9 Aug 2018 07:00
9 August 2018
Harvey Nash Group plc ("the Company")
Grant of Awards under the Harvey Nash Group plc Performance Share Plan.
On 8 August 2018, the Remuneration Committee of the Board of the Company granted awards under the Harvey Nash Group plc Performance Share Plan to the following PDMRs of the Company in the form of options with nominal value option price over ordinary shares of 5p each in the capital of the Company:
Name | Number of shares subject to award |
Albert Ellis | 298,393 |
Simon Wassall | 200,349 |
Mark Garratt | 191,938 |
These awards were calculated on the basis of 100% of current base salary using the share price at the close of business on 7 August 2018 of 130.25p.
Because of the negotiations leading up to the announcement made on 7 August 2018 regarding the recommended cash acquisition of the Company by The Power of Talent Limited, the Company was prohibited from granting these awards during its ordinary award cycle following the announcement of results for the financial year ended 31 January 2018 on 27 April 2018.
The awards will ordinarily become exercisable on the third anniversary of grant subject to the grantee's continued service and to the extent to which earnings per share (EPS) and relative total shareholder return (TSR) performance conditions are satisfied.
The EPS element of the performance condition relates to one half of each award and requires the Company's compounded annual growth in Adjusted Earnings Per Share over the three financial years to 31 January 2021 (the "Performance Period") to be at least 7.5% for 20% of this part of an award to vest, rising to full vesting of this part of an award if such growth is at least 15.0%. Vesting between these levels will be on a straight-line basis.
The TSR element of the performance condition relates to one half of each award and requires the Company's TSR performance over the Performance Period to rank at least equal to upper quartile performance amongst the TSR performance of a comparator group to vest in full, with 20% of this part of an award vesting if such performance ranks at least equal to median. Vesting between these levels will be on a straight-line basis. The comparator group comprises the constituents of FTSE AIM Industrial Goods & Services Index on the first day of the Performance Period.
Shares acquired under an award (net of tax) must then be held for a minimum period of two years commencing on the vesting date.
The notification below, made in accordance with the requirements of DTR 3.1 and Article 19 of The Market Abuse provide further detail.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them in accordance with the Market Abuse Regulations.
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Albert Ellis |
2 | Reason for Notification | |
a) | Position/status | Chief Executive Officer |
b) | Initial notification/Amendment | Initial Announcement |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Harvey Nash Group plc |
b) | LEI | 2138004ULQUX3DQSCV07 |
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 5 pence each in Harvey Nash Group plc GB0006573546 |
b) | Nature of the transaction | Grant of a nominal cost option award under the Harvey Nash Group plc Performance Share Plan. The award will ordinarily become exercisable three years from the date of grant, subject to continued service and to the extent to which the earnings per share and total shareholder return performance conditions are met. |
c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 298,393 |
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction |
e) | Date of the transaction | 8 August 2018 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Simon Wassall |
2 | Reason for Notification | |
a) | Position/status | European Managing Director |
b) | Initial notification/Amendment | Initial Announcement |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Harvey Nash Group plc |
b) | LEI | 2138004ULQUX3DQSCV07 |
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 5 pence each in Harvey Nash Group plc GB0006573546 |
b) | Nature of the transaction | Grant of a nominal cost option award under the Harvey Nash Group plc Performance Share Plan. The award will ordinarily become exercisable three years from the date of grant, subject to continued service and to the extent to which the earnings per share and total shareholder return performance conditions are met. |
c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 200,349 |
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction |
e) | Date of the transaction | 8 August 2018 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Mark Garratt |
2 | Reason for Notification | |
a) | Position/status | Chief Financial Officer |
b) | Initial notification/Amendment | Initial Announcement |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | Harvey Nash Group plc |
b) | LEI | 2138004ULQUX3DQSCV07 |
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 5 pence each in Harvey Nash Group plc GB0006573546 |
b) | Nature of the transaction | Grant of a nominal cost option award under the Harvey Nash Group plc Performance Share Plan. The award will ordinarily become exercisable three years from the date of grant, subject to continued service and to the extent to which the earnings per share and total shareholder return performance conditions are met. |
c) | Price(s) and volume(s) | Price(s) Volume(s) Nil 191,938 |
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction |
e) | Date of the transaction | 8 August 2018 |
f) | Place of the transaction | Outside a trading venue |
Enquiries:
Mark Garratt, Company Secretary
020 7333 1820