Director / PDMR shareholdings

Kainos Group plc

04 June 2026

 

04 June 2026

Kainos Group plc

("Kainos" or the "Company") 

Director / PDMR shareholdings

The Company announces that on 4 June 2026, share awards (the "Awards") approved by the Board of Directors of the Company under the Kainos Group Performance Share Plan (the "PSP Awards"), in the form of nominal value options over Ordinary Shares were awarded to executive directors and executive managers of the Company.  The PSP Awards vest, other than in exceptional circumstances, over a three year period from 4 June 2026 (subject to the provisions of the Executive Director Shareholding Policy).  The performance conditions associated with the PSP Awards are as follows:

(a)     50% of each PSP Award is subject to a performance condition based on the Company's Earnings Per Share ("EPS") Growth measured over the three financial years commencing 1 April 2026.  This portion of the PSP Award will:

·        not vest at all if EPS Growth over the measurement period is less than 5%;

·        vest in respect of 30% if EPS Growth over the measurement period is 5%;

·        vest in full if EPS Growth over the measurement period is 13% or higher;

·    vest proportionately, calculated on a straight-line basis if EPS Growth over the measurement period is higher than 5% but less than 13%.

(b)     30% of each PSP Award is subject to a performance condition based on the Company's Total Shareholder Return ("TSR") performance compared with the FTSE techMARK All-Share index ("Index") measured over the period of three years commencing 1 April 2026.  This portion of the PSP Award will:

·      not vest at all if TSR performance over the measurement period is below the mean average Index ("Initial Vesting Threshold");

·      vest in respect of 30% if the TSR performance is equal to the mean average Index price;

·     vest in full if TSR performance over the measurement period is above the mean average price growth for the FTSE techMARK All-Share index plus four percentage points ("Upper Vesting Threshold");

·        vest proportionately, calculated on a straight-line basis if TSR performance over the measurement period is greater than the Initial Vesting Threshold but less than the Upper Vesting Threshold.

(c)     20% of each PSP Award is subject to performance conditions associated with Kainos being a Responsible Company. This portion of the PSP Award will vest as follows:

·     10% of the award will vest if by 31 March 2029, the latest available Employee        Engagement score equates to 7.7 or better as measured though our employee engagement tool, Peakon, or such equivalent engagement measure as the Committee considers appropriate;

·    10% of the award will vest if by 31 March 2029, there is a reduction in the carbon intensity of Scope 3 greenhouse gas emissions in line with the Science Based Targets Initiative (SBTi) target-setting framework.

Notification and public disclosure of transactions by persons discharging

managerial responsibilities and persons closely associated with them.

(A19 Market Abuse Regulation)

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	Brendan Mooney
2.	Reason for the notification
a.	Position/status	CEO
b.	Initial notification /Amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Kainos Group plc
b.	LEI	213800H2PQMIF3OVZY47
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 £0.005 each KNOS
b.	Nature of the transaction	PSP Share Awards 2026
c.	Price(s) and volume(s)	PSP Award1 Exercise Price(s) Volume(s) £0.005 8,250 1.  Subject to the PSP Awards vesting criteria.
d.	Aggregated information ·      Aggregated volume ·      Price	N/A
e.	Date of the transaction	04-06-26
f.	Place of the transaction	Outside a trading venue

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	Richard McCann
2.	Reason for the notification
a.	Position/status	CFO/COO
b.	Initial notification /Amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Kainos Group plc
b.	LEI	213800H2PQMIF3OVZY47
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 £0.005 each KNOS
b.	Nature of the transaction	PSP Share Awards 2026
c.	Price(s) and volume(s)	PSP Award1 Exercise Price(s) Volume(s) £0.005 34,420 1.  Subject to the PSP Awards vesting criteria.
d.	Aggregated information ·      Aggregated volume ·      Price	N/A
e.	Date of the transaction	04-06-26
f.	Place of the transaction	Outside a trading venue

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	Daniel Kemp
2.	Reason for the notification
a.	Position/status	Digital Services Director
b.	Initial notification /Amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Kainos Group plc
b.	LEI	213800H2PQMIF3OVZY47
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 £0.005 each KNOS
b.	Nature of the transaction	PSP Share Awards 2026
c.	Price(s) and volume(s)	PSP Award1 Exercise Price(s) Volume(s) £0.005 15,361 1.  Subject to the PSP Awards vesting criteria.
d.	Aggregated information ·      Aggregated volume ·      Price	N/A
e.	Date of the transaction	04-06-26
f.	Place of the transaction	Outside a trading venue

1.	Details of the person discharging managerial responsibilities / person closely associated
a.	Name	Malachy Smith
2.	Reason for the notification
a.	Position/status	Products Director
b.	Initial notification /Amendment	Initial
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	Kainos Group plc
b.	LEI	213800H2PQMIF3OVZY47
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 £0.005 each KNOS
b.	Nature of the transaction	PSP Share Awards 2026
c.	Price(s) and volume(s)	PSP Award1 Exercise Price(s) Volume(s) £0.005 17,600 1.  Subject to the PSP Awards vesting criteria.
d.	Aggregated information ·      Aggregated volume ·      Price	N/A
e.	Date of the transaction	04-06-26
f.	Place of the transaction	Outside a trading venue

Ends

For further information, please contact: 

Kainos                                                                                                    via FTI Consulting LLP 
Brendan Mooney, Chief Executive Officer 
Richard McCann, Chief Financial Officer 

Investec Bank plc                                                                                [phone] 
Patrick Robb / Nick Prowting / Arnav Kapoor 

FTI Consulting LLP                                                                                 [phone] 
Dwight Burden / Kwaku Aning 

About Kainos Group plc 
Kainos Group plc is a UK-headquartered provider of sophisticated IT services to major public sector, commercial and healthcare customers and a developer of software applications.  

Our shares are listed on the London Stock Exchange (LSE: KNOS).  

Our expertise spans three divisions: 

Digital Services develops and supports custom digital service platforms, which help customers solve key business problems such as the need to improve their service, reduce costs and increase productivity. 

Workday Services is a respected Workday partner, providing a comprehensive range of services to support customers deploying Workday's Finance, HR and Planning products.  

Workday Products develops proprietary software products that complement Workday, by enhancing our customers' system security and compliance and improving their document generation and storage. 

Our purpose 

Our purpose is to help our customers with their most challenging projects and, together with our partners, help them build the capability to succeed in the digital age. 

Find out more 
You can discover more about us at www.kainos.com

 

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