Last checked at 4 Apr 2024 16:09
4 April 2024
TRUSTPILOT GROUP PLC
Notification and public disclosure of transactions by PDMRs
Grant of LTIP Awards
Trustpilot Group plc (the "Company") announces that on 2 April 2024 the following awards over ordinary shares of 1 pence each in the Company were granted under the Trustpilot Group plc Long Term Incentive Plan (the "LTIP") to the following persons discharging managerial responsibilities:
Participant | Position | No. of Shares under Award |
Adrian Blair | Chief Executive Officer | 609,632 |
Hanno Damm | Chief Financial Officer | 427,766 |
The awards above were granted as conditional awards and will ordinarily vest on 2 April 2027, subject to the grantee's continued service and the Remuneration Committee's assessment of the extent to which the award's performance conditions are satisfied. The awards above are subject to a two-year post-vesting holding period.
The vesting of 75 per cent. of such awards (the "Relative TSR Part") is subject to the Company's total shareholder return ("TSR") performance over a three year period that commenced on 2 April 2024 relative to the TSR performance over the same period of the constituents of the FTSE 250 Index (excluding investment trusts and the Company) as at 2 April 2024. One quarter of the Relative TSR Part will vest for median ranking performance, rising on a straight-line basis to full vesting of the Relative TSR Part for upper quartile ranking (or better) relative TSR performance.
The vesting of 25 per cent. of such awards (the "Trust Measure Part") is subject to targets set for the average rating of all reviews of Trustpilot on the Trustpilot platform posted between 1 January 2024 and 31 December 2026. One quarter of the Trust Measure Part will vest for an average rating over the measurement period of 4.0, rising on a straight-line basis to full vesting of the Trust Measure Part for an average rating over the measurement period of 4.4 (or better).
As an additional condition, a term of the performance conditions include that no part of such LTIP awards will vest unless the Remuneration Committee is satisfied as to overall Company performance over the period until vesting, and, as required by the UK Corporate Governance Code, the Remuneration Committee will retain a power to moderate the vesting levels from awards if this is appropriate in all of the circumstances, including consideration of shareholder experience.
The following notifications, made pursuant to Article 19 of the UK Market Abuse Regulation, provide further details.
1. | Details of PDMR | |||
(a) | Name | 1. Adrian Blair 2. Hanno Damm | ||
(b) | Position/status | 1. Chief Executive Officer / PDMR 2. Chief Financial Officer / PDMR | ||
(c) | Initial notification/amendment | Initial Notification | ||
2. | 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 and identification code | Ordinary shares of GBP 0.01 each in Trustpilot Group plc (LEI: 2138002ILUNMGNPSGG46) ISIN: GB00BNK9TP58 | ||
(b) | Nature of the transaction | Grant of a conditional award under the Trustpilot Group plc Long Term Incentive Plan | ||
(c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
1. Nil 2. Nil | 1. 609,632 2. 427,766 | |||
(d) | Aggregated information/Aggregated volume Price | N/A - single transactions | ||
(e) | Date of the transaction | 2024-04-02 (UTC+1) | ||
(f) | Place of the transaction | Outside a trading venue | ||
Enquiries:
Trustpilot: | Anne McSherry, Company Secretary corporateservices@trustpilot.com |
Headland Consultancy: | Stephen Malthouse Charlie Pepper +44 (0)73 1136 9861 |