Last checked at 2 Mar 2015 07:51
Crest Nicholson Holdings plc
Director/PDMR Shareholding
In accordance with the requirements of D.T.R 3.1.2, Crest Nicholson Holdings plc (the "Company") was notified on 27 February 2015 of the following transactions set out in this announcement by certain Persons Discharging Managerial Responsibility ("PDMRs") under the following incentive plans:
· Crest Nicholson Holdings plc Long-Term Incentive Plan (the "LTIP")
· Crest Nicholson Holdings plc Deferred Bonus Plan (the "DBP")
Further details of the LTIP and DBP can be found in the Company's IPO Prospectus dated 13 February 2013 and the Company's 2014 Annual Integrated Report published on 16 February 2015.
LTIP
The following PDMRs have been granted options (exercisable at nil-cost) over 545,788 Ordinary Shares of 5 pence each in the Company (the "LTIP Options") on 27 February 2015:
PDMR | Number of shares over which option granted |
Stephen Stone | 178,083 |
Patrick Bergin | 99,711 |
Chris Tinker | 64,356 |
Steve Evans | 54,873 |
Robin Hoyles | 43,920 |
Kevin Maguire | 34,573 |
Tim Beale | 70,272 |
Subject to Performance Conditions in respect of profit before tax per share and return on capital employed and certain other conditions in respect of service and conduct attached to the awards, the LTIP Options are exercisable between 2018 and 2025.The number of shares subject to the LTIP Options has been calculated based on the closing middle market share price on 26 February 2015 in accordance with the rules of the Plan and no payment was required for the grant of the LTIP Options.
DBP
The following PDMRs have been granted options (exercisable at nil-cost) over 153,168 Ordinary Shares of 5 pence each in the Company (the "DBP Options") on 27 February 2015 representing the element of annual bonus deferred for three years:
PDMR | Number of shares over which option granted |
Stephen Stone | 47,778 |
Patrick Bergin | 26,751 |
Chris Tinker | 20,719 |
Steve Evans | 17,593 |
Robin Hoyles | 14,140 |
Kevin Maguire | 11,131 |
Tim Beale | 15,056 |
Subject to certain conditions in respect of service and conduct attached to the awards, the DBP Options are exercisable between 2018 and 2025.The number of shares subject to the DBP Options has been calculated based on the closing middle market share price on 26 February 2015 in accordance with the rules of the Plan and no payment was required for the grant of the DBP Options.
2014 DBP Awards
Certain PDMRs were granted options under the DBP on 14 February 2014 in respect of the deferred element of the 2014 annual bonus payment for financial year 2013. These options first became exercisable on 14 February 2015.
On 27 February 2015 in accordance with the rules of the Plan, additional shares were added to those options to reflect the value of distributions made to shareholders during the period since the grant of those options, as set out below:
PDMR | Options granted 14/02/2014 | Additional Options in respect of April 2014 Final Dividend | Additional Options in respect of October 2014 Interim Dividend | Total including Dividend Options |
Stephen Stone | 54,170 | 996 | 698 | 55,864 |
Patrick Bergin | 30,330 | 558 | 391 | 31,279 |
Chris Tinker | 23,491 | 432 | 303 | 24,226 |
Steve Evans | 20,030 | 368 | 258 | 20,656 |
Robin Hoyles | 16,032 | 295 | 207 | 16,534 |
Kevin Maguire | 11,699 | 215 | 151 | 12,065 |
The additional shares added to the options were calculated based on the prevailing ex-dividend share price associated with the respective dividend together with the value of that dividend, in proportion to the respective option.
On 27 February 2015, those PDMRs exercised the Options granted to them on 14 February 2014 under the DBP together with the additional shared added to those Options in respect of distributions to shareholders (as set out above) over Ordinary Shares of 5 pence each in the Company ("Shares"). The Company allotted shares to satisfy the exercise of those Options. Details of the exercises are set out below:
Share acquired upon exercise | Shares sold | Shares retained | |||||
PDMR | Number | Percentage of total issued share capital | Exercise price | Number | Sale price per Share | Percentage of total issued share capital | |
Stephen Stone | 55,864 | 0.022% | £1.00 in total | 55,864 | £4.3525 | 0.022% | Nil |
Patrick Bergin | 31,279 | 0.012% | £1.00 in total | 14,754 | £4.3525 | 0.006% | 16,525 |
Chris Tinker | 24,226 | 0.010% | £1.00 in total | 11,427 | £4.3525 | 0.005% | 12,799 |
Steve Evans | 20,656 | 0.008% | £1.00 in total | 20,656 | £4.3525 | 0.008% | Nil |
Robin Hoyles | 16,534 | 0.007% | £1.00 in total | 15,799* | £4.3525 | 0.006% | 735 |
Kevin Maguire | 12,065 | 0.005% | £1.00 in total | 12,065 | £4.3525 | 0.005% | Nil |
* includes 8,000 Shares gifted at nil consideration.
Following the transactions set out in this announcement, the Company confirms that at the date of this announcement, each of those PDMRs referenced in this announcement hold the following interests in the Ordinary Shares of 5 pence of the Company:
PDMR | Total shareholding following transactions (including holdings of connected persons) | Total shareholding following transactions (as a percentage of total issued share capital following allotments) | Total number of shares over which options held |
Stephen Stone | 4,667,603 | 1.855% | 971,458 |
Patrick Bergin | 1,216,362 | 0.483% | 546,967 |
Chris Tinker | 1,685,027 | 0.670% | 310,521 |
Steve Evans | 307,765 | 0.122% | 262,450 |
Robin Hoyles | 386,123 | 0.153% | 214,109 |
Kevin Maguire | 152,734 | 0.061% | 164,318 |
Tim Beale | 377,165 | 0.150% | 180,483 |
Total Voting Rights
Following these transactions and the allotment of shares to satisfy those options exercised, the total issued share capital of the Company is 251,593,940 Ordinary Shares of 5 pence each.
For further information please contact:
Kevin Maguire
Company Secretary +44 (0) 1932 580 555
2 March 2015