18 Oct 2019 10:50
18 October 2019
ScS Group plc
Vesting of Long Term Incentive Plan 2017 (2017 LTIP) awards and PDMR notifications
ScS Group plc (the "Company") announces that on 17 October 2019, the Company's Employee Benefit Trust ("EBT") has transferred 236,495 ordinary shares of 0.1 pence in the Company (the "Shares") to four PDMRs in satisfaction of vesting of share awards granted on 17 October 2016 (the "2017 LTIP"), details of which are set out below:
Name | Number of Shares Vesting |
David Knight, CEO | 97,466 |
Chris Muir, CFO | 95,234 |
Marie Liston, Corporate Services Director | 23,888 |
Gary Kemp, Logistics Director | 19,907 |
The 2017 LTIP crystallised on achieving the below performance criteria for the period 31st July 2016 to 27th July 2019 for earnings per share ("EPS"), as approved by the Remuneration Committee:
EPS Figure | Percentage of Award that Vests |
Less than 27.3 pence | Nil |
27.3 pence | 25% |
Greater than 27.3 pence but less than 34.4 pence | Straight-line basis between 25% and 100% |
34.4 pence | 100% |
The EPS for the Group for this period was 30.27 pence, which exceeds the minimum performance condition set of 27.3 pence; the Remuneration Committee has therefore agreed an award of 56.33% of the maximum.
As part of this transaction, the Company has been notified of the following transactions:
1. David Knight sold 45,809 Shares back to the EBT at a price of 234p per Share to cover his associated tax liability from the share award, and transferred the remaining shares to his spouse Keith Kay, for nil consideration. Following this announcement David Knight, together with persons closely associated to him, holds 1,528,615 ordinary shares representing circa 3.83% of the issued share capital of the Company.
2. Chris Muir has sold 44,760 Shares back to the EBT at a price of 234p per Share to cover his associated tax liability from the share award, and transferred the remaining shares to his spouse Helen Muir, for nil consideration. Following this announcement Chris Muir, together with persons closely associated to him, holds 50,474 ordinary shares representing circa 0.13% of the issued share capital of the Company.
3. Marie Liston sold 23,888 Shares at a price of 234p per Share. Following the sale, Marie Liston and persons closely associated with her are interested in 172,256 Ordinary Shares, representing approximately 0.43% of the issued share capital of the Company.
4. Gary Kemp sold 19,907 Shares at a price of 234p per Share. Following the sale, Gary Kemp and persons closely associated with him are interested in 166,277 Ordinary Shares, representing approximately 0.42% of the issued share capital of the Company.
The notifications below are provided in accordance with the requirements of the EU Market Abuse Regulation:
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | David Knight | ||||
2 | Reason for Notification | |||||
a) | Position/status | Chief Executive Officer | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Exercise of Share Options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | David Knight | ||||
2 | Reason for Notification | |||||
a) | Position/status | Chief Executive Officer | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Sale of shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | David Knight | ||||
2 | Reason for Notification | |||||
a) | Position/status | Chief Executive Officer | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Transfer of 51,657 shares to spouse for nil consideration. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Keith Kay | ||||
2 | Reason for Notification | |||||
a) | Position/status | Person closely associated with David Knight, Chief Executive Officer | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Receipt of 51,657 shares following transfer from spouse for nil consideration. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Chris Muir | ||||
2 | Reason for Notification | |||||
a) | Position/status | Chief Financial Officer | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Exercise of Share Options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Chris Muir | ||||
2 | Reason for Notification | |||||
a) | Position/status | Chief Financial Officer | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Sale of shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Chris Muir | ||||
2 | Reason for Notification | |||||
a) | Position/status | Chief Financial Officer | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Transfer of 50,474 shares to spouse for nil consideration. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Helen Muir | ||||
2 | Reason for Notification | |||||
a) | Position/status | Person closely associated with Chris Muir, Chief Financial Officer | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Receipt of 50,474 shares following transfer from spouse for nil consideration. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Marie Liston | ||||
2 | Reason for Notification | |||||
a) | Position/status | Corporate Services Director | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Exercise of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Marie Liston | ||||
2 | Reason for Notification | |||||
a) | Position/status | Corporate Services Director | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Sale of 23,888 shares. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | London Stock Exchange | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Gary Kemp | ||||
2 | Reason for Notification | |||||
a) | Position/status | Logistics Director | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Exercise of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | Outside of a trading venue | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Gary Kemp | ||||
2 | Reason for Notification | |||||
a) | Position/status | Logistics Director | ||||
b) | Initial notification/Amendment | Initial Announcement | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | ScS Group plc | ||||
b) | LEI | 213800LOXNVJIB4C7B98 | ||||
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 | Ordinary Shares of 0.1 pence each in ScS Group plc GB00BRF0TJ56 | ||||
b) | Nature of the transaction | Sale of 19,907 shares. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Not applicable - single transaction | ||||
e) | Date of the transaction | 17 October 2019 | ||||
f) | Place of the transaction | London Stock Exchange | ||||
Enquiries:
ScS Group PLC David Knight, Chief Executive Officer Chris Muir, Chief Financial Officer
| c/o Buchanan +44 (0)20 7466 5000 |
Buchanan Richard Oldworth Tilly Abraham Charlotte Slater
| Tel: +44 (0)20 7466 5000 scs@buchanan.uk.com |