REG - Avon Rubber PLC - Director/PDMR Shareholding

Avon TechnologiesAnnouncement

11/12/2018 12:00

RNS Number : 1283K
Avon Rubber PLC
11 December 2018
 


11 December 2018
Avon Rubber p.l.c. ("the Company")
Directors' and PDMRs' Interest in Shares
 
As disclosed in the 2018 annual report, awards representing 100% of the maximum possible award under the Avon Rubber p.l.c. Performance Share Plan 2010, were granted to Executive Directors, persons discharging managerial responsibilities ('PDMRs') and other employees (together 'Participants') on 1 December 2015 ('the 2015 Awards').
The Awards were made subject to performance conditions based on the Company's Total Shareholder Return ('TSR') and Earnings Per Share ('EPS'), to be measured over a 3 year performance period which commenced on 1 October 2015 and ended on 30 September 2018. The start and end point of the Company's TSR performance by reference to the comparator group was measured over the 5 days following the announcement of the Company's annual results for the year ended 30 September 2015 and the year ended 30 September 2018. The Company's EPS performance was measured by reference to the EPS in the 2015 and 2018 year end results.
The Remuneration Committee confirmed on 29 November 2018 that 84% of the 2015 Awards would vest.
The Company received valid exercise notices from the Participants in respect of the 2015 Awards. As a result, on 5 December 2018, Paul McDonald, Miles Ingrey-Counter and Craig Sage, pursuant to the terms of the relevant joint ownership awards, sold their vested interests over all jointly owned shares in the market and exercised their nil cost options to acquire whole shares in the Company. Some of these shares were then sold to meet tax and National Insurance liabilities associated with the vesting of the 2015 Awards and for personal reasons. Leon Klapwijk and James Wilcox acquired whole shares pursuant to their 2015 Awards and sold a number of shares to meet tax and National Insurance/US social security liabilities.
The table below sets out the total number of shares over which the 2015 Awards were made to Executive Directors and PDMRs and total disposals:
 




 


Total Vested Award*


Whole shares acquired under nil cost option


Whole shares disposed




Executive Director




Paul McDonald


9,178


8,688


5,603




PDMRs




Miles Ingrey-Counter


8,558


8,101


8,101




Craig Sage


3,466


3,281


2,412




Leon Klapwijk


5,140


5,140


2,416




James Wilcox


3,884


3,884


1,290




*84% of the total number of the 2015 Awards. Paul McDonald, Miles Ingrey-Counter and Craig Sage held an interest in the number of shares shown in the above table which was sold, on 5 December 2018, following the vesting of the 2015 Awards. The proceeds due to the executives on sale of the jointly owned shares were determined by the 2015 Joint Ownership Agreements as £0.56 per share.
The following notification is intended to satisfy the Company's obligations under Article 19 of the Market Abuse Regulation.  
Notification and public disclosure of transactions by PDMRs:
1.    Disposal of interests in jointly owned shares pursuant to the vesting of 2015 Awards made under the Avon Rubber p.l.c. Performance Share Plan 2010




1


Details of person discharging managerial responsibilities/person closely associated




a)   


Name


1)    Paul McDonald
2)    Miles Ingrey-Counter
3)    Craig Sage




2


Reason for the notification




a)   


Position / status


1)    Chief Executive Officer
2)    Company Secretary
3)    Divisional Head - Dairy




b)   


Initial notification /
amendment


Initial notification
 




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)   


Name


Avon Rubber p.l.c.




b)   


LEI


213800JM1AN62REBWA71




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
and ISIN Code


Ordinary £1 shares in Avon Rubber p.l.c.
 
GB0000667013




b)   


Nature of the
transaction


Disposal of interests in jointly owned shares pursuant to the vesting of 2015 Awards made under the Avon Rubber p.l.c. Performance Share Plan 2010




c)   


Price(s) and
volume(s)
 






Price(s)


Volume(s)




1)    GBP 12.725*
2)    GBP 12.725*
3)    GBP 12.725*


1)    9,178
2)    8,558
3)    3,466




*of which £0.56 per jointly owned share was payable to the PDMRs.




d)   


Aggregated Information
1)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
2)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
3)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
 


 
 
 
9,178
GBP 12.725
GBP 116,790.05
 
8,558
GBP 12.725
GBP 108,900.55
 
3,466
GBP 12.725
GBP 44,104.85
 




e)   


Date of the
transactions


All occurred on 2018-12-05
 




f)    


Place of the
transaction


London Stock Exchange (XLON)
 




 
2.    Acquisition of shares pursuant to the vesting of 2015 Awards made under the Avon Rubber p.l.c. Performance Share Plan 2010




1


Details of person discharging managerial responsibilities/person closely associated




a)   


Name


1)    Paul McDonald
2)    Miles Ingrey-Counter
3)    Craig Sage
4)    Leon Klapwijk
5)    James Wilcox




2


Reason for the notification




a)   


Position / status


1)    Chief Executive Officer
2)    Company Secretary
3)    Divisional Head - Dairy
4)    Divisional Head - Protection
5)    Divisional Head - Military




b)   


Initial notification /
amendment


Initial notification
 




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)   


Name


Avon Rubber p.l.c.




b)   


LEI


213800JM1AN62REBWA71




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
and ISIN Code


Ordinary £1 shares in Avon Rubber p.l.c.
 
GB0000667013




b)   


Nature of the
transaction


Shares acquired on the exercise of nil cost options and conditional awards pursuant to the vesting of 2015 Awards made under the Avon Rubber p.l.c. Performance Share Plan 2010




c)   


Price(s) and
volume(s)
 






Price(s)


Volume(s)




1)    GBP nil
2)    GBP nil
3)    GBP nil
4)    GBP nil
5)    GBP nil
 


1)    8,688
2)    8,101
3)    3,281
4)    5,140
5)    3,884




 




d)   


Aggregated Information
1)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
2)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
3)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
4)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
5)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
 


 
 
8,688
GBP nil
GBP nil
 
8,101
GBP nil
GBP nil
 
3,281
GBP nil
GBP nil
 
5,140
GBP nil
GBP nil
 
3,884
GBP nil
GBP nil




e)   


Date of the
transactions


All occurred on 2018-12-05
 




f)    


Place of the
transaction


London Stock Exchange (XLON)
 




3.    Disposal of shares resulting from the exercise of nil cost options pursuant to the vesting of 2015 Awards made under the Avon Rubber p.l.c. Performance Share Plan 2010




1


Details of person discharging managerial responsibilities/person closely associated




a)   


Name


1)    Paul McDonald
2)    Miles Ingrey-Counter
3)    Craig Sage
4)    Leon Klapwijk
5)    James Wilcox




2


Reason for the notification




a)   


Position / status


1)    Chief Executive Officer
2)    Company Secretary
3)    Divisional Head - Dairy
4)    Divisional Head - Protection
5)    Divisional Head - Military




b)   


Initial notification /
amendment


Initial notification
 




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)   


Name


Avon Rubber p.l.c.




b)   


LEI


213800JM1AN62REBWA71




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
and ISIN Code


Ordinary £1 shares in Avon Rubber p.l.c.
 
GB0000667013




b)   


Nature of the
transaction


Disposal of shares resulting from the exercise of nil cost options pursuant to the vesting of 2015 Awards made under the Avon Rubber p.l.c. Performance Share Plan 2010 to pay tax, National Insurance/US social security and in some cases for personal reasons




c)   


Price(s) and
volume(s)
 






Price(s)


Volume(s)




1)    GBP 12.725
2)    GBP 12.725
3)    GBP 12.725
4)    GBP 12.725
5)    GBP 12.725


1)    5,603
2)    8,101
3)    2,142
4)    2,416
5)    1,290




 




d)   


Aggregated Information
1)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
2)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
3)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
4)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
5)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
 


 
 
5,603
GBP 12.725
GBP 71,298.17
 
8,101
GBP 12.725
GBP 103,085.22
 
2,412
GBP 12.725
GBP 30,692.70
 
2,416
GBP 12.725
GBP 30,743.60
 
1,290
GBP 12.725
GBP 16,415.25




e)   


Date of the
transactions


All occurred on 2018-12-05
 




f)    


Place of the
transaction


London Stock Exchange (XLON)
 




The Company also announces a supplemental conditional award over 7,465 shares granted under the 2010 Performance Share Plan ('PSP Award') to James Wilcox, who became a person discharging managerial responsibility (PDMR) in April 2018.   
The PSP Award is subject to performance criteria and the performance period applicable is 1 October 2017 to 30 September 2020.
The number of shares placed under award and the start price against which the Total Shareholder Return performance target will be measured over the 3 year performance period is the average price of the Company's shares over the 5 days following announcement of the Company's annual results for the year ended 30 September 2017, which was £11.32. The awards are also subject to an earnings per share performance target.  Full details of the PSP scheme are disclosed in the Company's Remuneration Report.
 




1


Details of person discharging managerial responsibilities/person closely associated




b)   


Name


James Wilcox




2


Reason for the notification




c)   


Position / status


Divisional Head - Military




d)   


Initial notification /
amendment


Initial notification
 




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




c)   


Name


Avon Rubber p.l.c.




d)   


LEI


213800JM1AN62REBWA71




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




g)   


Description of the
financial instrument
and ISIN Code


Ordinary £1 shares in Avon Rubber p.l.c.
 
GB0000667013




h)   


Nature of the
transaction


Grant of conditional right to acquire shares subject to performance criteria, measured over a three year performance period, under the Company's Performance Share Plan.




i)    


Price(s) and
volume(s)
 






Price(s)


Volume(s)




NIL


7,465




 




j)    


Aggregated Information
1)
-  Aggregated volume
-  Aggregated price
-  Aggregated total
 
 


 
 
 
7,465 shares
NIL
NIL
 




k)   


Date of the
transactions


2018-12-11
 




l)    


Place of the
transaction


Outside a trading venue
 




LEI: 213800JM1AN62REBWA71

Classification: Transactions by PDMRs under article 19 of the Market Abuse Regulation.
Contact Information:
Avon Rubber p.l.c.




Miles Ingrey-Counter, Company Secretary
 


01225 896850
 




 




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