Director/PDMR Shareholding
Source: RNS
16 March 2022
AIM: JSG
Johnson Service Group PLC
NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY AND CONNECTED PERSONS
Grant of 2022 Long-Term Incentive Plan Awards
Johnson Service Group PLC (the 'Company' or the 'Group') announces that it has today granted nil cost options over ordinary shares of 10 pence each in the Company under the Johnson Service Group 2018 Long-Term Incentive Plan (the '2022 LTIP Award').
The number of options granted to each of the Executive Directors is as follows:
|
Peter Egan, Chief Executive Officer |
469,029 |
|
Yvonne Monaghan, Chief Financial Officer |
309,743 |
The above options may be exercised on or after 16 March 2025, subject to the satisfaction of performance conditions over the three financial years ending 31 December 2024.
Performance Conditions and Vesting
In determining the performance conditions, the Committee has taken into account the Group's business plan as well as the outlook for the sector, general macroeconomic conditions and the range of analysts' consensus forecasts for the financial year ending 31 December 2024. Following careful consideration, the Committee has agreed two separate performance targets. The specific performance conditions are set out below.
Total Shareholder Return
50 per cent of the 2022 LTIP Award will vest by reference to the annualised growth in the Company's net return index ('TSR') over the performance period relative to the annualised growth in the FTSE AIM All-Share Industrial Goods and Services net return index (the 'Index') over the performance period. None of this element of the 2022 LTIP Award will vest if the TSR growth is less than the Index growth, one quarter will vest if the TSR growth is equal to the Index growth and the whole of this element of the 2022 LTIP Award will vest if the TSR growth is at least seven per cent above the Index growth. Vesting will be on a straight-line basis between these points.
Earnings per Share
The remaining 50 per cent of the 2022 LTIP Award will vest by reference to the Company's adjusted fully diluted earnings per share from continuing operations ('EPS') as at 31 December 2024. None of this element of the 2022 LTIP Award will vest if EPS is less than 9.5 pence, one quarter will vest if EPS is equal to 9.5 pence and the whole of this element of the 2022 LTIP Award will vest if EPS is 10.6 pence or greater. Vesting will be on a straight-line basis if EPS is between 9.5 pence and 10.6 pence.
Further Holding Period
The 2022 LTIP Award is subject to an additional holding period of two years from the date on which the 2022 LTIP Award vests (the 'Holding Period'). During the Holding Period, the 2022 LTIP Award holder may not normally dispose of any of the shares which vest except to cover any income tax or social security contributions arising on the exercise of the 2022 LTIP Award.
Malus, Clawback and Committee Discretion
In line with its Remuneration Policy, the Committee can apply malus and clawback provisions to the 2022 LTIP Award and has discretion to vary formulaic outturns where they do not reflect underlying performance or are inappropriate in the context of unexpected or unforeseen circumstances.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
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1. |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
Name
|
Peter Egan |
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2. |
Reason for the Notification |
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a) |
Position / Status
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Chief Executive Officer / PDMR |
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b) |
Initial Notification / Amendment
|
Initial notification |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
Entity legal name
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Johnson Service Group PLC |
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|
b) |
Entity LEI
|
2138004WZUPWV53KWV11 |
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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 |
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|
a) |
Description of the securities
Identification code
|
Options over ordinary shares of 10 pence each
GB0004762810 |
||||
|
b) |
Nature of the transaction
|
Grant of options |
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c) |
Individual transaction price(s) and volume(s)
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|
||||
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d) |
Aggregated price and volume
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Grant of 469,029 options over ordinary shares of 10 pence each at an exercise price of £nil |
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e) |
Date of the transaction
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16 March 2022 |
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f) |
Place of the transaction
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Outside of a trading platform |
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Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
|
1. |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name
|
Yvonne Monaghan |
||||
|
2. |
Reason for the Notification |
|||||
|
a) |
Position / Status
|
Chief Financial Officer / PDMR |
||||
|
b) |
Initial Notification / Amendment
|
Initial notification |
||||
|
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Entity legal name
|
Johnson Service Group PLC |
||||
|
b) |
Entity LEI
|
2138004WZUPWV53KWV11 |
||||
|
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 securities
Identification code
|
Options over ordinary shares of 10 pence each
GB0004762810 |
||||
|
b) |
Nature of the transaction
|
Grant of options |
||||
|
c) |
Individual transaction price(s) and volume(s)
|
|
||||
|
d) |
Aggregated price and volume
|
Grant of 309,743 options over ordinary shares of 10 pence each at an exercise price of £nil |
||||
|
e) |
Date of the transaction
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16 March 2022 |
||||
|
f) |
Place of the transaction
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Outside of a trading platform |
||||
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Enquiries: |
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Johnson Service Group PLC Peter Egan, CEO Yvonne Monaghan, CFO Tel: 01928 704 600 |
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Investec Investment Banking (NOMAD) David Flin Carlton Nelson Virginia Bull Tel: 020 7597 5970 |
Camarco (Financial PR) Ginny Pulbrook Rosie Driscoll Toby Strong Tel: 020 3757 4992 |
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