Last checked at 10 Apr 2018 11:55
10 April 2018
Ibstock plc (the "Company")
Grant of Awards under the Ibstock plc Long Term Incentive Plan, the Ibstock plc Annual and Deferred Bonus Plan and the Buy-out Agreement
Notification of Transactions by Persons Discharging Managerial Responsibility ("PDMRs")
The Company announces that it granted awards ("LTIP Awards") over Ibstock plc ordinary shares of 1 penny each ("Ordinary Shares") on 9 April 2018 to PDMRs in accordance with the rules of the Ibstock plc Long Term Incentive Plan.
Name | Status | Number of Ordinary Shares under LTIP Award | Option Price |
Joe Hudson | Chief Executive Officer
| 150,000 | £Nil |
Kevin Sims | Chief Financial Officer | 104,550 | £Nil |
No consideration was paid for the grant of the LTIP Awards which are structured as nil cost options. The number of Ordinary Shares granted under each LTIP Award has been calculated using an Ordinary Share price of 290.0 pence per share.
The normal vesting date of the LTIP Awards will be 9 April 2021, being the third anniversary of the award date.
Once vested, the LTIP Award will normally be exercisable until the day before the tenth anniversary of the award date.
The LTIP Awards will normally vest after three years based on the satisfaction of the following performance conditions:-
i. | 50% on relative TSR against the FTSE 250 (excluding financial services, real estate and equity investment trusts): Median performance against the index (threshold); upper quartile performance against the index (maximum); and |
ii. | 50% on compound annual Adjusted EPS growth: 6% p.a. compound growth (threshold); 16% p.a. compound growth (maximum). |
25% of the LTIP Award will vest for threshold performance under both measures, with straight line vesting in between to full vesting for the achievement of maximum performance.
A holding period applies, which will commence on Vesting of the Award and end 2 years after Vesting.
On 9 April 2018 the Company also granted an award ("ADBP Award") over Ordinary Shares in accordance with the rules of the Ibstock plc Annual and Deferred Bonus Plan ("ADBP").
Name | Status | Number of Ordinary Shares under ADBP Award | Option Price |
Kevin Sims | Chief Financial Officer | 29,370 | £Nil |
This award represents the deferral into Ordinary Shares of part of the Executive Director's 2017 bonus entitlements under the rules of the ADBP.
No consideration was paid for the grant of the ADBP Awards which was structured as a nil cost option. The number of Ordinary Shares granted under the ADBP Award has been calculated in accordance with the rules of the ADBP using an Ordinary Share price of 250.1 pence, being the average Ordinary Share price measured over the last 30 days of the financial year to which the bonus relates ended 31 December 2017.
The ADBP Awards will normally vest on 9 April 2021, subject to the participant being an employee of the Group at that time. Once vested, the ADBP Award will normally be exercisable until the day before the tenth anniversary of the award date.
On 9 April 2018 the Company has also granted a Buy-out award to Joe Hudson. As announced by the Company on 2 January 2018, in relation to Joe Hudson's appointment as a Director and Chief Executive Officer Designate with effect from 2 January 2018, Joe Hudson held a number of share incentive awards under certain plans operated by his previous employer. The Board agreed to grant a buy-out award of 21,570 Ibstock plc ordinary shares of 1penny each to compensate, on a fair value basis, the value forgone by Joe Hudson for share awards forfeited on cessation of employment with his previous employer. The fair value of the award has been reduced to take account of the original performance period and the proportion of satisfaction of the performance conditions as at the time of the buy-out.
The award will vest on the first anniversary of the date of his appointment, subject to him remaining employed on the vesting date and not under notice of cessation of relevant employment. No additional performance conditions will be attached to the award.
The information below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.
1
| Details of the person discharging managerial responsibilities / person closely associated | ||||
a) | Name | Joseph Hudson | |||
2
| Reason for the notification | ||||
a) | Position/status | 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 | Ibstock plc | |||
b) | LEI | 2138003QHTNX34CN9V93 | |||
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 1p each | |||
Identification code | GB00BYXJC278 | ||||
b)
| Nature of the transaction | Grant of awards under (a) the Ibstock plc Long Term Incentive Plan and (b) the Buy-out Award | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
(a) | Nil | 150,000 | |||
(b) | Nil | 21,570 | |||
d)
| Aggregated information | ||||
- Aggregated volume | 171,570 | ||||
- Price | Nil | ||||
e) | Date of the transaction | 2018-04-09 | |||
f) | Place of the transaction | Outside a trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated | ||||
a) | Name | Kevin Sims | |||
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 | Ibstock plc | |||
b) | LEI | 2138003QHTNX34CN9V93 | |||
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 1p each | |||
Identification code | GB00BYXJC278 | ||||
b)
| Nature of the transaction
| Grant of awards under (a) the Ibstock plc Long Term Incentive Plan and (b) the Ibstock plc Annual and Deferred Bonus Plan | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
(a) | Nil | 104,550 | |||
(b) | Nil | 29,370 | |||
d)
| Aggregated information | ||||
- Aggregated volume | 133,920 | ||||
- Price | Nil | ||||
e) | Date of the transaction | 2018-04-09 | |||
f) | Place of the transaction | Outside a trading venue | |||