17 Aug 2021 17:17
DWF Group plc
("DWF" or "the Company")
LEI: 213800O9QREOHTOGQ266
17 August 2021
Notification and public disclosure of transactions by persons discharging managerial responsibilities ('PDMRs')
On 16 August 2021, the Company granted to each of the PDMRs listed in the table below a LTIP award over such number of Ordinary Shares of 1p each in the Company (Shares) as is set out below (the Awards). The Awards are conditional awards granted under the DWF Group plc Equity Incentive Plan (the EIP).
Name | Maximum number of Shares under Award |
Executive Director | |
Sir Nigel Knowles | 819,346 |
Chris Stefani | 353,356 |
Matthew Doughty | 331,272 |
The Awards will vest after three years, in accordance with the EIP rules, subject to continued employment and the satisfaction of the performance conditions relating to earnings per share ("EPS") growth, return on capital employed ("ROCE") growth and cash conversion rate over a three-year performance period from 1 May 2021 to 30 April 2024.
The performance targets for the LTIP awards are set out below:
Performance condition and percentage of award opportunity | Threshold (20%) | Target (50%) | Maximum (100%) |
Cumulative three-year EPS (40% weighting) | 33.8p | 37.6p | 41.3p |
Average annual ROCE (40% weighting) | 26% | 29% | 32% |
Average cash conversion (20% weighting) | 82% | 91% | 101% |
In accordance with the EIP rules, the vested Shares will be subject to a two-year holding period before the Shares are released. No consideration was paid for the grant of the award and no price is payable on the exercise of the award. For the purposes of this award, the volume weighted average price for the 5 days immediately preceding the date of grant of £1.132 was used.
On 16 August 2021, the Company also granted to each of the PDMRs listed in the table below a Deferred Bonus Plan Award over such number of Shares as is set out below (the "DBP Awards"). The DBP Awards represent 50% of the bonus awarded for the period up to 30 April 2021. The DBP Awards are conditional awards granted under the DWF Group plc Deferred Bonus Plan or the DWF LLP Sub-group Deferred Bonus Plan (the "DBP").
Name | Maximum number of Shares under Award |
Executive Director | |
Sir Nigel Knowles | 130,300 |
Chris Stefani | 130,300 |
Matthew Doughty | 130,299 |
Michele Cicchetti | 56,349 |
The DBP Awards will vest after three years, in accordance with the DBP rules, subject to continued employment. No consideration was paid for the grant of the award and no price is payable on the exercise of the award. For the purposes of this award, the volume weighted average price for the 5 days immediately preceding the date of grant of £1.132 was used.
The notifications set out below are provided in accordance with the requirements of Article 19 of the EU Market Abuse Regulation.
For further information please contact:
Darren Drabble | +44 (0)20 7280 8929 |
Company Secretary |
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Sir Nigel Knowles | |
2 | Reason for the notification | ||
a) | Position/status | Group 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 | DWF Group plc | |
b) | Legal Entity Identifier | 213800O9QREOHTOGQ266 | |
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 £0.01 each ISIN: GB00BJMD6M39 | |
b) | Nature of the transaction | Grant of conditional awards over such number of Ordinary Shares of 1p each under the EIP and DBP | |
c) | Currency | GBP |
|
d) | Price(s) and volume(s) | Price(s) | Volume(s) |
|
| nil | 819,346 |
|
| nil | 130,300 |
e) | Aggregated information - Aggregated volume - Aggregated Price - Aggregated Total | n/a
| |
f) | Date of the transaction | 2021-08-16 | |
g) | Place of the transaction | Outside of a trading venue | |
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Chris Stefani | |
2 | Reason for the notification | ||
a) | Position/status | 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 | DWF Group plc | |
b) | Legal Entity Identifier | 213800O9QREOHTOGQ266 | |
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 £0.01 each ISIN: GB00BJMD6M39 | |
b) | Nature of the transaction | Grant of conditional awards over such number of Ordinary Shares of 1p each under the EIP and DBP | |
c) | Currency | GBP |
|
d) | Price(s) and volume(s) | Price(s) | Volume(s) |
|
| nil | 353,356 |
|
| nil | 130,300 |
e) | Aggregated information - Aggregated volume - Aggregated Price - Aggregated Total | n/a
| |
f) | Date of the transaction | 2021-08-16 | |
g) | Place of the transaction | Outside of a trading venue | |
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Matthew Doughty | |
2 | Reason for the notification | ||
a) | Position/status | Group 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 | DWF Group plc | |
b) | Legal Entity Identifier | 213800O9QREOHTOGQ266 | |
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 £0.01 each ISIN: GB00BJMD6M39 | |
b) | Nature of the transaction | Grant of conditional awards over such number of Ordinary Shares of 1p each under the EIP and DBP | |
c) | Currency | GBP |
|
d) | Price(s) and volume(s) | Price(s) | Volume(s) |
|
| nil | 331,272 |
|
| nil | 130,299 |
e) | Aggregated information - Aggregated volume - Aggregated Price - Aggregated Total | n/a
| |
f) | Date of the transaction | 2021-08-16 | |
g) | Place of the transaction | Outside of a trading venue | |
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Michele Cicchetti | |
2 | Reason for the notification | ||
a) | Position/status | Partner Director | |
b) | Initial notification /Amendment | Initial notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | DWF Group plc | |
b) | Legal Entity Identifier | 213800O9QREOHTOGQ266 | |
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 £0.01 each ISIN: GB00BJMD6M39 | |
b) | Nature of the transaction | Grant of conditional awards over such number of Ordinary Shares of 1p each under the DBP | |
c) | Currency | GBP |
|
d) | Price(s) and volume(s) | Price(s) | Volume(s) |
|
| nil | 56,349 |
e) | Aggregated information - Aggregated volume - Aggregated Price - Aggregated Total | n/a
| |
f) | Date of the transaction | 2021-08-16 | |
g) | Place of the transaction | Outside of a trading venue | |