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Ninety One PLC (N91)

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Monday 06 June, 2022

Ninety One PLC

Director/PDMR Shareholding

RNS Number : 8706N
Ninety One PLC
06 June 2022
 

Ninety One Limited
Incorporated in the Republic of South Africa

Registration number 2019/526481/06

Date of registration: 18 October 2019

JSE share code: NY1

ISIN: ZAE000282356

Ninety One plc
Incorporated in England and Wales

Registration number 12245293

Date of registration: 4 October 2019

LSE share code: N91

JSE share code: N91

ISIN: GB00BJHPLV88

 

 

Notification of transactions by relevant Directors, Persons Discharging Managerial Responsibilities and persons closely associated with them, prescribed officers, companies secretaries and associates

 

As part of the dual listed company structure, Ninety One plc and Ninety One Limited (together "Ninety One") notify both the London and Johannesburg Stock Exchanges of those interests (and changes to those interests) of (i) directors of both entities and the respective company secretaries and such persons' respective associates and persons closely associated with them, (ii) prescribed officers and persons discharging managerial responsibilities ("PDMRs") and such persons' respective associates and persons closely associated with them, and (iii) in certain instances the directors and company secretaries of major subsidiaries of Ninety One and such persons' respective associates, in the securities of Ninety One plc and Ninety One Limited which are required to be disclosed under Article 19(1) of the Market Abuse Exit Regulations 2019 ("UK MAR"), the Listing Rules, and the Disclosure Guidance and Transparency Rules of the FCA and/or the JSE Listings Requirements. Clearance was obtained for the below dealing in securities.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Grant Cameron

2

Reason for the notification

a)

Position/status

Director of a major subsidiary of the Company

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Sale of shares following the vesting of forfeitable shares.

c)

 

Price(s) and volume(s)

 

 



 Price(s)

Volume(s)

£2.263983

37,984

 

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

37,984

£2.263983

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.263983

Total value of transaction

£85,995.13

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

David McGillveray

2

Reason for the notification

a)

Position/status

Director of a major subsidiary of the Company

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Take up of shares following the vesting of forfeitable shares.

c)

 

Price(s) and volume(s)

 

 



 Price(s)

Volume(s)

£2.263983

58,164

 

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

58,164

£2.263983

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.263983

Total value of transaction

£131,682.30

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

David McGillveray

2

Reason for the notification

a)

Position/status

Director of a major subsidiary of the Company

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Sale of shares following the vesting of forfeitable shares.

c)

 

Price(s) and volume(s)

 

 



 Price(s)

Volume(s)

£2.263983

56,443

 

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

56,443

£2.263983

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.263983

Total value of transaction

£127,785.99

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

 

On 27 May 2022, the Remuneration Committee of Investec plc and Investec Limited (together "Investec") met and agreed the final vesting outcomes for the long term conditional awards granted to Hendrik du Toit and Kim McFarland on 29 May 2019 under the Investec plc Executive Incentive Plan 2013 (the "Plan"). By virtue of the demerger of Ninety One from Investec in March 2020, a portion of these awards now relate to shares in Ninety One. Accordingly, we advise of the following transactions in shares relating to PDMRs of Ninety One.

 

Award of conditional shares under the Plan

 

As a result of the final vesting outcome determined by the Investec Remuneration Committee, Hendrik du Toit received an additional award of conditional shares which vest equally over a period of five years and are subject to a 12-month retention period after each vesting date.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Hendrik du Toit

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Award of conditional shares for nil consideration.

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

1,120

d)

 

Aggregated information

- Aggregated volume

- Price

 

1,120

Nil

e)

Date of the transaction  

29 May 2022

f)

Place of the transaction

London

 

Award of conditional shares under the Plan

 

As a result of the final vesting outcome determined by the Investec Remuneration Committee, Kim McFarland received an additional award of conditional shares which vest equally over a period of five years and are subject to a 12-month retention period after each vesting date.

.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Kim McFarland

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Award of conditional shares for nil consideration.

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

448

d)

 

Aggregated information

- Aggregated volume

- Price

 

448

Nil

e)

Date of the transaction  

29 May 2022

f)

Place of the transaction

London

 

 

Vesting of shares under the Plan

 

On 29 May 2022, the following shares vested to Hendrik du Toit under the Plan, and remain subject to a 12-month retention period.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Hendrik du Toit

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Take up of shares on vesting of conditional shares.

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

GBP 2.298

28,032

d)

 

Aggregated information

- Aggregated volume

- Price

 

28,032

GBP 2.298

e)

Date of the transaction  

30 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.298

Total value of transaction

£64,417.54

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

Vesting of shares under the Plan

 

On 29 May 2022, the following shares vested to Kim McFarland under the Plan, and remain subject to a 12-month retention period.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Kim McFarland

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Take up of shares on vesting of conditional shares.

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

GBP 2.298

11,217

d)

 

Aggregated information

- Aggregated volume

- Price

 

11,217

GBP 2.298

e)

Date of the transaction  

30 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.298

Total value of transaction

£25,776.67

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

In March 2022, Investec plc and Investec Limited (together, "Investec") proposed a distribution of Ninety One shares to existing Investec shareholders with the Investec shareholders due to receive 0.13751 Ninety One shares for each Investec Ordinary Share that they hold (the "Distribution"). On 31 May 2022, those Ninety One shares were distributed.

 

Distribution of Ninety One plc shares

 

Hendrik du Toit received the following number of Ninety One plc shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Hendrik du Toit

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec plc

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

GBP 2.26

61,817

d)

 

Aggregated information

- Aggregated volume

- Price

 

61,817

GBP 2.26

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.26

Total value of transaction

£139,952.64

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

Kim McFarland received the following number of Ninety One plc shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Kim McFarland

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec plc

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

GBP 2.26

14,015

d)

 

Aggregated information

- Aggregated volume

- Price

 

14,015

GBP 2.26

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.26

Total value of transaction

£31,729.72

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

Khumo Shuenyane received the following number of Ninety One plc shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Khumo Shuenyane

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec plc

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

GBP 2.26

2734

d)

 

Aggregated information

- Aggregated volume

- Price

 

2734

GBP 2.26

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.26

Total value of transaction

£6,178.84

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

Adam Fletcher received the following number of Ninety One plc shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Adam Fletcher

2

Reason for the notification

a)

Position/status

Director of a major subsidiary of the Company

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec plc

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

GBP 2.26

83

d)

 

Aggregated information

- Aggregated volume

- Price

 

83

GBP 2.26

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

£2.26

Total value of transaction

£187.58

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

 

Distribution of Ninety One Limited shares

 

Hendrik du Toit received the following number of Ninety One Limited shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Hendrik du Toit

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One Limited

b)

LEI

2138006NUUFPDXHSUP38

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 no par value

ZAE000282356

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec Limited

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

R43.67

14,402

d)

 

Aggregated information

- Aggregated volume

- Price

 

14,402

R43.67

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

Johannesburg

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

R43.67

Total value of transaction

R628,994.39

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

Kim McFarland received the following number of Ninety One Limited shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Kim McFarland

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One Limited

b)

LEI

2138006NUUFPDXHSUP38

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 no par value

ZAE000282356

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec Limited

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

R43.67

1,037

d)

 

Aggregated information

- Aggregated volume

- Price

 

1,037

R43.67

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

Johannesburg

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

R43.67

Total value of transaction

R45,290.04

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

Adam Fletcher received the following number of Ninety One Limited shares following the Distribution on 31 May 2022.

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Adam Fletcher

2

Reason for the notification

a)

Position/status

Director of a major subsidiary of the Company

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One Limited

b)

LEI

2138006NUUFPDXHSUP38

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 no par value

ZAE000282356

b)

 

Nature of the transaction

 

Off market take up of shares on distribution from Investec Limited

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

R43.67

1418

d)

 

Aggregated information

- Aggregated volume

- Price

 

1418

R43.67

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

Johannesburg

 

In compliance with Rules 3.63 - 3.74 of the JSE Listings Requirements we disclose the following additional information:

 

Price

R43.67

Total value of transaction

R61,924.06

Highest price

N/A

Lowest price

N/A

Nature of interest

Direct beneficial

 

 

 

 

Award of conditional shares following Distribution

 

In respect of unvested Investec plc share awards granted under the Investec plc Executive Incentive Plan 2013 (the "Plan"), additional Ninety One plc conditional shares were granted as a result of the Distribution.

 

Hendrik du Toit was granted an additional 71,701 conditional shares on 31 May 2022. Those conditional shares vest at the same time and subject to the same terms and condition as the initial awards under the Plan.

 

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Hendrik du Toit

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Award of conditional shares for nil consideration.

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

71,701

d)

 

Aggregated information

- Aggregated volume

- Price

 

71,701

Nil

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

 

Kim McFarland was granted an additional 45,091 conditional shares on 31 May 2022. Those conditional shares vest at the same time and subject to the same terms and condition as the initial awards under the Plan.

 

 

 1

Details of the person discharging managerial responsibilities / person closely associated / associate

a)

Legal person

Kim McFarland

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification /Amendment

Initial notification

3

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

a)

Name

Ninety One plc 

b)

LEI

549300G0TJCT3K15ZG14

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 GBP0.0001 each

GB00BJHPLV88

b)

 

Nature of the transaction

 

Award of conditional shares for nil consideration.

c)

 

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

45,091

d)

 

Aggregated information

- Aggregated volume

- Price

 

45,091

Nil

e)

Date of the transaction  

31 May 2022

f)

Place of the transaction

London

 

Date of release: 6 June 2022

JSE Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd

 

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