Last checked at 6 Jul 2021 16:00
6 July 2021 |
GB GROUP PLC
("GBG" or the "Company")
Notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMR")
The Board of GBG announces that the purchases of ordinary shares of 2.5p each in the Company ("Ordinary Shares") made by the Executive Directors on 29 June 2021 were carried out in accordance with the Bonus Deferral and Share Matching Plan ("the Plan") of the Company.
Accordingly, subject to the conditions outlined below and pursuant to the Plan rules, these PDMR purchases have been matched today, 6 July 2021, with an award of options over Ordinary Shares ("Conditional Matching Option Awards").
The Conditional Matching Option Awards granted to the Executive Directors are set out in the table below. The awards reflect the maximum number of Ordinary Shares over which the option awards may be exercised. The actual number will depend upon the extent that the performance conditions of the award are met.
Name | Performance Period Award | Maximum Number of Conditional Matching Option Awards
| Price Payable
|
Chris Clark
| 1 April 2021 to 31 March 2024
| 222,662 Ordinary Shares | Nominal Value (2.5p) |
David Ward
| 1 April 2021 to 31 March 2024
| 18,442 Ordinary Shares | Nominal Value (2.5p) |
Nick Brown
| 1 April 2021 to 31 March 2024
| 85,840 Ordinary Shares | Nominal Value (2.5p) |
Following this announcement, these PDMRs hold options over a maximum number of shares as follows:
Name | Number of Ordinary Shares
|
Chris Clark
| 1,397,585 |
David Ward
| 168,442 |
Nick Brown
| 423,801 |
The award is subject to adjustment, malus & clawback (as set out in Group's policy) and the rules of the plan. A summary of the rules of the Plan is as follows:
· Participants may purchase shares up to a maximum aggregate value of 80% of the amount of their bonus and/or 20% of their annual salary ('Investment Shares'). All of these amounts are net of the employee's national insurance and income tax paid. In consideration, the Company grants an option to allot a number of matching shares in proportion to the Investment Shares acquired on a grossed up for income tax basis. Matching shares awarded are capped at up to three times the number of Investment Shares purchased by the participant and vesting is subject to performance conditions.
· For this award, a 2.25x matching rate was applied to the Investment Shares of Nick Brown and David Ward and a 3x matching rate to the Investment Shares for Chris Clark. Vesting of the options is subject to the Executive Directors' continued employment, the retention of these shares together with achieving certain financial performance and total shareholder return targets as measured over the three financial years commencing on 1 April 2021.
The information below (set out in accordance with the requirements of EU Market Abuse Regulation) provides further detail:
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||||||||
a. | Name | 1. Chris Clark 2. David Ward 3. Nick Brown
| ||||||||||||
2. | Reason for the notification | |||||||||||||
a. | Position/status | 1. Chief Executive Officer 2. Chief Finance Officer 3. Group Managing Director
| ||||||||||||
b. | Initial notification /Amendment | Initial notification | ||||||||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||||||
a. | Name | GB Group plc | ||||||||||||
b. | LEI | 213800RBAFZIBCV7XR29 | ||||||||||||
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 2.5 pence GB0006870611 | ||||||||||||
b. | Nature of the transaction | Grant of options under the Bonus Deferral and Share Matching Plan | ||||||||||||
c. | Price(s) and volume(s) |
| ||||||||||||
d. | Aggregated information Aggregated volume Price |
| ||||||||||||
e. | Date of the transaction | 6 July 2021 | ||||||||||||
f. | Place of the transaction | Outside of a trading venue | ||||||||||||
- Ends-
For further information, please contact:
GB Group plc Annabelle Burton, Company Secretary
| 01244 657333 |
Peel Hunt LLP (Nominated Adviser and Broker) Edward Knight, Paul Gillam & Nick Prowting
| 020 7418 8900 |
Website | www.gbgplc.com |