Last checked at 12 Dec 2017 16:25
Notification of interests of directors
12 December 2017
The Company announces that on 11 December 2017, the Directors and Person Discharging Managerial Responsibilities (PDMR) listed below were granted awards over ordinary shares in the Company under the Company's 2014 Long Term Incentive Plan (the "Plan"). The awards were granted on 11 December 2017 calculated using the market price at the close of trading on the London Stock Exchange on 11 December 2017 of 121.0 pence per ordinary share.
Awards under the Plan are structured as Approved Performance Share Plan Awards ("APSP Awards") and comprise three elements: (i) an HMRC Tax Qualifying Option over shares with a total value at the date of grant of £30,000 with an exercise price of 121.0 pence per share; (ii) a "Linked Award" which is, principally, a funding award in the form of a nil cost option (i.e. in the form of an LTIP Award) over such number of shares whose total value at exercise equals £30,000; and (iii) an LTIP Award in the form of a nil cost option over shares to the value of the remainder of the APSP Award above the £30,000 limit.
The awards will vest subject to the satisfaction of performance metrics which are based on a combination of Cash Return On Cash Capital Employed (CROCCE), Free Cash Flow (FCF) and Relative Total Shareholder Return assessed over the Company's 2017/18, 2018/19 and 2019/20 financial years. To the extent an award vests, it will be released (so that the participant is entitled to acquire the shares) following the end of a further two year holding period.
In addition to satisfaction of these performance conditions, the Tax Qualifying Option will only become exercisable if the market value of a share at exercise is greater than 121.0 pence per share. If the market value at exercise is less than 121.0 pence per share, the Tax Qualifying Option will lapse and the maximum number of shares subject to the Linked Award will become available to the participant to exercise as an unapproved LTIP option.
Name | Designation | Number of shares subject to APSP Award (Tax Qualifying Option and LTIP Award) | Maximum number of Shares subject to Linked Award |
Andrew Andrea | Director | 382,500 | 24,793 |
Ralph Findlay | Director | 571,115 | 24,793 |
Richard Westwood | PDMR | 224,739 | 0 |
The relevant notifications set out below are provided in accordance with the requirements of Article 19 of the EU Market Abuse Regulation.
Enquiries: Anne-Marie Brennan, Group Secretary, Marston's PLC, +44 (0) 1902 329163
1. | Details of PDMR / PCA (person closely associated)
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(a) | Name | Andrew Andrea
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(b) | Position/status | Director and PDMR (Chief Financial and Corporate Development Officer)
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(c) | Initial notification/ amendment | Initial notification
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2. | Details of the issuer
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(a) | Name | Marston's PLC
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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
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(a) | Description of the financial instrument | Ordinary shares of 7.375p each
ISIN GB00B1JQDM80
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(b) | Nature of the transaction | Grant of award under the Long Term Incentive Plan in the form of nil-cost options and a Tax Qualifying Option at an exercise price of £1.21 per share.
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(c) | Price(s) and volume(s) |
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(d) | Aggregated information
Aggregated volume price | n/a single transaction
n/a single transaction
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(e) | Date of the transaction
| 2017-12-11 | ||||||
(f) | Place of the transaction
| Outside a trading venue
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1. | Details of PDMR / PCA (person closely associated)
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(a) | Name | Ralph Findlay
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(b) | Position/status | Director and PDMR (CEO)
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(c) | Initial notification/ amendment | Initial notification
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2. | Details of the issuer
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(a) | Name | Marston's PLC
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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
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(a) | Description of the financial instrument | Ordinary shares of 7.375p each
ISIN GB00B1JQDM80
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(b) | Nature of the transaction | Grant of award under the Long Term Incentive Plan in the form of nil-cost options and a Tax Qualifying Option at an exercise price of £1.21 per share.
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(c) | Price(s) and volume(s) |
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(d) | Aggregated information
Aggregated volume price | n/a single transaction
n/a single transaction
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(e) | Date of the transaction
| 2017-12-11 | ||||||
(f) | Place of the transaction
| Outside a trading venue
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1. | Details of PDMR / PCA (person closely associated)
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(a) | Name | Richard Westwood
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(b) | Position/status | PDMR (MD, Marston's Beer Company)
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(c) | Initial notification/ amendment | Initial notification
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2. | Details of the issuer
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(a) | Name | Marston's PLC
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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 | Ordinary shares of 7.375p each
ISIN GB00B1JQDM80
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(b) | Nature of the transaction | Grant of award under the Long Term Incentive Plan in the form of nil-cost options.
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(c) | Price(s) and volume(s) |
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(d) | Aggregated information
Aggregated volume price | n/a single transaction
n/a single transaction
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(e) | Date of the transaction
| 2017-12-11 | ||||
(f) | Place of the transaction
| Outside a trading venue
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ENDS