Last checked at 6 Apr 2020 11:15
Spectris plc: Director/PDMR Shareholding
This notification is made under Article 19(1) of the EU Market Abuse Regulation 596/2014 ("MAR") and relates to the grant of share awards under the terms of the Spectris Long Term Incentive Plan ("LTIP") to persons discharging managerial responsibilities ("PDMRs").
On 6 April 2020, Spectris plc (the "Company") was informed that, on the same day, the Executive Directors of the Company accepted awards granted by the Company of nominal-cost share options over ordinary 5p shares on 25 March 2020, pursuant to the terms of the LTIP ("LTIP Awards"), as set out below:
Name | Position | Maximum number of shares that may vest under the LTIP Awards granted1 |
Derek Harding | Chief Financial Officer | 59,395 |
Andrew Heath | Chief Executive | 76,276 |
1. Includes 1.4X multiplier. More details on the performance conditions attached to these LTIP Awards and the multiplier can be found in the Company's 2020 Remuneration Policy
The total number of ordinary shares over which these LTIP Awards were accepted on 6 April 2020 represents 0.1% of the Company's issued ordinary share capital on that date.
No consideration was paid for the grant of the LTIP Awards.
The vesting of these LTIP Awards is subject to the continued employment of the Executive Directors and the satisfaction of performance conditions set by the Remuneration Committee of the Company. The LTIP Awards will normally vest on the later of the third anniversary of grant and the determination of the performance conditions. The Executive Directors' LTIP Awards are then subject to an additional two-year vesting period. To the extent that these LTIP Awards vest, they are exercisable for a period of five years from the end of the additional vesting period.
The nominal award price payable by each participant on the exercise of these LTIP Awards is 5 pence per share.
While the Remuneration Committee (the "Committee") recognises that the LTIP Awards have been made during a period of market turbulence due to COVID-19, the Committee believes that this is not specific to the Company and the Committee has determined that the price used to calculate the number of shares awarded is appropriate and is consistent with the Company's historic practice.
The Committee recognises that there will be a further opportunity to review the appropriateness of the approach taken in the context of further developments during the relevant performance period, to avoid any unacceptable 'windfall' gains. On vesting, the Committee will review this as part of its general consideration of the appropriateness of the formulaic application of the performance conditions.
The information set out below is provided in accordance with the requirements of Article 19(3) of MAR and provides further detail:
1 | Details of the persons discharging managerial responsibilities | |||
a) | Name(s) | Derek Harding
| ||
2 | Reason for the notification | |||
a) | Position/status | Director and PDMR | ||
b) | Initial notification/Amendment | Initial Notification | ||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
a) | Name | Spectris plc | ||
b) | LEI | 213800Z4CO2CZO3M3T10 | ||
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 | Option granted over ordinary shares of 5p each GB0003308607 | ||
b) | Nature of the transaction | Acceptance of a grant of a share option over ordinary shares of 5p each on 25 March 2020, pursuant to the terms of the LTIP | ||
c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
£0.05 | Nominal-cost option under which a maximum of 59,395 ordinary shares may vest | |||
d) | Aggregated information | Aggregated Volume | n/a | |
Price | n/a | |||
e) | Date of the transaction | 6 April 2020 | ||
f) | Place of the transaction | Outside a trading venue | ||
1 | Details of the persons discharging managerial responsibilities | |||
a) | Name(s) | Andrew Heath
| ||
2 | Reason for the notification | |||
a) | Position/status | Director and PDMR | ||
b) | Initial notification/Amendment | Initial Notification | ||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
a) | Name | Spectris plc | ||
b) | LEI | 213800Z4CO2CZO3M3T10 | ||
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 | Option granted over ordinary shares of 5p each GB0003308607 | ||
b) | Nature of the transaction | Acceptance of a grant of a share option over ordinary shares of 5p each on 25 March 2020, pursuant to the terms of the LTIP. | ||
c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
£0.05
| Nominal-cost option under which a maximum of 76,276 ordinary shares may vest
| |||
d) | Aggregated information | Aggregated Volume | n/a | |
Price | n/a | |||
e) | Date of the transaction | 6 April 2020 | ||
f) | Place of the transaction | Outside a trading venue | ||
Name of contact and telephone number for queries:
Rebecca Dunn
Deputy Company Secretary
01784 470 470
For and on behalf of Spectris plc
Date: 6 April 2020