Last checked at 15 Jun 2020 16:10
Costain Group PLC("Costain" or "the Company")
Transactions in shares by Persons Discharging Managerial Responsibilities ("PDMRs")
EXERCISE OF NIL COST OPTIONS
(a) Total Beneficial Holding of Shares
Costain announces that, following the exercise of share awards granted under the Company's 2014 Long Term Incentive Plan as detailed in section (b) below, and under the Company's 2014 Share Deferral Plan as detailed in section (c) below, the following Executive Directors held the number of ordinary shares of 50 pence each in the share capital of the Company (the "Shares") as set out in the table below:
Name of Director | Shares held prior to the transactions detailed below | Shares held following the transactions detailed below | Total beneficial interest in Shares following the transactions detailed below in accordance with the Company's Share Ownership Guidelines |
Alex Vaughan | 202,509 | 214,876 | 214,876 |
Tony Bickerstaff | 384,183 | 440,953 | 465,706 # |
# The 23,297 Shares (after estimated reduction for tax and national insurance) relating to the awards made in 2016 under the Company's Long Term Incentive Plan which are no longer subject to performance criteria and are exercisable from 2021 have been adjusted to reflect the capital raising completed on 29 May 2020 to 24,753 Shares (after estimated reduction for tax and national insurance).
(b) Long Term Incentive Plan
On 9 March 2015, awards were granted under the Costain Group PLC 2014 Long Term Incentive Plan to certain Directors and employees of the Company. The awards were granted in the form of options with a nil exercise price over a fixed number of Shares (the "LTIP Awards"). No consideration was paid for the grant of the LTIP Awards. For Tony Bickerstaff, 50% of the LTIP Award vested after three years and the remaining 50% of the LTIP Award became exercisable on 09 March 2020 on the fifth anniversary of the date of grant for a period of ten years from the date of grant.
On 15 June 2020, the Company was advised that Buck Trustees (Guernsey) Limited, as Trustee of the Costain Group Employee Trust, had undertaken the following transaction:
On 12 June 2020, the following Director exercised an LTIP Award to acquire the number of Shares as set out in the table below. As detailed below, the Director concerned sold sufficient Shares to satisfy his income tax and national insurance liability arising on exercise, and retained the remaining Shares.
Name of Director
| Total number of Shares acquired on exercise of LTIP Award | Exercise Price | Number of Shares sold to satisfy Tax and National Insurance Liabilities, such Shares sold at a price per Share of 75.0 pence | Number of Shares retained |
Tony Bickerstaff | 54,291 | Nil | 25,517 | 28,774 |
(c) Share Deferral Plan
On 4 April 2018, awards were granted under the Costain Group PLC 2014 Share Deferral Plan to certain Directors and employees of the Company. The awards were granted in the form of options with a nil exercise price over a fixed number of Shares (the "SDP Awards"). No consideration was paid for the grant of the SDP Awards. The SDP Awards became exercisable on 4 April 2020 for a period of ten years from the date of grant.
On 15 June 2020, the Company was advised that Buck Trustees (Guernsey) Limited, as Trustee of the Costain Group Employee Trust, had undertaken the following transaction:
On 12 June 2020, the following Directors exercised SDP Awards to acquire the number of Shares as set out in the table below. As detailed below, the Directors concerned sold sufficient Shares to satisfy their income tax and national insurance liability arising on exercise and retained the remaining Shares.
Name of Director
| Total number of Shares acquired on exercise of Awards | Exercise Price | Number of Shares sold to satisfy Tax and National Insurance Liabilities, such Shares sold at a price per Share of 75.0 pence | Number of Shares retained |
Alex Vaughan | 23,335 | Nil | 10,968 | 12,367 |
Tony Bickerstaff | 52,824 | Nil | 24,828 | 27,996 |
The following notifications are made under article 19 of the Market Abuse Regulation ("MAR") relating to certain transactions by PDMRs:
Notification of Dealing Form
1. | Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA") | ||||||
a) | Name | ANTHONY BICKERSTAFF | |||||
2. | Reason for the notification | ||||||
a) | Position /status | PDMR - FINANCE DIRECTOR | |||||
b) | Initial notification / amendment | INITIAL NOTIFICATION | |||||
3. | Details of the Issuer | ||||||
a) | Name | COSTAIN GROUP PLC | |||||
b) | LEI code | 213800PKIJBZ2EDTKC88 | |||||
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 50 PENCE EACH
ISIN: GB00B64NSP76 | |||||
b) | Nature of the transaction | EXERCISE OF 54,291 NIL COST OPTIONS UNDER THE 2015 GRANT OF THE COMPANY'S 2014 LONG TERM INCENTIVE PLAN | |||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
N/A
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e) | Date of the transaction |
12 JUNE 2020 | |||||
f) | Place of the transaction |
OUTSIDE A TRADING VENUE | |||||
Notification of Dealing Form
1. | Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA") | ||||||
a) | Name | ALEX VAUGHAN | |||||
2. | Reason for the notification | ||||||
a) | Position /status | PDMR - CEO | |||||
b) | Initial notification / amendment | INITIAL NOTIFICATION | |||||
3. | Details of the Issuer | ||||||
a) | Name | COSTAIN GROUP PLC | |||||
b) | LEI code | 213800PKIJBZ2EDTKC88 | |||||
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 50 PENCE EACH
ISIN: GB00B64NSP76 | |||||
b) | Nature of the transaction | EXERCISE OF 23,335 NIL COST OPTIONS UNDER THE 2018 GRANT OF THE COMPANY'S 2014 SHARE DEFERRAL PLAN | |||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
N/A
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e) | Date of the transaction |
12 JUNE 2020 | |||||
f) | Place of the transaction |
OUTSIDE A TRADING VENUE | |||||
Notification of Dealing Form
1. | Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA") | ||||||
a) | Name | ANTHONY BICKERSTAFF | |||||
2. | Reason for the notification | ||||||
a) | Position /status | PDMR - FINANCE DIRECTOR | |||||
b) | Initial notification / amendment | INITIAL NOTIFICATION | |||||
3. | Details of the Issuer | ||||||
a) | Name | COSTAIN GROUP PLC | |||||
b) | LEI code | 213800PKIJBZ2EDTKC88 | |||||
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 50 PENCE EACH
ISIN: GB00B64NSP76 | |||||
b) | Nature of the transaction | EXERCISE OF 52,824 NIL COST OPTIONS UNDER THE 2018 GRANT OF THE COMPANY'S 2014 SHARE DEFERRAL PLAN | |||||
c) | Price(s) and volume(s) |
| |||||
d) | Aggregated information - Aggregated volume - Price |
N/A
| |||||
e) | Date of the transaction |
12 JUNE 2020 | |||||
f) | Place of the transaction |
OUTSIDE A TRADING VENUE | |||||