Director/PDMR Shareholding

International Distributions Svc PLC

02 August 2023

 

International Distributions Services plc                                  

(Incorporated in England and Wales)

Company Number: 8680755

LSE Share Code: IDS

ISIN: GB00BDVZYZ77

LEI: 213800TCZZU84G8Z2M70

2 August 2023

Notification of Transactions of Directors/Persons Discharging Managerial Responsibility

International Distributions Services plc ("IDS" or the "Company") announces that on 31 July 2023 Directors / Persons Discharging Managerial Responsibility (PDMRs) received and/or were granted share awards under the following existing incentive plans:

-     IDS Long-Term Incentive Plan (LTIP)

-     IDS Deferred Share Bonus Plan (DSBP)

-     GLS LTIP

1.   IDS LTIP Award 2023

The IDS LTIP is designed to incentivise PDMRs to deliver the key long-term priorities relevant for their role, aligned to shareholder and stakeholder interests. Whilst conditional shares are granted now, they are only actually received by the PDMRs if and to the extent the Company achieves, over the next three years, the stretching performance conditions provided for in the LTIP.

The metrics against which the LTIP will be assessed after three years, are below. More information on LTIP performance will be referenced in the Company's 2026 Annual Report and Accounts (ARA).

 

Group Scorecard metrics	Weighting	Threshold (25% Vesting)	Maximum (100% Vesting)
Relative Total Shareholder Return (TSR)	40%	Median	Top Quartile
UK Operating Profit (in 2025-26) (£m)	20%	83	93
UK Trading Cashflow (in 2025-26) (£m)	10%	140	158
GLS EBITA (in 2025-26) (€m)	20%	391	450
GLS Free Cashflow (in 2025-26) (€m)	10%	256	294

The Company's three PDMRs, Martin Seidenberg, Mick Jeavons and Mark Amsden, are entitled to a grant of conditional shares under the LTIP, details of which are set out in the notification of dealing forms below. In addition, as permitted by the IDS Directors' Remuneration Policy (DRP), in his first year as Group Chief Executive Officer (Group CEO), Martin Seidenberg has the opportunity to receive up to a further 100% of his base salary. This element of the LTIP (which was included in the conditional shares granted on 31 July 2023), is based entirely on comparative Total Shareholder Return (TSR); it is subject to the Company achieving a minimum of upper quartile TSR performance, with 0% awarded at 75% and 100% awarded at 90% comparative TSR performance.

If the conditions are met, the earliest release date for the shares will be 31 July 2026. If the conditions are not met or only partly met, then the conditional shares will lapse in whole or in part. Any shares that do vest in 2026 are subject to an additional, mandatory, two-year holding period, making a total period of five years post grant. In addition, Executive Directors are expected to retain any share-based awards until they achieve a shareholding equivalent of 200 per cent of salary, whilst other PDMRs are expected to retain any share-based awards until they achieve a shareholding equivalent of 100 per cent of salary.

No consideration was paid for the grant of the award. For the purposes of this award, the three-day average share price immediately preceding the date of grant of £2.6977 was used.

2.   IDS DSBP Award 2023

Along with most FTSE businesses, IDS operates a Short-Term Incentive Plan (STIP), effectively an annual bonus scheme. The outcome for the 2023 STIP for Executive Directors was set out on page 125 of the Company's 2023 ARA, which disclosed that Martin Seidenberg and Mick Jeavons received a bonus in relation to the performance of GLS and delivering on strategic priorities in FY 2022-23.

The rules of the STIP require participants to defer a third of their earned bonus into shares under the IDS DSBP. As a result, awards under the IDS DSBP were made to the three PDMRs on 31 July 2023. These awards were granted as conditional share awards, the earliest vesting date of which is 31 July 2026.

No consideration was paid for the grant of the award. For the purposes of this award, the three-day average share price immediately preceding the date of grant of £2.6977 was used.

3.   IDS DSBP 2020

The third tranche of an award granted under the IDS DSBP on 24 July 2020 to Mark Amsden (details of which were announced on 24 July 2020), vested on 31 July 2023. No consideration was paid on the vesting of the shares, which were vested net after payment of applicable taxes. Whilst the shares do not have a holding period, Mark is expected to retain any share-based awards until he holds shares equivalent to 100% of base salary.

4.   GLS LTIP 2020

On the 24 July 2020, before he became an Executive Director, the Company announced the grant of conditional shares to Martin Seidenberg, under the GLS LTIP 2020. These shares would vest after three years if and to the extent GLS performed in accordance with the performance criteria in the GLS LTIP.

The GLS LTIP 2020 is referenced at page 126 of the Company's 2023 ARA. Following achievement of performance conditions for GLS over the course of the last three years, Martin Seidenberg received the requisite number of shares, net after payment of applicable taxes.  Whilst the shares do not have a holding period, Martin is expected to retain any share-based awards until he holds shares equivalent to 200% of base salary.

The below notifications, made in accordance with the requirements of the UK Market Abuse Regulation, give further detail.

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mick Jeavons
2	Reason for the notification
a)	Position/status	Group Chief Financial Officer
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Grant of ordinary shares under the International Distributions Services plc Long Term Incentive Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 241,872
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Martin Seidenberg
2	Reason for the notification
a)	Position/status	Chief Executive Officer, GLS
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Grant of ordinary shares under the International Distributions Services plc Long Term Incentive Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 778,440
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mark Amsden
2	Reason for the notification
a)	Position/status	Group General Counsel and Company Secretary
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Grant of ordinary shares under the International Distributions Services plc Long Term Incentive Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 117,513
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mick Jeavons
2	Reason for the notification
a)	Position/status	Group Chief Financial Officer
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Grant of ordinary shares under the International Distributions Services plc Deferred Share Bonus Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 31,067
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Martin Seidenberg
2	Reason for the notification
a)	Position/status	Chief Executive Officer, GLS
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Grant of ordinary shares under the International Distributions Services plc Deferred Share Bonus Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 83,332
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mark Amsden
2	Reason for the notification
a)	Position/status	Group General Counsel and Company Secretary
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Grant of ordinary shares under the International Distributions Services plc Deferred Share Bonus Plan
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 22,183
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mark Amsden
2	Reason for the notification
a)	Position/status	Group General Counsel and Company Secretary
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Vesting of ordinary shares under the International Distributions Services plc Deferred Share Bonus Plan 2020
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 23,552
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Martin Seidenberg
2	Reason for the notification
a)	Position/status	Chief Executive Officer, GLS
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	International Distributions Services plc
b)	LEI	213800TCZZU84G8Z2M70
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of £0.01 each in International Distributions Services plc GB00BDVZYZ77
b)	Nature of the transaction	Vesting of ordinary shares under the GLS Long Term Incentive Plan 2020
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 61,637
d)	Aggregated information - Aggregated volume - Price	N/A N/A
e)	Date of the transaction	31 July 2023
f)	Place of the transaction	Outside a trading venue

Enquiries:

Investor Relations

John Crosse

Email: [e-mail]

Media Relations

Greg Sage

Phone: [phone]

Email: [e-mail]

Royal Mail press office: [e-mail]

Company Secretary

Mark Amsden

Email: [e-mail]

 

END