Long Term Incentive Plan Awards

About this update from Personal Group Holdings Plc

RNS Number : 7202I Personal Group Holdings PLC 20 April 2022     20 April 2022 Personal Group Holdings Plc ("the Company" or "Group")   Grant of awards under the Personal Group Holdings Plc 2022   Long Term Incentive Plan And Notification of transaction by PDMRs   Personal Group Holdings Plc (AIM: PGH), the workforce benefits and services provider, announces the grant of a total of 506,377 share awards under the Personal Group Holdings Plc 2022 Long Term Incentive Plan (the "LTIP") to certain Persons Discharging Managerial responsibilities ("PDMR") as detailed below.   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 2024. 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:   Attainment target % of Awards subject to Attainment Target   Measurement Period Number of Awards that vest if Attainment Target is satisfied Total Shareholder Return ("TSR") 50% 1 January 2022 to 31 December 2024 25% of Award will vest at achievement of threshold target with 100% vesting at maximum target and a linear sliding scale between 25% - 100%   EBITDA 35% 1 January 2022 to 31 December 2024 25% of Award will vest at achievement of threshold cumulative target with the remainder vesting on a linear scale u p to the maximum threshold ESG Measures 15% 1 January 2022 to 31 December 2024 100% vesting where the Remuneration Committee ascertains that 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% for full vesting; a minimum threshold of cumulative EBITDA of £24million and annualised growth of at least 20%, using 2021 as the base period, over the measurement period. The maximum threshold is achieved with a cumulative EBITDA of £29 million or above and annualised growth of at least 20%; and continued improvement on ESG metrics from the 2021 LTIP including reducing CO 2 usage, having a positive social impact on the communities where the Group trades and continuing to ensure robust governance, for example formal stakeholder engagement programmes and ensuring a balanced representation on the Board.   Full details across the Group's ESG targets and performance can be found within the Company's annual report. On 19 April 2022, Awards were granted to the following PDMRs:   PDMR Number of options over ordinary shares subject to Award Deborah Frost - Chief Executive 199,700 Sarah Mace - Chief Financial Officer 84,602 Liam McGrath - Chief Operating Officer 83,208 Julie Stayte - Group People Officer 41,416 Karen Thornley - Chief Commercial Officer 49,475 Richard Thompson - Chief Customer and Product Officer 47,976     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 199,700   d)   Aggregated information - Aggregated volume - Price       N/A - single transaction e)   Date of the transaction 19 April 2022 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 84,602   d)   Aggregated information - Aggregated volume - Price       N/A - single transaction e)   Date of the transaction 19 April 2022 f)   Place of the transaction  Outside a trading venue   1   Details of the person discharging managerial responsibilities / person closely associated a)   Name Liam McGrath 2   Reason for the notification   a)   Position/status Chief Operating 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 83,208   d)   Aggregated information - Aggregated volume - Price       N/A - single transaction e)   Date of the transaction 19 April 2022 f)   Place of the transaction  Outside a trading venue     1   Details of the person discharging managerial responsibilities / person closely associated a)   Name Julie Stayte 2   Reason for the notification   a)   Position/status Group People 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 41,416   d)   Aggregated information - Aggregated volume - Price       N/A - single transaction e)   Date of the transaction 19 April 2022 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 49,475   d)   Aggregated information - Aggregated volume - Price       N/A - single transaction e)   Date of the transaction 19 April 2022 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 Chief Customer and Product 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 47,976   d)   Aggregated information - Aggregated volume - Price       N/A - single transaction e)   Date of the transaction 19 April 2022 f)   Place of the transaction  Outside a trading venue   -ENDS-     For more information please contact: Personal Group Holdings Plc   Deborah Frost / Sarah Mace +44 (0)1908 605 000     Cenkos Securities Plc   Camilla Hume / Callum Davidson (Nominated Adviser) +44 (0)20 7397 8900 Russell Kerr (Sales)     Alma PR   Susie Hudson / Lily Soares Smith / Joe Pederzolli +44 (0)20 3405 0205 [email protected] Notes to Editors Personal Group Holdings Plc (AIM: PGH) is a workforce 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. Its offerings can also be delivered through its proprietary app, Hapi, and the recently developed extension to the platform, Hapiflex. 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, Merseyrail, Randstad, Royal Mail Group, The Royal Mint, the Sandwell & Birmingham NHS Trust, Stagecoach Group plc, and The University of York. 34% of clients are served by two or more group companies. For further information on the Group 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 [email protected] 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. 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