Director/PDMR Shareholding

Summary by AI BETAClose X

Trustpilot Group PLC announced that on October 1, 2026, Chief Financial Officer Marcus Roy was granted a conditional award of 227,146 ordinary shares under the Long Term Incentive Plan, vesting in October 2029 subject to relative total shareholder return and adjusted earnings per share targets, and a further conditional award of 185,269 ordinary shares under the Restricted Share Plan, vesting in two equal tranches on October 1, 2027, and October 1, 2028. Both awards are subject to continued service and have a post-vesting holding period for the LTIP award.

Disclaimer*

Trustpilot Group PLC
02 October 2026
 

2 October 2026

TRUSTPILOT GROUP PLC

Notification of Transactions by Persons Discharging Managerial Responsibilities ("PDMRs") and Persons Closely Associated with them

Grant of Long Term Incentive Plan and Restricted Share Plan Awards

Long Term Incentive Plan Award

Trustpilot Group plc (the "Company") announces that on 1 October 2026, the following award over ordinary shares of £0.01 each in the Company was granted under the Trustpilot Group plc Long Term Incentive Plan (the "LTIP") to the following person discharging managerial responsibilities:

Participant

Position

 No. of Shares under Award

Marcus Roy

Chief Financial Officer

227,146

 

The award was granted as a conditional award and will ordinarily vest on 1 October 2029, subject to the grantee's continued service and the Remuneration Committee's assessment of the extent to which the award's performance conditions are satisfied.

The vesting of 75 per cent. of such award (the "Relative TSR Part") is subject to the Company's total shareholder return ("TSR") performance over a three-year period that commenced on 1 April 2026 relative to the TSR performance over the same period of the constituents of the FTSE 250 Index (excluding investment trusts and the Company) as at 1 April 2026. One quarter of the Relative TSR Part will vest for median ranking performance, rising on a straight-line basis to full vesting of the Relative TSR Part for upper quartile ranking (or better) relative TSR performance.

The vesting of 25 per cent. of such award (the "EPS Part") is subject to targets set for growth in adjusted earnings per share ("Adjusted EPS"). One quarter of the EPS Part will vest for an Adjusted EPS over the measurement period of 30% compound annual growth rate ("CAGR"), rising on a straight-line basis to full vesting of the EPS Part for an Adjusted EPS over the measurement period of 45% CAGR (or better). 

As an additional condition, a term of the performance conditions include that no part of such LTIP award will vest unless the Remuneration Committee is satisfied as to overall Company performance over the period until vesting, and, as required by the UK Corporate Governance Code, the Remuneration Committee will retain a power to moderate the vesting level of the award if this is appropriate in all of the circumstances, including consideration of shareholder experience.

The award is subject to a two-year post-vesting holding period.

Restricted Share Plan Award

Also on 1 October 2026, the following award over ordinary shares of £0.01 each in the Company was granted under the Trustpilot Group plc Restricted Share Plan (the "RSP") to the following person discharging managerial responsibilities:

Participant

Position

 No. of Shares under Award

Marcus Roy

Chief Financial Officer

185,269

 

The award was granted as a conditional award and will ordinarily vest in two equal annual tranches on 1 October 2027 and 1 October 2028, subject to the grantee's continued service.


The number of shares under both the LTIP and RSP awards was calculated using the three-month average share price to 1 October 2026, being the Remuneration Committee approved date of grants.

The following notifications, made pursuant to Article 19 of the UK Market Abuse Regulation, provide further details.

 

1.

Details of PDMR/person closely associated with them (PCA)

(a)

Name

Marcus Roy

2.

Reason for the notification

(a)

Position/status

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

Trustpilot Group plc

 

(b)

LEI

2138002ILUNMGNPSGG46

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 GBP 0.01 each

 

GB00BNK9TP58

(b)

Nature of the transaction

Grant of a conditional award under the Trustpilot Group plc Long Term Incentive Plan

(c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

227,146

(d)

Aggregated information/Aggregated volume Price

n/a

(e)

Date of the transaction

 2026-10-01

(f)

Place of the transaction

Outside of a trading venue

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 GBP 0.01 each

 

GB00BNK9TP58

(b)

Nature of the transaction

Grant of a conditional award under the Trustpilot Group plc Restricted Share Plan

(c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

185,269

(d)

Aggregated information/Aggregated volume Price

n/a

(e)

Date of the transaction

 2026-10-01

(f)

Place of the transaction

Outside of a trading venue

 

Enquiries:

Trustpilot

Louise Bryant, Head of Investor Relations

+44 (0) 7813 210 809

 

Financial PR

Headland Consultancy

Stephen Malthouse

Rob Walker

Charlie Pepper

+44 (0)73 1136 9861

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