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REG - Johnson Service Grp. - PDMR Shareholding - Grant of Share Options

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RNS Number : 4870N  Johnson Service Group PLC  07 May 2024

7 May 2024

AIM: JSG

Johnson Service Group PLC

PDMR Shareholding - Grant of Share Options

 

Johnson Service Group PLC (the "Company") 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 ("2018 LTIP Scheme")
(the "2024 LTIP Award").

In addition, for participating employees in the United Kingdom, linked awards
were granted on the same date over ordinary shares of 10 pence each in the
Company under the Johnson Service Group 2018 Long-Term Incentive Plan CSOP
Section (the "2024 Approved LTIP Award") at an exercise price of 149.40 pence
each.

The number of options granted to each of the Executive Directors are as
follows:

                               No. of Options Granted
 Executive Director  Position  2024 LTIP     2024 Approved LTIP Award

                               Award
 Peter Egan          CEO       474,590       20,080
 Yvonne Monaghan     CFO       296,795       20,080

The 2024 LTIP Award options may be exercised on or after 7 May 2027, subject
to the satisfaction of performance conditions over the three financial years
ending 31 December 2026 (the "Performance Period") and are exercisable up to
ten years from the date of grant (for participating employees in the United
Kingdom) or up to seven years from the date of grant (for participating
employees in the Republic of Ireland). The 2024 LTIP Award participants will
be entitled to receive an additional payment in respect of dividend
equivalents on 2024 LTIP Award options which vest.

Performance Conditions and Vesting

In determining the applicable performance conditions, the Remuneration
Committee has taken into account the Group's business plan as well as the
outlook for the sector, general macroeconomic conditions and, to the extent
available, the range of analysts' consensus forecasts for the financial year
ending 31 December 2026. Following careful consideration, the Remuneration
Committee has agreed two separate performance targets. The specific
performance conditions are set out below.

Total Shareholder Return

50 per cent of the award to vest by reference to the Company's total
shareholder return ('TSR') performance relative to that of the constituents of
the FTSE 250 (excluding investment trusts) (the "Comparator Group") over the
Performance Period. None of this element will vest if the Company's TSR
positions it below the median of the Comparator Group, one quarter will vest
if the Company's TSR is equal to the median of the Comparator Group and the
whole of this element will vest if the Company's TSR is at the upper quartile
level or above when compared to the Comparator Group. Vesting will be on a
straight-line basis between median and upper quartile.

Earnings Per Share

The remaining 50 per cent of the 2024 LTIP Award will vest by reference to
growth in the Company's adjusted fully diluted earnings per share from
continuing operations ('EPS') over the Performance Period above the level of
EPS achieved in the financial year ended 31 December 2023. None of this
element of the award will vest if EPS growth (on a CAGR basis) is less than 9
per cent per annum over the performance period; one quarter will vest for EPS
growth of 9 per cent per annum; and the whole of this element will vest if EPS
growth is 16 per cent per annum or greater over the performance period.
Vesting will be on a straight-line basis between these points.

Linked Award

For participating employees in the United Kingdom, the 2024 Approved LTIP
Award has been granted to allow, where possible, the participant to receive
part of the gain which may have been received under the 2024 LTIP Award tax
efficiently.  The participant will receive the same gross gain as they would
have received had they only been granted the 2024 LTIP Award and not been
granted the 2024 LTIP Award and the linked 2024 Approved LTIP Award.  At the
time of exercise, to the extent that there is a gain on the 2024 Approved LTIP
Award, the options granted under the 2024 LTIP Award will be forfeited to the
same value.

Further Holding Period

The 2024 LTIP Award is subject to an additional holding period of two years
from the date on which the 2024 LTIP Award vests (the "Holding
Period"). During the Holding Period, the 2024 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 2024 LTIP
Award.

Malus, Clawback and Remuneration Committee Discretion

The 2024 LTIP Award will be subject to the 2018 LTIP Scheme rules. In line
with its Remuneration Policy, the Remuneration Committee can apply malus and
clawback provisions to the 2024 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.

 

 Enquiries:
 Johnson Service Group PLC

 Peter Egan, CEO

 Yvonne Monaghan, CFO

 Tel:  01928 704 600

 Investec Investment Banking (NOMAD)  Camarco (Financial PR)

 David Flin                           Ginny Pulbrook

 Carlton Nelson                       Rosie Driscoll

 Virginia Bull                        Letaba Rimell

 Tel:  020 7597 5970                  Tel:  020 3757 4992 / 4981

 

 

 

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                                           Peter Egan

 2.  Reason for the Notification
 a)  Position / Status                              Chief Executive 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                  Options over ordinary shares of 10 pence each

     Identification code                            GB0004762810

 b)  Nature of the transaction                      Grant of options

 c)  Individual transaction price(s) and volume(s)  Price  Volume

                                              £nil   474,590

 d)  Aggregated price and volume                    Grant of 474,590 options over ordinary shares of 10 pence each at an exercise

                                              price of £nil

 e)  Date of the transaction                        7 May 2024

 f)  Place of the transaction                       Outside of a trading platform

d)

Aggregated price and volume

 

Grant of 474,590 options over ordinary shares of 10 pence each at an exercise
price of £nil

e)

Date of the transaction

 

7 May 2024

f)

Place of the transaction

 

Outside of a trading platform

 

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                                           Peter Egan

 2.  Reason for the Notification
 a)  Position / Status                              Chief Executive 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                  Options over ordinary shares of 10 pence each

     Identification code                            GB0004762810

 b)  Nature of the transaction                      Grant of options

 c)  Individual transaction price(s) and volume(s)  Price         Volume

                                              149.40 pence  20,080

 d)  Aggregated price and volume                    Grant of 20,080 options over ordinary shares of 10 pence each at an exercise

                                              price of 149.40 pence

 e)  Date of the transaction                        7 May 2024

 f)  Place of the transaction                       Outside of a trading platform

d)

Aggregated price and volume

 

Grant of 20,080 options over ordinary shares of 10 pence each at an exercise
price of 149.40 pence

e)

Date of the transaction

 

7 May 2024

f)

Place of the transaction

 

Outside of a trading platform

 

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                  Options over ordinary shares of 10 pence each

     Identification code                            GB0004762810

 b)  Nature of the transaction                      Grant of options

 c)  Individual transaction price(s) and volume(s)  Price  Volume

                                              £nil   296,795

 d)  Aggregated price and volume                    Grant of 296,795 options over ordinary shares of 10 pence each at an exercise

                                              price of £nil

 e)  Date of the transaction                        7 May 2024

 f)  Place of the transaction                       Outside of a trading platform

d)

Aggregated price and volume

 

Grant of 296,795 options over ordinary shares of 10 pence each at an exercise
price of £nil

e)

Date of the transaction

 

7 May 2024

f)

Place of the transaction

 

Outside of a trading platform

 

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                  Options over ordinary shares of 10 pence each

     Identification code                            GB0004762810

 b)  Nature of the transaction                      Grant of options

 c)  Individual transaction price(s) and volume(s)  Price         Volume

                                              149.40 pence  20,080

 d)  Aggregated price and volume                    Grant of 20,080 options over ordinary shares of 10 pence each at an exercise

                                              price of 149.40 pence

 e)  Date of the transaction                        7 May 2024

 f)  Place of the transaction                       Outside of a trading platform

d)

Aggregated price and volume

 

Grant of 20,080 options over ordinary shares of 10 pence each at an exercise
price of 149.40 pence

e)

Date of the transaction

 

7 May 2024

f)

Place of the transaction

 

Outside of a trading platform

 

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