14 Mar 2018 16:45
14 March 2018
Inmarsat plc: Director share dealings
Share Vesting and 2018 Awards
In accordance with Article 19 of the EU Market Abuse Regulation, the relevant FCA notifications are set out at the end of this announcement.
Vesting of Shares under Bonus Share Awards (BSA)
Three tranches of ordinary shares of €0.0005 in Inmarsat plc under the Bonus Share Award have vested from awards made in March 2014, March 2015, and March 2016, for Mr Pearce and Mr Bates; and one tranche of shares from the award in 2014 vested for Mr Sukawaty. Mr Sukawaty received his share award while he held an executive position in the Company.
The BSA is not a HM Revenue & Customs approved plan and on vesting, income tax and social security deductions become payable by the individual.
The price at which shares were sold on 12 March 2018 was £4.1692 per share. Where shares have been retained they will be added to the existing number of ordinary shares for the relevant individual.
Name | Number of shares vesting including reinvested dividends | Number of shares sold on 12 March 2018 to cover tax / NI | Number of shares retained | Total shareholding |
Andrew Sukawaty | 50,741 | 23,909 | 26,832 | 1,199,184 |
Rupert Pearce | 109,934 | 51,799 | 58,135 | 978,758 |
Tony Bates | 81,355 | 38,333 | 43,022 | 85,680 |
2017 Bonus Share Award (BSA)
The BSA allocation made in March 2017 based on the mid-market closing price of £7.615 from 9 March 2017 has been tested and, using the new target payout calculation, 81% of the award will vest in equal tranches in March 2019, March 2020 and March 2021, subject to continued employment. The confirmed number of shares awarded is:
Name | Number of BSA share allocations made under BSA on 10 March 2017 | Number of 2017 BSA shares confirmed on 12 March 2018 |
Rupert Pearce | 140,182 | 113,547 |
Tony Bates | 108,647 | 88,004 |
2018 Bonus Share Award (BSA)
On 12 March 2018, BSA award allocations were made to the two executive directors and nominally converted into shares immediately using the mid-market closing price of £4.327 from 9 March 2018.
Name | Number of BSA share allocations made under BSA on 12 March 2018 |
Rupert Pearce | 251,655 |
Tony Bates | 195,020 |
The level of award will not be confirmed until the results for 2018 have been determined in March 2019 and may be lower (but not higher) than the initial award. The shares will vest in equal tranches in March 2020, 2021 and 2022, subject to continued employment. The performance targets are revenue growth (33% of the award) and EBITDA growth (67% of the award) for the 2018 financial year.
2018 Performance Share Award (PSA)
The following contingent awards were also made to the two executive directors under the Performance Share Award (PSA) on 12 March 2018 using the mid-market closing price of £4.327 from 9 March 2018.
Name | Number of ordinary shares awarded under PSA on 12 March 2018 |
Rupert Pearce | 251,655 |
Tony Bates | 195,020 |
The PSA awards for 2018 will vest after three years based upon the following three performance conditions, measured over the three years to 31 December 2020:
1. Three-year TSR vs. FTSE 50-150 (excluding investment trusts). Weighting: 30% of maximum award. Below median results in nil vesting; median equates to 30% vesting; and upper quarter results in 100% vesting. There is straight-line vesting between median and upper quartile.
2. Three-year EBITDA growth p.a. (excluding Ligado). Weighting: 30% of maximum award. The performance targets: Less than 3%: nil vesting; 3%: 0% vesting; and 7%: 100% vesting (straight-line vesting applies between 3% and 7%).
3. Strategic objectives. Weighting: 40% of maximum award. Key performance targets:
- Capture the maximum number of broadband platforms for our high speed GX services and EAN aviation service
- Reposition L-band for new growth by focusing on additional targeted market opportunities
- Establish our Digital Platform & Business to drive new services and product innovation
- Transform our operating environment to be more efficient in service delivery for customers and efficiency for all stakeholders
- Maximise the overall contribution from an ongoing key strategic contract
- Create a high-performance organisation which enhances our employee value proposition and encourages a high-performance culture
Alison Horrocks
Company Secretary
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Andrew Sukawaty | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Chairman | |||
b)
| Initial notification /Amendment
| Initial | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Inmarsat plc | |||
b)
| LEI
| 213800QU7UAKT6KMRF41 | |||
4.1
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| BSA 2014 share awards vesting including reinvested dividends
| |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 50,741 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 50,741 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| London Stock Exchange | |||
4.2
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Sale of shares to cover tax / NI on vesting of BSA 2014
| |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
£4.1692 | 23,909 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 23,909 | ||||
- Price | £99,681.40 | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| London Stock Exchange | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Rupert Pearce | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Chief Executive Officer | |||
b)
| Initial notification /Amendment
| Initial | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Inmarsat plc | |||
b)
| LEI
| 213800QU7UAKT6KMRF41 | |||
4.1
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| BSA 2014, BSA 2015 and BSA 2016 share awards vesting including reinvested dividends
| |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 109,934 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 109,934 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| London Stock Exchange | |||
4.2
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Sale of shares to cover tax / NI on vesting of BSA 2014, BSA 2015 and BSA 2016
| |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
£4.1692 | 51,799 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 51,799 | ||||
- Price | £215,960.3908 | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| London Stock Exchange | |||
4.3
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| BSA 2017 share award confirmation. Subject to continued employment, the award will vest in equal tranches in March 2019, March 2020 and March 2021. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 113,547 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 113,547 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| Outside of trading venue | |||
4.4
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Conditional BSA 2018 share award. The shares will vest in equal tranches in March 2020, 2021 and 2022, subject to continued employment. The level of award will not be confirmed until the results for 2018 have been determined in March 2019 and may be lower (but not higher) than the initial award. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 251,655 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 251,655 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| Outside of trading venue | |||
4.5
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Conditional PSA 2018 share award which will vest after three years based upon three performance conditions, measured over the three years to 31 December 2020. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 251,655 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 251,655 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| Outside of trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
| Tony Bates | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Chief Executive Officer | |||
b)
| Initial notification /Amendment
| Initial | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Inmarsat plc | |||
b)
| LEI
| 213800QU7UAKT6KMRF41 | |||
4.1
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| BSA 2014, BSA 2015 and BSA 2016 share awards vesting including reinvested dividends
| |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 81,355 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 81,355 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| London Stock Exchange | |||
4.2
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Sale of shares to cover tax / NI on vesting of BSA 2014, BSA 2015 and BSA 2016
| |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
£4.1692 | 38,333 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 38,333 | ||||
- Price | £159,817.9436 | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| London Stock Exchange | |||
4.3
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| BSA 2017 share award confirmation. Subject to continued employment, the award will vest in equal tranches in March 2019, March 2020 and March 2021. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 88,004 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 88,004 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| Outside of trading venue | |||
4.4
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Conditional BSA 2018 share award. The shares will vest in equal tranches in March 2020, 2021 and 2022, subject to continued employment. The level of award will not be confirmed until the results for 2018 have been determined in March 2019 and may be lower (but not higher) than the initial award. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 195,020 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 195,020 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| Outside of trading venue | |||
4.5
| 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 Euro 0.0005 each
| |||
Identification code | ISIN: GB00B09LSH68 | ||||
b)
| Nature of the transaction
| Conditional PSA 2018 share award which will vest after three years based upon three performance conditions, measured over the three years to 31 December 2020. | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
Nil consideration | 195,020 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | 195,020 | ||||
- Price | Nil consideration | ||||
e)
| Date of the transaction
| 12 March 2018 | |||
f)
| Place of the transaction
| Outside of trading venue | |||