26 June 2020
Premier Foods plc (the "Company")
Notification of transactions by persons discharging managerial responsibilities (PDMRs) and persons closely associated
2020 Deferred Bonus Plan Award
Pursuant to the Company's shareholder-approved Remuneration Policy, one-third of any annual bonus awarded to executive directors is delivered in the form of shares deferred for a three year period. On 25 June 2020 (the "Grant Date") executive directors of the Company were granted deferred bonus awards, over shares of 10p each in the Company, under the Premier Foods Deferred Bonus Plan (the "DBP") as part of his annual bonus award for the financial year ended 28 March 2020.
|
Name |
Title |
Number of shares subject to option
|
|
Alex Whitehouse |
Chief Executive Officer |
138,254 |
|
Duncan Leggett |
Chief Financial Officer |
34,289 |
Each deferred bonus award is structured as a nil cost option to acquire shares for nil consideration. They will normally vest and become exercisable under the DBP on the third anniversary of the Grant Date and remain exercisable until the tenth anniversary of the Grant Date. No consideration was paid for the grant of the deferred bonus awards and no consideration shall be payable when a deferred bonus award is exercised.
2020 Long Term Incentive Plan Award
On 25 June 2020 (the "Grant Date") the executive directors and members of the Executive Leadership Team of the Company (each a person discharging managerial responsibilities) were granted Performance Share Awards, over ordinary shares of 10p each in the Company, under the Premier Foods Long Term Incentive Plan (the "LTIP"), as set out below.
|
Name |
Title |
Number of shares subject to option
|
|
Alex Whitehouse |
Chief Executive Officer |
1,040,145 |
|
Duncan Leggett |
Chief Financial Officer |
401,459 |
|
Yilmaz Erceyes |
Chief Marketing Officer |
291,970 |
|
Mark Hughes |
Procurement & Central Operations Director |
360,557 |
|
Richard Martin |
Chief Customer Officer |
321,167 |
|
Simon Rose |
General Counsel & Company Secretary |
321,167 |
|
Paul Thompson |
Operations Director |
313,868 |
|
David Wilkinson |
HR and Communications Director |
328,150 |
Each Performance Share Award is structured as a nil cost option to acquire shares for nil consideration. They will normally vest and become exercisable under the LTIP on the third anniversary of the Grant Date and remain exercisable until the day before the seventh anniversary of the Grant Date, subject to the participant continuing to hold an office or employment within the group and the achievement of two independent performance conditions. The first condition comprises of a relative total shareholder return based condition that will apply to two-thirds of the total number of shares held under an award and the second is an adjusted earnings per share based target that will apply to one-third of the total number of shares held under an award. No consideration was paid for the grant of the Performance Share Awards and no consideration shall be payable when a Performance Share Award is exercised.
2020 Long Term Incentive Plan Award - additional award in respect of 2019/20
On 25 June 2020 (the "Grant Date") the following members of the Executive Leadership Team of the Company (each a person discharging managerial responsibilities) were granted Performance Share Awards, over ordinary shares of 10p each in the Company, under the Premier Foods Long Term Incentive Plan (the "LTIP"), as set out below.
|
Name |
Title |
Number of shares subject to option
|
|
Yilmaz Erceyes |
Chief Marketing Officer |
272,779 |
|
Richard Martin |
Chief Customer Officer |
300,056 |
|
Paul Thompson |
Operations Director |
293,237 |
On appointment to the Executive Leadership Team in 2019, the three members were each entitled to receive an award under the LTIP for the 2019/20 financial period. However, as the Company was in a prohibited period, these awards have been delayed. The additional awards reflect their entitlement to shares as if the award had been made as originally intended. To ensure consistency with the original 2019/20 LTIP award, the same performance conditions and performance period will apply. Each Performance Share Award is structured as a nil cost option to acquire shares for nil consideration. They will normally vest and become exercisable under the LTIP on the third anniversary of the Grant Date and remain exercisable until the day before the seventh anniversary of the Grant Date, subject to the participant continuing to hold an office or employment within the group and the achievement of two independent performance conditions. The first condition comprises of a relative total shareholder return based condition that will apply to two-thirds of the total number of shares held under an award and the second is an adjusted earnings per share based target that will apply to one-third of the total number of shares held under an award. No consideration was paid for the grant of the Performance Share Awards and no consideration shall be payable when a Performance Share Award is exercised.
The notifications set out below are provided in accordance with the requirements of the Market Abuse Regulation.
ENQUIRIES:
For further information please contact:
Simon Rose
General Counsel & Company Secretary
+44 (0) 1727 815 850
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Alex Whitehouse |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
CEO |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc ISIN: GB00B7N0K053 |
||||
|
b) |
Nature of the transaction |
Grant of award under the Premier Foods plc Deferred Bonus Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
5
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Duncan Leggett |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
CFO |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc ISIN: GB00B7N0K053 |
||||
|
b) |
Nature of the transaction |
Grant of award under the Premier Foods plc Deferred Bonus Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
5
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Yilmaz Erceyes |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Chief Marketing Officer |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
5
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award (in respect of 2019/20) under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Mark Hughes |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Procurement & Central Operations Director |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Richard Martin |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Chief Customer Officer |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
5
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award (in respect of 2019/20) under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Simon Rose |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
General Counsel & Company Secretary |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Paul Thompson |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Operations Director |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
5
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award (in respect of 2019/20) under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
David Wilkinson |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
HR and Communications Director |
||||
|
b) |
Initial notification /Amendment |
Initial notification |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Premier Foods plc |
||||
|
b) |
LEI |
213800ZD5I8XHNMCJA67 |
||||
|
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 10p each ("Shares") in the capital of Premier Foods plc
|
||||
|
b) |
Nature of the transaction |
Grant of a Performance Share Award under the Premier Foods plc Long Term Incentive Plan |
||||
|
c)
|
Price(s) and volume(s)
|
|
||||
|
d)
|
Aggregated information - Aggregated volume - Price |
N/A
|
||||
|
e) |
Date of the transaction |
25 June 2020 |
||||
|
f) |
Place of the transaction |
Outside a trading venue |
||||
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