In accordance with TORM plc’s Remuneration Policy adopted by the Annual General Meeting of TORM on 14 April 2021 and the authorization granted at the Annual General Meeting of TORM on 11 April 2024, the Board of Directors have extraordinarily decided to grant certain employees and Executive Director Jacob Meldgaard restricted share unitsin the form of restricted stock options.
The Participants to the Additional Retention Program will be granted a total of 1,293,434 RSUs, and, subject to vesting, each RSU will entitle the holder to acquire one TORM A-share. The strike price for these RSUs is set to one US cent and all the RSUs will vest on 01 October 2028.
In addition to the RSUs granted to the Participants to the Additional Retention Program, Executive Director Jacob Meldgaard will be granted a total of 500,000 RSUs on the same terms.
Holders of the RSUs will have no rights as a shareholder with respect to such RSUs until such time as the RSUs vest, are exercised and TORM A-shares are issued. The RSUs include certain adjustment and acceleration provisions and other terms customary for restricted stock option programs of this nature.
The theoretical market value of the RSU allocation is calculated at USD 40.0m based on the Black-Scholes model. The key assumptions for the calculation of the market value are:
- The strike price and the number of shares will not be adjusted for future TORM dividends paid in the ordinary course of business.
- The volatility of the TORM share is estimated at 42.5%.
- A risk-free rate of 1.91%. As a proxy for the risk-free rate, the yield on a Danish government bond with a matching maturity is applied.
- A share price of DKK 141.25 per A-share at the time of allocation.
The RSU allocation is expected to affect the P&L statement as follows:
| In USDm | 2025 | 2026 | 2027 | 2028 | Total |
| Total | 3.6m | 13.3m | 13.3m | 9.7m | 40.0m |
Further, in March 2023, an Additional Retention Program was granted to certain employees and Executive Director Jacob Meldgaard with a vesting date set to 01 March 2026. This vesting date has been preponed to 07 November 2025.