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RNS Number : 4747H Hill & Smith PLC 19 March 2024
Hill & Smith PLC ('Hill & Smith' or 'the Company')
Director and PDMR Shareholdings
19 March 2024
Hill & Smith announces the following dealings by Directors and PDMRs of
the Company in connection with its employee share plan arrangements.
Hill & Smith 2023 Long-Term Incentive Plan - 2024 LTIP Award.
On 19 March 2024 the Company granted awards under the Hill & Smith 2023
Long Term Incentive Plan (the "LTIP"). The following awards have been
granted in the form of rights to acquire ordinary shares in the Company based
on a share price of £18.84, that being the Mid-Market Quote from the day
immediately preceding the date of grant:
i. Hannah Nichols (Chief Financial Officer) has been granted an
award over 32,245 ordinary shares;
ii. Hooman Caman Javvi (Chief Operating Officer) has been granted an
award over 25,212 ordinary shares;
iii. Nicholas Adcock (Group President) has been granted an award over
14,331 ordinary shares; and
iv. Tim Tehan (Group President) has been granted an award over 16,985
ordinary shares.
The vesting of the LTIP is subject to the achievement of performance
conditions assessed over the three-year performance period 2024 - 2027,
details of which will be included in the Directors' Remuneration Report for
the year ended 31 December 2023.
The Awards will (subject to the achievement of the performance conditions)
vest following the end of the performance period, but for Executive Directors,
the LTIP may not ordinarily be exercised until the end of a further two-year
holding period.
Hill & Smith 2023 Long-Term Incentive Plan - Buy-out Award.
In addition, Tim Tehan was also granted an award in the form of a conditional
award over 54,309 ordinary shares in the company. These awards reflect an
award that Tim Tehan forfeited at his previous employer and were agreed as
part of his recruitment package. The awards and their vesting dates are set
out below.
Buy-Out Award Number of Shares Vesting Date
Buy-Out Award 21,724 1 March 2025
Buy-Out Award 21,724 1 March 2026
Buy-Out Award 10,861 1 March 2027
Deferred Bonus Plan awards in respect of 2023 bonuses
On 19 March 2024 the Company granted awards under the rules of its Deferred
Bonus Plan in respect of bonuses earned for the year ended 31 December 2023.
The Company confirms that:
i. Hannah Nichols has been granted an award over 11,865 ordinary
shares; and
ii. Hooman Caman Javvi has been granted an award over 3,244 ordinary
shares;
The awards will vest following the end of a two-year deferral period.
2024 LTIP Award
1. Details of the person discharging managerial responsibilities/person closely
associated
(a) Name Hannah Nichols
2. Reason for the notification
(a) Position/status Chief Financial Officer
(b) Initial notification/ Amendment Initial notification
3. Details of the issuer
(a) Name Hill & Smith PLC
(b) LEI 2138003A3ISGQZBOWI83
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 Ordinary shares of £0.25 each
(b) Identification code of the Financial Instrument GB0004270301
(c) Nature of the transaction Grant of 2024 LTIP award
i. Grant of award under the Deferred Bonus Plan
(d) Price(s) and volume(s) Price(s) Volume
Nil 32,245
£18.84 11,865
(e) Aggregated information:
Price(s) Volume
- Aggregated volume Nil 32,245
£18.84 11,865
- Price
(f) Date of the transaction 19 March 2024
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information:
- Aggregated volume
- Price
Price(s) Volume
Nil 32,245
£18.84 11,865
(f)
Date of the transaction
19 March 2024
(g)
Place of the transaction
Outside a trading venue
1. Details of the person discharging managerial responsibilities/person closely
associated
(a) Name Hooman Caman Javvi
2. Reason for the notification
(a) Position/status Chief Operating Officer
(b) Initial notification/ Amendment Initial notification
3. Details of the issuer
(a) Name Hill & Smith PLC
(b) LEI 2138003A3ISGQZBOWI83
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 Ordinary shares of £0.25 each
(b) Identification code of the Financial Instrument GB0004270301
(c) Nature of the transaction i. Grant of 2024 LTIP award
ii. Grant of award under the Deferred Bonus Plan
(d) Price(s) and volume(s) Price(s) Volume
Nil 25,212
£18.84 3,244
(e) Aggregated information:
Price(s) Volume
- Aggregated volume Nil 25,212
£18.84 3,244
- Price
(f) Date of the transaction 19 March 2024
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information:
- Aggregated volume
- Price
Price(s) Volume
Nil 25,212
£18.84 3,244
(f)
Date of the transaction
19 March 2024
(g)
Place of the transaction
Outside a trading venue
1. Details of the person discharging managerial responsibilities/person closely
associated
(a) Name Nicholas Adcock
2. Reason for the notification
(a) Position/status Group President
(b) Initial notification/ Amendment Initial notification
3. Details of the issuer
(a) Name Hill & Smith PLC
(b) LEI 2138003A3ISGQZBOWI83
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 Ordinary shares of £0.25 each
(b) Identification code of the Financial Instrument GB0004270301
(c) Nature of the transaction Grant of 2024 LTIP award
(d) Price(s) and volume(s) Price(s) Volume
Nil 14,331
(e) Aggregated information:
- Aggregated volume N/A Single transaction
- Price
(f) Date of the transaction 19 March 2024
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information:
- Aggregated volume
- Price
N/A Single transaction
(f)
Date of the transaction
19 March 2024
(g)
Place of the transaction
Outside a trading venue
1. Details of the person discharging managerial responsibilities/person closely
associated
(a) Name Tim Tehan
2. Reason for the notification
(a) Position/status Group President
(b) Initial notification/ Amendment Initial notification
3. Details of the issuer
(a) Name Hill & Smith PLC
(b) LEI 2138003A3ISGQZBOWI83
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 Ordinary shares of £0.25 each
(b) Identification code of the Financial Instrument GB0004270301
(c) Nature of the transaction i. Grant of 2024 LTIP award
ii. Grant of Buyout award
(d) Price(s) and volume(s) Price(s) Volume
Nil 16,985
Nil 54,309
(e) Aggregated information:
Price(s) Volume
- Aggregated volume Nil 16,985
Nil 54,309
- Price
(f) Date of the transaction 19 March 2024
(g) Place of the transaction Outside a trading venue
(e)
Aggregated information:
- Aggregated volume
- Price
Price(s) Volume
Nil 16,985
Nil 54,309
(f)
Date of the transaction
19 March 2024
(g)
Place of the transaction
Outside a trading venue
As a result of these transactions:
i. Hannah Nichols holds share options over 196,373
ordinary shares in the Company;
ii. Hooman Caman Javvi holds share options over 87,349
ordinary shares in the Company;
iii. Nicholas Adcock holds share options over 14,331
ordinary shares in the Company; and
iv. Tim Tehan holds share options over 71,294 ordinary
shares in the Company.
Enquiries:
Alex Henderson
Company Secretary
0121 704 7430
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