SSH COMMUNICATIONS SECURITY CORPORATION – STOCK EXCHANGE RELEASE – March 27, 2023, AT 12:00 P.M. EEST
Based on the authorization granted by the Annual General Meeting of Shareholders held on 24 March 2023, the Board of Directors of SSH Communications Security Corporation has decided to issue stock options to selected key personnel of the company and to a wholly-owned subsidiary if so separately decided by the Board of Directors, on the enclosed terms and conditions.
The stock options shall be offered in deviation from the shareholders' pre-emptive rights. The stock options shall be issued free of charge.
There is an especially weighty financial ground for the Company, also observing the interests of all the Company’s shareholders, to deviate from the shareholders’ pre-emptive subscription right in the issuance of the stock options (directed share issuance without payment) since the stock options are intended to form part of the incentive and commitment program of the key personnel of SSH Communications Group and to motivate the key personnel to work on a long-term basis to increase shareholder value of the company.
The maximum total number of stock options shall be 980,000, which entitle to subscribe for a total maximum of 980.000 shares of SSH Communications Security Corporation. Each stock option entitles to subscribe for one (1) new share.
The maximum number of shares which may be subscribed with the stock options is approximately 2.3 percent of the company’s shares on a fully diluted basis.
All stock options shall be marked with the symbol 2023A.
The share subscription price for the shares shall be the trade volume weighted average quotation of the Company's share on NASDAQ Helsinki Ltd. during the 30-day trading period preceding the 1st of March 2023 (with said date not included in said period), added by 10%.
From the share subscription price shall be deducted the amount of the dividend and funds distributed through a distribution of funds from the distributable equity fund decided after the end of the period for determination of the share subscription price but before share subscription.
The share subscription price shall, however, always be at least the nominal value of the share.
Out of the share subscription price, the amount equaling the nominal value of the share shall be transferred to the share capital and the exceeding amount to the fund for invested non-restricted equity.
The share subscription period will be from February 23, 2025, to March 31, 2027.
The complete terms and conditions of the Stock Option Plan are attached to this release.
SSH COMMUNICATIONS SECURITY CORPORATION
Board of Directors
For further information, please contact:
Michael Kommonen, CFO, telephone +358 40 183 5836, email michael.kommonen@ssh.com
Distribution:
Nasdaq Helsinki Ltd.
Major media
www.ssh.com
About SSH
SSH is a defensive cybersecurity company that safeguards communications and access between systems, automated applications, and people. We have 5,000+ customers worldwide, including 40 percent of Fortune 500 companies and major organizations in the Finance, Government, Retail, and Industrial segments. We help our customers secure their business in the age of hybrid cloud and distributed IT and OT infrastructures. Our passwordless and keyless Zero Trust solutions reduce costs and complexity while quantum-safe encryption keeps critical connections future-proof. Our teams and partners in North America, Europe, and Asia ensure customer success. The company’s shares (SSH1V) are listed on Nasdaq Helsinki. www.ssh.com.
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