Long Term Incentive Plan Awards

RNS Number : 5868U
Personal Group Holdings PLC
07 April 2021
 

 

07 April 2021

Personal Group Holdings Plc

("the Company" or "Group")

 

Long Term Incentive Plan Awards

 

Personal Group Holdings Plc (AIM: PGH), the technology-enabled employee benefits and services provider, announces the grant of share awards under the Personal Group Holdings Plc 2021 Long Term Incentive Plan (the "LTIP"). The LTIP has been established in order to reward and incentivise the senior executives to deliver sustainable growth for the Company and to create material value for shareholders.

 

The 2021 Plan replaces the LTIP that Personal Group has had in place since 2012 and which expired early 2020. The awards are in the form of an option over ordinary shares in the Company, which vest subject to the achievement of certain performance criteria and which have a nominal value exercise price of £0.05 per share (the "Awards").

 

The vesting of the Awards is subject to the satisfaction of performance conditions assessed over the three financial years ending 31 December 2023. Once vested, the options may be exercised at any time until the tenth anniversary of the Award date. The Awards are subject to claw back and malus provisions.

 

Performance conditions

 

The Awards are subject to attainment of targets over three areas:

 

Total shareholder return - 50% of Award, with 25% vesting at achievement of threshold target, 100% vesting at maximum target, and a linear sliding scale between 25% and 100%.

EBITDA - 35% of Award, with 25% vesting at achievement of threshold 3-year cumulative target, 100% vesting at maximum target, and a linear sliding scale between 25% and 100%.

ESG Measures - 15% of Award, with 100% vesting where the Remuneration Committee ascertains that all performance measures have been adequately met.

 

The core performance measures underpinning the vesting of awards under the LTIP are the delivery of at least 7% per annum cumulative TSR growth up to a maximum of 15% TSR for full vesting, and EBITDA of at least £27m up to a maximum of £35m, in aggregate over the three financial years ending 31 December 2023. The ESG targets relate to reducing CO2 usage, having a positive social impact on the communities where the Group trades and continuing to ensure robust governance.

 

On 6 April 2021, Awards were granted to the following individuals:

 

PDMR

Number of options over ordinary shares subject to Award

Deborah Frost - Chief Executive

206,047

Sarah Mace - Chief Financial Officer

62,438

Ashley Doody - Chief Information Officer

49,951

Rebekah Tapping - Group HR Director

49,951

Karen Thornley - Chief Commercial Officer

49,951

Richard Thompson - MD Let's Connect

49,951

 

In addition to the Awards detailed above, on 6 April 2021 a further award of 29,615 options over ordinary shares was granted to Deborah Frost. These options will vest on 31 March 2022 and have no performance conditions attached to them other than the requirement for Deborah to remain with the Group on the date of vesting. In July 2020, the Remuneration Committee approved that the award, which had an equivalent value of £75,000 at that time, be made to Deborah once the new LTIP mechanism had been established, in recognition of her contributions since joining the Group. These will also be in the form of nil cost options.

 

Personal Group recognises the importance of rewarding all its employees for their contributions and has several broader incentivisation schemes in place in addition to the above, including a Company Share Option Scheme.

 

The Grant of the Awards constitutes a related party transaction for the purposes of AIM Rule 13. The independent directors consider, having consulted with the Company's nominated adviser, that the terms of the transaction are fair and reasonable insofar as its shareholders are concerned.

 

Further detail is provided below in accordance with Article 19.3 of the EU Market Abuse Regulation.

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Deborah Frost

2

 

Reason for the notification

 

a)

 

Position/status

Chief Executive Officer

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Options over ordinary shares of 5p each

 

 

 ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each pursuant to Company's long term incentive plan

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

206,047

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Sarah Mace

2

 

Reason for the notification

 

a)

 

Position/status

Chief Financial Officer

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Grant of options over ordinary shares of 5p each

 

 ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each pursuant to Company's long term incentive plan

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

62,438

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Ashley Doody

2

 

Reason for the notification

 

a)

 

Position/status

Chief Information Officer

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Options ordinary shares of 5p each

 

 

 ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each pursuant to Company's long term incentive plan

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

49,951

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

   

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Rebekah Tapping

2

 

Reason for the notification

 

a)

 

Position/status

Group HR Director

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Options over ordinary shares of 5p each

 

ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each pursuant to Company's long term incentive plan

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

49,951

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Karen Thornley

2

 

Reason for the notification

 

a)

 

Position/status

Chief Commercial Officer

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Options over ordinary shares of 5p each

 

 ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each pursuant to Company's long term incentive plan

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

49,951

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Richard Thompson

2

 

Reason for the notification

 

a)

 

Position/status

Managing Director, Let's Connect

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Options over ordinary shares of 5p each

 

 ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each pursuant to Company's long term incentive plan

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

49,951

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

a)

 

Name

Deborah Frost

2

 

Reason for the notification

 

a)

 

Position/status

Chief Executive Officer

b)

 

Initial notification / Amendment

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

Personal Group Holdings Plc

b)

 

LEI

 

213800TN8BH2YYWAH345

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

 

Options over ordinary shares of 5p each

 

 ISIN: GB0002760279 

b)

 

Nature of the transaction

 

Grant of options over ordinary shares of £0.05 each

c)

 

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

Exercise price of £0.05 per share

 29,615

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 

N/A - single transaction

e)

 

Date of the transaction

6 April 2021

f)

 

Place of the transaction 

Outside a trading venue

 

 

-ENDS-

 

 

For more information please contact:

 

 

Personal Group Holdings Plc

 

Deborah Frost (CEO) / Sarah Mace (CFO)

Via Alma PR

 

 

Cenkos Securities Plc

 

Max Hartley / Callum Davidson (Nomad)

+44 (0)20 7397 8900

Russell Kerr (Sales)

 

 

 

Alma PR

+44 (0)20 3405 0205

Susie Hudson / Caroline Forde / Harriet Jackson

personalgroup@almapr.co.uk 

     

 

 

Notes to Editors

Personal Group Holdings Plc (AIM: PGH) is a digitally-enabled employee benefits and services provider. The Group enables employers across the UK to improve employee engagement and support their people's physical, mental, social and financial wellbeing. Its vision is to create a brighter future for the UK workforce.

Personal Group provides health insurance services and a broad range of employee benefits, engagement and wellbeing products. Many of these services are delivered through its proprietary app, Hapi.

The Group's growth strategy is centred around widening the footprint of the business into the SME, talent-led & Public Sectors, thereby expanding the addressable customer base. In addition, it aims to grow in its existing industrial heartlands, to re-invigorate growth in insurance policyholders and to drive the use of its SaaS offerings.

Clients include: Arsenal FC, Barchester Healthcare, DHL Supply Chain Limited, Merseyrail, Randstad, Royal Mail Group, the Sandwell & Birmingham NHS trust and Stagecoach Group plc. c.40% of clients are served by two or more group companies.

For further information, please see www.personalgroup.com  

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
DSHBIGDSSSGDGBL
UK 100

Latest directors dealings