7 May 2020 17:25
NATIONAL EXPRESS GROUP PLC
("Company")
Notification of transactions by Persons Discharging Managerial Responsibilities ("PDMRs")
The Company provides notification of transactions effected on 7 May 2020 relating to the two below named PDMRs and their respective interests in the ordinary shares of nominal value 5p each in the capital of the Company ("Shares") (ISIN: GB0006215205).
The transactions relate to the partial lapse of the three-year performance conditioned nil-cost options over Shares awarded on 12 March 2020 to each Dean Finch and Chris Davies ('2020 LTIP Award' or 'Award') under and subject to the rules of the Company's Long-Term Incentive Plan 2015 and in accordance with the Company's current Director's Remuneration Policy. The lapse arises as a consequence of the voluntary waiver given by each of Dean Finch and Chris Davies of their 2020 base salary increase, effective from 1 January 2020, and the resulting downward adjustment to the maximum number of Shares included in their respective 2020 LTIP Awards to reflect that their base salaries remain at the same level as for 2019.
Individual PDMR and transaction details are set out in the table below:
Name and position of PDMR | Number of Shares over which the 2020 LTIP Award was originally granted ¹ | Number of Shares which have lapsed under the 2020 LTIP Award | Number of remaining Shares under the 2020 LTIP Award¹ | Beneficial interest held in Shares following the transactions 2
| Interest in Shares held under vested but unexercised share options following the transactions 3 | Total other interest held in Shares (including under unvested share options) following the transactions 4 |
Dean Finch, Group Chief Executive
|
414,260 (200% of base salary)
|
32,410 |
381,850 (200% of adjusted base salary) |
325,361 |
642,470 |
1,150,6945 |
Chris Davies, Group Finance Director
|
176,848 (150% of base salary)
|
13,855 |
162,993 (150% of adjusted base salary) |
151,213 |
61,366 |
475,514 |
¹ The Award is shown over the maximum number of Shares which can vest. In accordance with the Company's current Director's Remuneration Policy, the maximum number of Shares over which the 2020 LTIP Awards were granted is based on the relevant percentage of the PDMRs' base salaries at the time of grant divided by the strike price of 339.40 pence, being the closing middle market quotation of a Share on the business trading day immediately preceding the date of grant. Such maximum number of Shares has therefore been adjusted to reflect the reduction in the PDMRs' base salaries which is effective (retrospectively) from 1 January 2020.
2 Including those held by connected persons.
3 The deemed net of tax number of these Shares, assuming exercise of the vested Share options and satisfaction of income tax at a rate of 45% and employees NICs of 2% on such exercise, in which Mr Finch and Mr Davies have beneficial interests is 350,509 Shares and 32,524 Shares, respectively.
4 Represents outstanding awards granted under the Company's EDBP and Long-Term Incentive Plan
5 Approved CSOP awards are made alongside nil cost options awards made under the Company's Long-Term Incentive Plan where HMRC limits permit. PDMRs' interests in Shares under such approved CSOP awards are not included in these interests but, on their vesting and valid exercise, will have the effect of reducing PDMRs' interests in the vested Shares held under their corresponding nil cost options.
Mr Finch holds shares with a value in excess of his required level under the Company's shareholding guidelines and Mr Davies holds shares with a value that puts him on track to meet the required level under the Company's shareholding guidelines within five years of his appointment.
The Company can confirm that the above named PDMRs have complied with their respective obligations to notify the Financial Conduct Authority in respect of the above transactions as required under the EU Market Abuse Regulation.
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National Express contact and telephone number for enquiries:
Jennifer Myram, Company Secretary
+44 (0) 207 805 3807
Melanie Travis, Deputy Company Secretary
+44 (0) 207 805 3805
Notes:
Legal Entity Identifier: 213800A8IQEMY8PA5X34
Classification: 3.1 (with reference to DTR6 Annex 1R)