Last checked at 8 Jul 2019 13:24
8 July 2019
Kainos Group plc
("Kainos" or the "Company")
Director / PDMR shareholdings
The Company announces that on 8 July 2019, share awards (the "Awards") approved by the Board of Directors of the Company under the Kainos Group Performance Share Plan (the "PSP Awards"), in the form of nominal value options over Ordinary Shares were awarded to executive directors and executive managers of the Company. The PSP Awards vest, other than in exceptional circumstances, over a three year period from 8 July 2019. The performance conditions associated with the PSP Awards are as follows:
(a) 30% of each PSP Award is subject to a performance condition based on the Company's Earnings Per Share ("EPS") Growth measured over the three financial years commencing 1 April 2019. This portion of the PSP Award will:
· not vest at all if EPS Growth over the measurement period is less than 5%;
· vest in respect of 30% if EPS Growth over the measurement period is 5%;
· vest in full if EPS Growth over the measurement period is 13% or higher;
· vest proportionately, calculated on a straight line basis if EPS Growth over the measurement period is higher than 5% but less than 13%.
(b) 50% of each PSP Award is subject to a performance condition based on the Company's Total Shareholder Return ("TSR") performance compared with the FTSE techMARK index measured over the period of three years commencing 8 July 2019. This portion of the PSP Award will:
· not vest at all if TSR performance over the measurement period is below the median TSR for the FTSE techMARK index;
· vest in respect of 30% if TSR performance over the measurement period is at the median TSR for the FTSE techMARK index;
· vest in full if TSR performance over the measurement period is at or above the upper quartile of the TSR for the FTSE techMARK index;
· vest proportionately, calculated on a straight line basis if TSR performance over the measurement period is greater than the median but less than the upper quartile compared with the FTSE techMARK index.
(c) 20% of each PSP Award is subject to a performance condition based on the Company's performance in the Best Companies Survey. This portion of the PSP Award will:
· vest in full if the Company achieves a Best Companies Survey Best Companies Index ("BCI") score at least equal to the Company's BCI score at the beginning of the measurement period;
· not vest at all if the Company achieves a Best Companies Survey BCI score lower than at the beginning of the measurement period.
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.
(A19 Market Abuse Regulation)
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Brendan Mooney | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | CEO | ||||||
b. | Initial notification /Amendment | Initial | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Kainos Group plc | ||||||
b. | LEI | 213800H2PQMIF3OVZY47 | ||||||
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 £0.005 each
KNOS | ||||||
b. | Nature of the transaction | PSP Share Awards 2019 | ||||||
c. | Price(s) and volume(s) |
1. Subject to the PSP Awards vesting criteria.
| ||||||
d. | Aggregated information · Aggregated volume · Price |
N/A | ||||||
e. | Date of the transaction | 08-07-19 | ||||||
f. | Place of the transaction | Outside a trading venue | ||||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Richard McCann | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | CFO/COO | ||||||
b. | Initial notification /Amendment | Initial | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Kainos Group plc | ||||||
b. | LEI | 213800H2PQMIF3OVZY47 | ||||||
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 £0.005 each
KNOS | ||||||
b. | Nature of the transaction | PSP Share Awards 2019 | ||||||
c. | Price(s) and volume(s) |
1. Subject to the PSP Awards vesting criteria.
| ||||||
d. | Aggregated information · Aggregated volume · Price |
N/A | ||||||
e. | Date of the transaction | 08-07-19 | ||||||
f. | Place of the transaction | Outside a trading venue | ||||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Paul Gannon | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | Sales Director | ||||||
b. | Initial notification /Amendment | Initial | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Kainos Group plc | ||||||
b. | LEI | 213800H2PQMIF3OVZY47 | ||||||
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 £0.005 each
KNOS | ||||||
b. | Nature of the transaction | PSP Share Awards 2019 | ||||||
c. | Price(s) and volume(s) |
1. Subject to the PSP Awards vesting criteria. | ||||||
d. | Aggregated information · Aggregated volume · Price |
N/A | ||||||
e. | Date of the transaction | 08-07-19 | ||||||
f. | Place of the transaction | Outside a Trading Venue | ||||||
Kainos Group plc Legal Entity Identifier: 213800H2PQMIF3OVZY47
Ends
For further information, please contact:
Kainos via FTI Consulting LLP
Brendan Mooney, Chief Executive Officer
Richard McCann, Chief Financial Officer
Investec Bank plc +44 20 7597 5970
Patrick Robb / Sebastian Lawrence
Canaccord Genuity +44 20 7523 4606
Simon Bridges / Emma Gabriel
FTI Consulting LLP +44 20 3727 1000
Matt Dixon / Harry Staight
About Kainos
Kainos Group plc is a UK-headquartered provider of Digital Services and Digital Platforms.
The Group's Digital Services include full lifecycle development and support of customised Digital Services for government and commercial customers. Kainos is also the leading European partner for Workday, Inc. ('Workday'), responsible for implementing Workday's innovative Software-as-a-Service (SaaS) platform for enterprise and, now, government customers.
The Group's Digital Platforms comprise specialised digital platforms in the mobile healthcare and automated testing arenas. Smart is an automated testing platform for Workday customers; Evolve Electronic Medical Records ('EMR') is the market-leading product for the digitisation of patient notes in the Acute sector of the NHS.
Kainos has over 1,470 people across 12 offices in Europe and North America.
Kainos is listed on the London Stock Exchange (LSE: KNOS). For further information, please visit www.kainos.com.