Last checked at 23 Mar 2023 07:00
23 March 2023
Diversified Energy Company PLC
("Diversified," or the "Company")
Director / PDMR Shareholdings
Diversified Energy Company PLC (LSE: DEC) announces the acquisition of Ordinary Shares of £0.01 each in the Company ("Ordinary Shares") by certain members of Diversified's Board of Directors ("the Board") and the vesting of certain Performance Share Units ("PSUs") and Restricted Stock Units ("RSUs") previously awarded to Persons Discharging Material Responsibility ("PDMRs").
Acquisition of Ordinary Shares by Members of the Board
On 21 March 2023, Sandra Stash, Independent Non-Executive Director of the Board acquired 10,000 Ordinary Shares at an average price of 94.80 pence per Ordinary Share. Following this purchase, Mrs. Stash is now interested in 34,181 Ordinary Shares representing approximately 0.004% of the Company's issued share capital.
On 21 March 2023, David Turner, Independent Non-Executive Director of the Board acquired 160,000 Ordinary Shares through the open market at an average price of 94.69 pence per Ordinary Share. Following this purchase, Mr. Turner is now interested in 538,475 Ordinary Shares representing approximately 0.055% of the Company's issued share capital.
On 22 March 2023, Martin Thomas, Independent Non-Executive Vice Chair of the Board acquired 14,000 Ordinary Shares through the open market at an average price of 94.55 pence per Ordinary Share. Following this purchase, Mr. Thomas is now interested in 2,220,000 Ordinary Shares representing approximately 0.229% of the Company's issued share capital.
Vesting of PSUs and RSUs
Members of the Company's senior management vested in previously awarded PSUs and RSUs as set out below:
• Rusty Hutson, Jr, Executive Director, President and Chief Executive Officer
• Bradley Gray, Executive Director, Executive Vice President and Chief Operating Officer
• Eric Williams, Executive Vice President and Chief Financial Officer
• Jim Rode, Executive Vice President and Chief Commercial Officer
• Benjamin Sullivan, Executive Vice President, General Counsel and Company Secretary
Mr. Hutson and Mr. Gray's listed awards were solely PSU's, while the awards to Mr. Williams, Mr. Rode, and Mr. Sullivan included a mix PSU's and RSU's. The Company provides additional information about its 2020 long-term incentive plan program within the its Annual Report for the year ended 31 December 2022 available on its website.
To settle the awards, the Company will transfer Ordinary Shares (net of customary withholdings, including taxes) from its Employee Benefit Trust (the "EBT") as set forth in the table below:
| Net Award | Shares Held Post-Award | % of Issued Share Capital |
Rusty Hutson, Jr | 1,696,889 | 23,902,890 | 2.46% |
Bradley Gray | 774,153 | 3,168,935 | 0.33% |
Eric Williams | 414,220 | 982,734 | 0.10% |
Jim Rode | 416,224 | 1,144,474 | 0.12% |
Benjamin Sullivan | 316,161 | 556,718 | 0.06% |
For further information, please contact:
Diversified Energy Company PLC | +1 973 856 2757 |
Doug Kris | dkris@dgoc.com |
www.div.energy |
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FTI Consulting | dec@fticonsulting.com |
U.S. & UK Financial Public Relations |
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About Diversified Energy Company PLC
Diversified Energy Company PLC is an independent energy company engaged in the production, marketing and transportation of primarily natural gas related to its synergistic US onshore upstream and midstream assets.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Rusty Hutson, Jr | |
2 | Reason for the notification | ||
a) | Position/status | Executive Director, President and Chief Executive Officer | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Bonus award of performance share units constituting a right to acquire Ordinary Shares of 1p each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Vesting of performance share units units under the Company's equity incentive plan | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £Nil | 1,696,889 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 20 March 2023 | |
f) | Place of the transaction | Outside a trading venue (XOFF) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Bradley Gray | |
2 | Reason for the notification | ||
a) | Position/status | Executive Director, Executive Vice President and Chief Operating Officer | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Bonus award of performance share units constituting a right to acquire Ordinary Shares of 1p each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Vesting of performance share units units under the Company's equity incentive plan | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £Nil | 774,153 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 20 March 2023 | |
f) | Place of the transaction | Outside a trading venue (XOFF) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Eric Williams | |
2 | Reason for the notification | ||
a) | Position/status | Executive Vice President and 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 | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Bonus award of performance share units and restricted stock units constituting a right to acquire Ordinary Shares of 1p each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Vesting of performance share units and restricted stock units under the Company's equity incentive plan | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £Nil | 414,220 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 20 March 2023 | |
f) | Place of the transaction | Outside a trading venue (XOFF) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Jim Rode | |
2 | Reason for the notification | ||
a) | Position/status | Executive Vice President and Chief Commercial Officer | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Bonus award of performance share units and restricted stock units constituting a right to acquire Ordinary Shares of 1p each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Vesting of performance share units and restricted stock units under the Company's equity incentive plan | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £Nil | 416,224 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 20 March 2023 | |
f) | Place of the transaction | Outside a trading venue (XOFF) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Benjamin Sullivan | |
2 | Reason for the notification | ||
a) | Position/status | Executive Vice President, General Counsel and Company Secretary | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Bonus award of performance share units and restricted stock units constituting a right to acquire Ordinary Shares of 1p each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Vesting of performance share units and restricted stock units under the Company's equity incentive plan | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £Nil | 316,161 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 20 March 2023 | |
f) | Place of the transaction | Outside a trading venue (XOFF) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Sandra Stash | |
2 | Reason for the notification | ||
a) | Position/status | Independent Non-Executive Director of the Board | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Ordinary Shares of 1 pence each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Purchase of Ordinary Shares | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £0.9480 | 10,000 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 21 March 2023 | |
f) | Place of the transaction | London Stock Exchange (XLON) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | David Turner | |
2 | Reason for the notification | ||
a) | Position/status | Independent Non-Executive Director of the Board | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Ordinary Shares of 1 pence each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Purchase of Ordinary Shares | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £0.9469 | 160,000 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 21 March 2023 | |
f) | Place of the transaction | London Stock Exchange (XLON) | |
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Martin Thomas | |
2 | Reason for the notification | ||
a) | Position/status | Independent Non-Executive Vice Chair of the Board | |
b) | Initial notification/Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diversified Energy Company PLC | |
b) | LEI | 213800YR9TFRVHPGOS67 | |
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 | Ordinary Shares of 1 pence each | |
| Identification code | GB00BYX7JT74 | |
b) | Nature of the transaction | Purchase of Ordinary Shares | |
c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
|
| £0.9455 | 14,000 |
d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | |
| Price | N/A single transaction | |
e) | Date of the transaction | 22 March 2023 | |
f) | Place of the transaction | London Stock Exchange (XLON) | |