REG - Aptitude Software - Grant of Awards under Performance Share Plan

Aptitude SoftwareAnnouncement

07/09/2023 10:15

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RNS Number : 7295L  Aptitude Software Group PLC  07 September 2023

Aptitude Software Group plc (the "Company")

Grant of awards under the Company's Performance Share Plan 2016 ("PSP")

On 6 September 2023 Aptitude Software Group plc granted awards in the form of
options over ordinary shares in the Company ("Ordinary Shares") under the PSP
to the following Directors and PDMRs. Each option has an exercise price per
Ordinary Share equal to the nominal value of an Ordinary Share.

 Director/ PDMR  Role                                                      Number of Ordinary Shares over which award granted
 Alex Curran     Executive Director/PDMR (Acting Chief Executive Officer)  121,215
 Mike Johns      Executive Director/PDMR (Chief Financial Officer)         74,659
 Jennifer Mead   PDMR (Chief People Officer)                               50,683

Each award has been granted subject to a performance condition based on the
Company's Total Shareholder Return ("TSR") over the three year performance
period starting on the date of grant relative to the TSRs of the constituents
of the FTSE SmallCap Index (excluding investment trusts) and the Company's
diluted earnings per share ("EPS") at the end of a three year performance
period ending with 2025. The TSR performance condition accounts for 75% of
each award and the EPS performance condition for 25% of each award. Details of
the performance conditions are set out below.

 Vesting               TSR Performance Condition (Rank of the Company's TSR against the Comparator  EPS Performance Condition (diluted EPS for the final year of the performance
                       Group)                                                                       period)
 25%                   Median                                                                       15.7 pence
 Between 25% and 100%  Between median and upper quartile                                            Between 15.7 pence and 18.1 pence
 100%                  Upper quartile or above                                                      18.1 pence or more

Each award is subject to a further performance condition that the extent of
vesting reflects the overall financial performance of the Company over the
performance period.

The extent to which the Awards vest will be determined following the end of
the TSR performance period. The awards granted to Alex Curran and Mike Johns
will be subject to a two year holding period following assessment of
performance. No other awards will be subject to a holding period.

The 2023 awards to Alex Curran and Mike Johns have been made at 125% of
salary, in line with the Remuneration Policy approved by shareholders at the
2023 AGM (including, in line with the commitment in the 2022 Directors'
Remuneration Report, not utilising the additional headroom for PSP grants
approved in that new Policy).  Both Executive Directors are new in post,
having recently been promoted internally to the positions of Acting Chief
Executive Officer and Chief Financial Officer.  The Remuneration Committee
has approved awards at this level as appropriate given the changes in the
Company leadership and the overall incentive levels across the various
elements of the Executive Directors' remuneration packages. The Remuneration
Committee will consider the vesting outturns determined by reference to the
performance conditions and retains discretion in relation to the total level
of reward arising from the 2023 award having regard to overall Company
performance, the wider stakeholder experience, and the outcome of prior year
PSP schemes.

The following notifications have been made in accordance with the requirements
of the EU Market Abuse Regulation as part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018:

 

Notification and public disclosure of transactions by PDMRs and persons
closely associated with them

 1.                                      Details of the person discharging managerial responsibilities/person closely
                                         associated
 a)                                      Name                                                         1. Alex Curran

                                                                                                      2. Mike Johns

                                                                                                      3. Jennifer Mead
 2.                                      Reason for the notification
 a)                                      Position/status                                              1. Executive Director/PDMR (Acting Chief Executive Officer)

                                                                                                      2. Executive Director/PDMR (Chief Financial Officer)

                                                                                                      3. PDMR (Chief People Officer)
 b)                                      Initial notification/Amendment                               Initial notification
 3.                                      Details of the issuer, emission allowance market participant, auction
                                         platform, auctioneer or auction monitor
 a)                                      Name                                                         Aptitude Software Group plc
 b)                                      LEI                                                          2138009VHA1WI2VKMA28
 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  Options over Ordinary Shares of 7 1/3 pence each
 b)                                      Identification code                                          ISIN: GB00BJV2F804
 c)                                      Nature of the transaction                                    Grant of options under Performance Share Plan 2016
 d)                                      Price(s) and volume(s)                                       Price          Number of Ordinary Shares over which Options have been granted

                                                            1.    n/a      1. 121,215

                                                                                                      2.    n/a      2.74,659

                                                                                                      3.    n/a      3.50,683
 e)                                      Aggregated information                                       n/a

                                         -     Aggregate volume

                                         -     Price
 f)                                      Date of the transaction                                      6 September 2023
 g)                                      Place of the transaction                                     Outside a trading venue
 Name of authorised official of issuer responsible for making notification:                           Alex Campbell, Company Secretary, Aptitude Software Group plc

e)

Aggregated information

-     Aggregate volume

-     Price

n/a

f)

Date of the transaction

6 September 2023

g)

Place of the transaction

Outside a trading venue

Name of authorised official of issuer responsible for making notification:

Alex Campbell, Company Secretary, Aptitude Software Group plc

 

Contact:

Alex Campbell, Company Secretary      Telephone: 020-3687-3200

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