22 Mar 2022 16:33
NATIONAL EXPRESS GROUP PLC
("Company")
Director/PDMR Share Dealing
The Company provides notification of the following transactions, effected on 21 March 2022, relating to the two below named Persons Discharging Managerial Responsibilities ("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 arise in respect of: (i) the lapse in full on 21 March 2022 of an award granted to Chris Davies, the Group Chief Financial Officer, on 15 April 2019 under and in accordance with the rules of the Company's Long-Term Incentive Plan ("LTIP") in the form of a three-year performance conditioned nil cost option over Shares (the "2019 LTIP Award"); and (ii) the grant on 21 March 2022 under and in accordance with the rules of the LTIP and also in accordance with the Company's current Directors' Remuneration Policy to each of Ignacio Garat, the Group Chief Executive Officer, and Chris Davies of three-year performance conditioned nil-cost options over Shares (each a "2022 LTIP Award").
The Remuneration Committee of the Board determined to follow its usual process and timing of granting the 2022 LTIP Awards as soon as practicable after the publication of the Company's 2021 full year results and by calculating the number of Shares over which the 2022 LTIP Awards were made according to the middle market quotation of the Company's share price on the last dealing day prior to the date of grant of the Awards, which was 240.40p on 18 March 2022 ("Strike Price"). However, the Committee retains discretion to adjust the outcome of the vesting of the 2022 LTIP Awards, upwards or downwards, having regard to all relevant circumstances, including the Company's performance and the Company's shareholders' experience, over the three-year performance period and further to adjust the vesting of the Awards downwards if the Strike Price would result in a windfall gain.
Individual PDMR and transaction details are set out in the table below:
Name and position of PDMR | Number of Shares which lapsed under the 2019 LTIP Award¹ | Number of Shares over which the 2022 LTIP Award was granted2 | Unrestricted beneficial interest held in Shares following the transactions3
| Total other interest held in Shares following the transactions4 |
Ignacio Garat, Group Chief Executive Officer
|
N/A |
478,369 shares (200% of salary) |
61,540 |
931,627 |
Chris Davies, Group Chief Financial Officer
|
133,624 |
265,183 shares (150% of salary) |
286,833 |
763,192 |
¹ The 2019 LTIP Award granted to Chris Davies lapsed in full as none of the performance conditions to which it was subject were met at or above the threshold level of vesting.
² The conversion of the 2022 LTIP Award value (being the relevant percentage of salary as shown) into the number of Shares over which it was granted is based on the middle market quotation of a Share on 18 March 2022 (being the business trading day immediately preceding the date of grant) of 240.40 pence per Share. The 2022 LTIP Awards are shown over the maximum number of Shares which can vest.
³ Including those held by connected persons.
4 Represents outstanding awards granted under the Company's Executive Deferred Bonus Plan and the Company's Long-Term Incentive Plan.
1. | Details of PDMR / PCA | ||||||||||
Full Name | Ignacio Garat | ||||||||||
Position / status | Group Chief Executive Officer, PDMR | ||||||||||
Initial notification / amendment | Initial notification | ||||||||||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||||||||
| Name | National Express Group PLC | |||||||||
LEI | 213800A8IQEMY8PA5X34 | ||||||||||
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 | ||||||||||
Description of the financial instrument
| Ordinary shares of 5p each
| ||||||||||
Identification code | GB0006215205
| ||||||||||
Nature of the transaction | Award of nil cost option over shares under the National Express Group PLC Long-Term Incentive Plan | ||||||||||
Price(s) and volume(s) |
| ||||||||||
Date of the transaction | 21 March 2022 | ||||||||||
Place of the transaction | n/a | ||||||||||
1. | Details of PDMR / PCA | |||||||||||||||
Full Name | Chris Davies | |||||||||||||||
Position / status | Group Chief Financial Officer, PDMR | |||||||||||||||
Initial notification / amendment | Initial notification | |||||||||||||||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||||||||
| Name | National Express Group PLC |
| |||||||||||||
LEI | 213800A8IQEMY8PA5X34 |
| ||||||||||||||
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 |
| ||||||||||||||
Description of the financial instrument
| Ordinary shares of 5p each
|
| ||||||||||||||
Identification code | GB0006215205
|
| ||||||||||||||
Nature of the transaction | (i) Lapse in full of option over shares under the National Express Group PLC Long-Term Incentive Plan (ii) Award of option over shares under the National Express Group PLC Long-Term Incentive Plan |
| ||||||||||||||
Price(s) and volume(s) |
|
| ||||||||||||||
Date of the transaction | 21 March 2022 |
| ||||||||||||||
Place of the transaction | n/a |
| ||||||||||||||
This above notice is given in fulfilment of the Company's obligation under DTR 3.1 and Article 19 of the EU Market Abuse Regulation 596/2014.
- END -
National Express contact and telephone number for enquiries:
Jennifer Myram, Group Company Secretary
+44 (0) 207 805 3807
Gillian Saunderson, Deputy Company Secretary
+44 (0) 7506 642 348
Notes:
Legal Entity Identifier: 213800A8IQEMY8PA5X34
Classification: 3.1 (with reference to DTR6 Annex 1R)