14 October 2020
S4 CAPITAL PLC
("S4 Capital" or the "Company")
Notification of transactions by Persons Discharging Managerial Responsibility ("PDMRs")
As reported in the Company's Annual Report and Accounts 2019, in light of the Covid-19 outbreak, the Company's Nomination and Remuneration Committee agreed with the Company's management that bonuses due to them for the financial year 2019 that would normally be paid in cash, would instead be satisfied by the Company by the delivery of shares in the Company (the "Bonus Shares Arrangement").
The Company therefore announces that on 9 October 2020 the following named PDMRs or persons closely associated with such PDMRs ("PCAs") acquired the following ordinary shares of £0.25 each in the Company ("Shares") in connection with the Bonus Shares Arrangement.
The number of Shares acquired was in each case calculated based on the amount of the bonus that would otherwise have been paid in cash and the closing share price of the Company on 20 April 2020, being 183.5 pence per share. The Shares were sourced from the Company's employee benefit trust and therefore no new Shares were issued in connection with the Bonus Shares Arrangement.
|
PDMR/PCA |
Position |
Shares acquired |
Total beneficial holding after transfer |
|
Sir Martin Sorrell |
Executive Director |
46,321 |
54,609,5941
|
|
Oro en Fools B.V.
|
PCA of executive directors Victor Knaap and Wesley ter Haar |
92,132 |
35,092,132 |
|
Peter Rademaker |
Executive Director |
89,103 |
957,644 |
|
Scott Spirit |
Executive Director |
70,639 |
236,789 |
1Including the holding through J.M.S. Financial Services Limited (an investment vehicle of Sir Martin Sorrell).
In order to pay the tax due on the Bonus Shares Arrangement, Sir Martin Sorrell sold 20,900 Shares. A corresponding number of Share were on the same day acquired by his ISA, such that his interest remains 51,864,861 Shares.
The Notification of Dealing Form(s) for each PDMR can be found below. These notifications are made in accordance with the Market Abuse Regulation.
|
1 |
Details of the person discharging managerial responsibilities/person closely associated
|
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|
a) |
Name
|
|
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|
2 |
Reason for the notification
|
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|
a) |
Position/status
|
Executive director |
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|
b) |
Initial notification/ Amendment
|
Initial |
||||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
|||||||
|
a) |
Name
|
S4 Capital plc |
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|
b) |
LEI
|
LEI 21380068SP9V65KPQN68 |
||||||
|
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 25 pence each
GB00BFZZM640 |
||||||
|
b) |
Nature of the transaction
|
Share transfer
|
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|
c) |
Price(s) and volume(s)
|
|
||||||
|
d) |
Aggregated information
- Aggregated volume
- Price
|
|
||||||
|
e) |
Date of the transaction
|
9 October 2020 |
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|
f) |
Place of the transaction
|
OUTSIDE A TRADING VENUE |
||||||
|
1 |
Details of the person discharging managerial responsibilities/person closely associated
|
|||||||
|
a) |
Name
|
Oro en Fools B.V. |
||||||
|
2 |
Reason for the notification
|
|||||||
|
a) |
Position/status
|
PCA of executive directors Victor Knaap and Wesley ter Haar |
||||||
|
b) |
Initial notification/ Amendment
|
Initial |
||||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
|||||||
|
a) |
Name
|
S4 Capital plc |
||||||
|
b) |
LEI
|
LEI 21380068SP9V65KPQN68 |
||||||
|
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 25 pence each
GB00BFZZM640 |
||||||
|
b) |
Nature of the transaction
|
Share transfer
|
||||||
|
c) |
Price(s) and volume(s)
|
|
||||||
|
d) |
Aggregated information
- Aggregated volume
- Price
|
|
||||||
|
e) |
Date of the transaction
|
9 October 2020 |
||||||
|
f) |
Place of the transaction
|
OUTSIDE A TRADING VENUE |
||||||
|
1 |
Details of the person discharging managerial responsibilities/person closely associated
|
|||||||
|
a) |
Name
|
Peter Rademaker |
||||||
|
2 |
Reason for the notification
|
|||||||
|
a) |
Position/status
|
Executive Director |
||||||
|
b) |
Initial notification/ Amendment
|
Initial |
||||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
|||||||
|
a) |
Name
|
S4 Capital plc |
||||||
|
b) |
LEI
|
LEI 21380068SP9V65KPQN68 |
||||||
|
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 25 pence each
GB00BFZZM640 |
||||||
|
b) |
Nature of the transaction
|
Share transfer
|
||||||
|
c) |
Price(s) and volume(s)
|
|
||||||
|
d) |
Aggregated information
- Aggregated volume
- Price
|
|
||||||
|
e) |
Date of the transaction
|
9 October 2020 |
||||||
|
f) |
Place of the transaction
|
OUTSIDE A TRADING VENUE |
||||||
|
1 |
Details of the person discharging managerial responsibilities/person closely associated
|
|||||||
|
a) |
Name
|
Scott Spirit |
||||||
|
2 |
Reason for the notification
|
|||||||
|
a) |
Position/status
|
Executive director |
||||||
|
b) |
Initial notification/ Amendment
|
Initial |
||||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
|||||||
|
a) |
Name
|
S4 Capital plc |
||||||
|
b) |
LEI
|
LEI 21380068SP9V65KPQN68 |
||||||
|
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 25 pence each
GB00BFZZM640 |
||||||
|
b) |
Nature of the transaction
|
Share transfer
|
||||||
|
c) |
Price(s) and volume(s)
|
|
||||||
|
d) |
Aggregated information
- Aggregated volume
- Price
|
|
||||||
|
e) |
Date of the transaction
|
9 October 2020 |
||||||
|
f) |
Place of the transaction
|
OUTSIDE A TRADING VENUE |
||||||
|
1 |
Details of the person discharging managerial responsibilities/person closely associated
|
|||||||
|
a) |
Name
|
|
||||||
|
2 |
Reason for the notification
|
|||||||
|
a) |
Position/status
|
Executive director |
||||||
|
b) |
Initial notification/ Amendment
|
Initial |
||||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
|||||||
|
a) |
Name
|
S4 Capital plc |
||||||
|
b) |
LEI
|
LEI 21380068SP9V65KPQN68 |
||||||
|
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 25 pence each
GB00BFZZM640 |
||||||
|
b) |
Nature of the transaction
|
20,900 shares sold to cover tax (but see below)
|
||||||
|
c) |
Price(s) and volume(s)
|
|
||||||
|
d) |
Aggregated information
- Aggregated volume
- Price
|
|
||||||
|
e) |
Date of the transaction
|
9 October 2020 |
||||||
|
f) |
Place of the transaction
|
OUTSIDE A TRADING VENUE |
||||||
|
1 |
Details of the person discharging managerial responsibilities/person closely associated
|
|||||||
|
a) |
Name
|
|
||||||
|
2 |
Reason for the notification
|
|||||||
|
a) |
Position/status
|
Executive director |
||||||
|
b) |
Initial notification/ Amendment
|
Initial |
||||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
|||||||
|
a) |
Name
|
S4 Capital plc |
||||||
|
b) |
LEI
|
LEI 21380068SP9V65KPQN68 |
||||||
|
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 25 pence each
GB00BFZZM640 |
||||||
|
b) |
Nature of the transaction
|
Share acquisition (re-acquiring the shares referred to above)
|
||||||
|
c) |
Price(s) and volume(s)
|
|
||||||
|
d) |
Aggregated information
- Aggregated volume
- Price
|
|
||||||
|
e) |
Date of the transaction
|
9 October 2020 |
||||||
|
f) |
Place of the transaction
|
OUTSIDE A TRADING VENUE |
||||||
|
S4 Capital plc |
Tel: +44 (0)20 3793 0003 |
|
Powerscourt (PR Adviser to S4 Capital plc) |
Tel: +44 (0)7970 246 725 |
Sir Martin Sorrell, Executive Chairman
S4 Capital plc, 12 St James's Place, London SW1A 1NX
LEI 21380068SP9V65KPQN68
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