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Director/PDMR Shareholding

17 Mar 2022 13:59

KELLER GROUP PLC - Director/PDMR Shareholding

KELLER GROUP PLC - Director/PDMR Shareholding

PR Newswire

London, March 17

Keller Group plc (the “Company”)

Notification and public disclosure of transactions by Persons Discharging Managerial Responsibilities (“PDMRs”)

Awards made under the Company’s Long-Term Incentive Plan (“LTIP”)

On 15 March 2022 the Company granted:

Deferred bonus share awards totalling 61,840 ordinary shares of 10p each in the Company (“Ordinary Shares”); and Performance share awards totalling 394,163 Ordinary Shares

The grant to the PDMRs listed in the tables below was approved by the Remuneration Committee under the terms of the LTIP and the Company was notified by the PDMRs on 17 March 2022. The transactions took place in the United Kingdom.

Deferred Bonus Share Award – in respect of the year ended 31 December 2021

Executive Directors are subject to a deferral of 25% of any annual bonus payment into Ordinary Shares for a period of two years. The deferred bonus share award retains eligibility for dividend equivalents from the date of grant until the vesting date. Malus and clawback apply.

NamePositionNo. of Ordinary Shares awarded1/3 Total Deferred Bonus Awards outstanding3
Michael SpeakmanChief Executive Officer24,68448,214
David BurkeChief Financial Officer16,20619,728

Other PDMRs are subject to a deferral into Ordinary Shares of any annual bonus payment in excess of 100% of salary. The deferral is also for a period of two years, with the deferred bonus share award retaining eligibility for dividend equivalents from the date of grant until the vesting date. Malus and clawback apply.

NamePositionNo. of Ordinary Shares awarded1/3 Total Deferred Bonus Awards outstanding3
Jim De WaelePresident, Europe1,9211,921
Eric DrooffPresident, North America5,6479,365
Venu RajuEngineering and Operations Director13,38227,440

Performance Share Award – for the period 2022/24

NamePositionNo. of Ordinary Shares awarded 1/2/3Total Performance Share Awards outstanding3
Michael SpeakmanChief Executive Officer112,990325,361
David BurkeChief Financial Officer61,820118,093
Graeme CookGroup People Director26,11174,156
Jim De WaelePresident, Europe29,67478,707
Eric DrooffPresident, North America35,669105,407
Kerry PorrittGroup Company Secretary and Legal Advisor22,76063,651
John RaineGroup HSEQ Director21,62363,694
Venu RajuEngineering and Operations Director29,535102,016
Katrina RocheChief Information Officer24,23446,293
Peter WytonPresident, AMEA29,74784,8774

The measures selected by the Remuneration Committee together with the associated targets are shown on the table below. The weightings are all set at 25% in order to provide balance between measures and materiality to each of them individually.

MeasureWeightingVesting Schedule
% of award that will vest
0%25%100%
Operating Profit Margin25%Below 5.5%5.5%6.5%
Cumulative EPS25%Below 330p330p400p
ROCE25%Below 12%12%18%
Relative TSR25%Below medianMedianUpper quartile

The Performance Share Award performance conditions are measured over a three year period ending on 31 December 2024, except for the Operating Profit Margin which is measured in year three. The Performance Share Award performance conditions are expected to vest in March 2025. Executive Directors are subject to a further two year holding period. Malus and clawback apply.

Enquiries:

Keller Group plcSilvana Glibota-Vigo, Group Head of SecretariatTel: 020 7616 7575

1 The price used to calculate the maximum number of Ordinary Shares under the Deferred Bonus Share Award and Performance Share Award was 781p, being the average closing price on 9, 10 and 11 March 2022 of the Company's shares on the main market of the London Stock Exchange.

2 The amounts shown above represent the maximum possible number of Ordinary Shares that may be granted to the above named participants under the 2022 Performance Share Award.

3 The awards above exclude notional dividends.

4 55,130 of these Performance Share Awards are rights to receive cash linked to share value and will, to the extent vested following the end of the performance period, be settled in cash.

LEI number: 549300QO4MBL43UHSN10Classification: 2.2 Inside information

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