The Company will not grant any kind of loans or guarantees in relation to the stock option program.
  • Rights and obligations under the stock option program cannot be assigned to a third party.
  • The Company has the option to reclaim, in whole or in part, remuneration that has been based on false, misleading, insufficient or incorrect data, or if the recipient acted in bad faith in respect of other matters, which resulted in too high remuneration or remuneration which would otherwise not have been granted.
  • The Company will issue new shares following the exercise periods corresponding to the total number of exercised shares.

The Company’s cost of the Stock Option Plan is estimated to be around USD 1.1 million over the next 3 years based on the Black-Scholes model. The total number of stock options granted corresponds to 0.94% of the total issued share capital.

Details of the Stock Options granted to Icelandair’s Executive Team:

NamePositionStock options grantedStock options previously grantedShares ownedShares owned by financially related parties
Bogi Nils BogasonPresident & CEO                               22,100,000                               22,100,000 0                                                           23,625,000
Árni HermannssonM.D Aircraft Leasing and Consulting                               12,700,000                               12,700,000                         100,000                                                             7,500,000
Elísabet HelgadóttirChief Human Resources Officer                               12,700,000                               12,700,000 0                                                             8,666,667
Einar Már GuðmundssonM.D Air Freight and Logistics                               12,700,000                               5,500,000                         1,750,000 0
Ívar S. KristinssonChief Financial Officer                               12,700,000                               12,700,000                      4,250,000 0
Rakel ÓttarsdóttirChief Digital Officer 

12,700,000

 

12,700,000

                      2,500,000 0
Sylvía ÓlafsdóttirChief Customer Officer12,700,00012,700,000                         250,000 0
Tómas IngasonChief Revenue Officer12,700,00012,700,000                            57,405                                                             7,500,000

Contact information
Investors: Iris Hulda Thorisdottir, Director Investor Relations. E-mail: iris@icelandair.is
Media: Asdis Petursdottir, Director Communications. E-mail: asdis@icelandair.is

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