Director/PDMR Shareholding

RNS Number : 0995T

National Express Group PLC

22 March 2021

 

NATIONAL EXPRESS GROUP PLC

 ("Company")

Notification of transactions by Persons Discharging Managerial Responsibilities ("PDMR")

The Company provides notification of the following transactions effected on 22 March 2021, relating to the two below named PDMRs and their respective interests in the ordinary shares of nominal value 5p each in the capital of the Company ("Shares") (ISIN: GB0006215205).

The transactions arise in respect of the awards granted on 22 March 2021 to each of Ignacio Garat and Chris Davies of three-year performance conditioned nil-cost options over Shares pursuant and subject to the rules of the Company's Long-Term Incentive Plan ("2021 LTIP Awards" or "Awards") and in accordance with the Company's current Directors' Remuneration Policy.

The Remuneration Committee of the Board determined to follow its usual process and timing of granting the Awards as soon as practicable after the publication of the Company's full year results and by calculating  the number of Shares over which the Awards were made according to the Company's closing share price on the last dealing day prior to the date of grant of the Awards, which was 313.40p on 19 March 2021. The Committee also determined that the level of the Awards as a percentage of salary was appropriate to incentivise executive performance and notes that it retains discretion to adjust the outcome of the vesting of the Awards, upwards or downwards, having regard to all relevant circumstances, including the Company's performance and the Company's shareholders' experience over the three-year performance period. 

Individual PDMR and transaction details are set out in the table below:

Name and position of PDMR	Number of Shares over which the 2021 LTIP Award was granted ¹	Beneficial interest held in Shares following the transaction  2	Total other interest held in Shares following the transaction  3
Ignacio Garat, Group Chief Executive Officer	366,943 shares (200% of salary)	-	-
Chris Davies, Group Chief Financial Officer	271,218 shares (200% of salary)	248,238	706,885

¹ The conversion of the 2021 LTIP Award value (being a percentage of salary as shown) into the number of Shares over which it was granted is based on the closing middle market quotation of a Share on 19 March 2021 (being the business trading day immediately preceding the date of grant) of 313.40 pence per Share. The Award is shown over the maximum number of Shares which can vest.

² Including those held by connected persons.

³ Represents outstanding awards granted under the Company's Executive Deferred Bonus Plan and Long-Term Incentive Plan.

The 2021 LTIP Awards will normally vest on the third anniversary of grant with the actual number of Shares vesting at that time determined based on the Company's achievement of performance targets measured over the three-year financial period ending 31 December 2023 and subject to the Remuneration Committee's discretion as aforesaid. The performance targets, together with their weightings, are summarised in the table below:

Metric	Weighting	Threshold (25% vesting for EPS & TSR, 0% for ROCE and ESG metrics)	Target (50% vesting)	Maximum (100% vesting)
EPS 1,3	25%	25.1p	25.6p	26.3p
ROCE2, 3	25%	8%	9%	11%
Relative TSR 3 vs FTSE 250	12.5%	Median	-	Upper Quintile
Relative TSR 3 vs Bespoke Index 4	12.5%	Equal to Index	-	≥ Index + 10% p.a.
ESG - tCO2e / million passenger kilometre 3	25%	6% reduction in tCO2e /m pass km by 31 December 2023 relative to 2019 base year	7% reduction in tCO2e /m pass km by 31 December 2023 relative to 2019 base year	8% reduction in tCO2e /m pass km by 31 December 2023 relative to 2019 base year

¹ Diluted normalised earnings per share for the financial year ending 31 December 2023 .  

²   Return on capital employed in 2023 for the financial year ending 31 December 2023.

³  For EPS, ROCE and ESG measures, straight-line vesting will occur between threshold and target, and target and maximum levels of  performance. Fo r TSR measures, straight-line vesting will occur between threshold and maximum levels of performance.

⁴  Notional index comprising Go-Ahead Group, First Group and Stagecoach Group.

Additionally, each Award is subject to malus and clawback and to two-year compulsory holding period from the date of vesting (including after cessation of employment), which runs in parallel with a two-year exercise period. A dividend equivalent entitlement will also accrue during the vesting period on any vested Shares and, similarly, on any vested unexercised Shares held during the compulsory holding period. Such entitlements will be satisfied by the Company in shares rather than cash.  

1.	Details of PDMR / PCA
	Full Name	Ignacio Garat
	Position / status	Group Chief Executive Officer, PDMR
	Initial notification / amendment	Initial notification
2.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
	Name		National Express Group PLC
	LEI		213800A8IQEMY8PA5X34
3.	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
	Description of the financial instrument	Ordinary shares of 5p each
	Identification code	GB0006215205
	Nature of the transaction	Award of option over shares under the National Express Group PLC Long-Term Incentive Plan
	Price (s) and volume(s)	Price(s) Volume(s) Total £ n/a 366,943 0.00 Aggregated £ n/a 366,943 0.00
	Date of the transaction	22 March 2021
	Place of the transaction	n/a

4.	Details of PDMR / PCA
	Full Name	Chris Davies
	Position / status	Group Chief Financial Officer, PDMR
	Initial notification / amendment	Initial notification
5.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
	Name		National Express Group PLC
	LEI		213800A8IQEMY8PA5X34
6.	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
	Description of the financial instrument	Ordinary shares of 5p each
	Identification code	GB0006215205
	Nature of the transaction	Award of option over shares under the National Express Group PLC Long-Term Incentive Plan
	Price (s) and volume(s)	Price(s) Volume(s) Total £ n/a 271,218 0.00 Aggregated £ n/a 271,218 0.00
	Date of the transaction	22 March 2021
	Place of the transaction	n/a

This above notice is given in fulfilment of the Company's obligation under DTR 3.1 and Article 19 of the EU Market Abuse Regulation 596/2014.

-  END -

National Express contact and telephone number for enquiries:

Jennifer Myram, Company Secretary

07880 472885

Melanie Travis, Deputy Company Secretary

07990 802678

Notes:

Legal Entity Identifier: 213800A8IQEMY8PA5X34

Classification: 3.1 (with reference to DTR6 Annex 1R)

 

END

 

 

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