REG - Bakkavor Group PLC - Director/PDMR Shareholding
13/04/2022 13:45
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RNS Number : 3065I Bakkavor Group PLC 13 April 2022
Bakkavor Group PLC
Transaction by PDMRS
13 April 2022
Bakkavor Group plc
(the "Company" or "Bakkavor")
NOTIFICATION DEALING WITH GRANT OF AWARDS TO PDMRS
Notification and public disclosure of transactions by persons discharging managerial responsibilities
and persons closely associated with them in accordance with the Market
Abuse Regulations.
LTIP Awards
On 13 April 2022 the following awards over ordinary shares of 2 pence in
Bakkavor Group plc were granted under the Bakkavor Group plc Long Term
Incentive Plan to the following persons discharging managerial
responsibilities:
PDMR No. of shares under Award Type of Award
Michael Edwards 680,889 Performance Share Award
Ben Waldron 559,228 Performance Share Award
Donna-Maria Lee 154,254 Performance Share Award
Donna-Maria Lee 77,127 Restricted Share Award
Pete Laport 101,818 Performance Share Award
Pete Laport 50,909 Restricted Share Award
The awards noted above are structured as nil cost options and the awards granted to Mr Laport are structured
as conditional awards.
The awards will ordinarily become exercisable (or vest as relevant) on the
third anniversary of grant subject to the grantee's continued service and, in
the case of the Performance Share Awards, only to the extent to which adjusted
earnings per share ("EPS") and total shareholder return ("TSR") performance
conditions set for the award are satisfied that each apply with equal
weighting.
The EPS targets set for the Performance Share Awards require EPS for the 2024
financial year to be at least
12.0 pence, for which one-quarter of the EPS element may vest, rising on a
straight-line basis to full vesting of the EPS element for EPS for the 2024
financial year of 13.8 pence or more.
The TSR targets set for the Performance Share Awards measure the Company's TSR
performance over three financial years (ending with the 2024 financial year)
relative to that of a bespoke group of comparator companies. One quarter of
the TSR element may vest for median relative TSR performance, rising on a
straight-line basis to full vesting of the TSR element for upper quartile or
better relative TSR performance.
The awards granted to Mr Edwards and Mr Waldron include a two-year
post-vesting holding period requirement in respect of which vested shares (net
of tax) acquired under the awards must be retained until at least the second
anniversary of the vesting of the awards.
Deferred Bonus Awards
On 13 April 2022 the following awards over ordinary shares of 2 pence in
Bakkavor Group plc were granted under the Bakkavor Group plc Deferred Annual
Bonus Plan to the following persons discharging managerial responsibilities:
PDMR No. of shares (or notional Type of Award
shares) under Award
Agust Gudmundsson 141,184 Cash Conditional Award
Michael Edwards 138,055 Nil cost Option
Ben Waldron 106,175 Nil cost Option
The awards will ordinarily become exercisable (or vest as relevant) on the
third anniversary of grant subject to the grantee's continued service.
To the extent the Cash Conditional Award vests, a cash payment will be made
equal to the value of the notional shares at such time.
To the extent the Nil cost Options vest and are exercised, ordinary shares
will be acquired.
Notifications
Details of the full notifications received by the Company are set out below.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Michael Edwards
2 Reason for Notification
a) Position/status UK Chief Operating Officer
b) Initial notification/Amendment Initial Announcement
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer
or auction monitor
a) Name Bakkavor Group plc
b) LEI 213800COL7AD54YU9949
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 Ordinary Shares of 2 pence each in Bakkavor Group plc
Identification code
GB00BF8J3Z99
b) Nature of the transaction 1. Grant of a nil cost option award under the Bakkavor Group plc Long Term
Incentive Plan. A Performance Share Award which will ordinarily become
exercisable three years from the date of grant, subject to continued service
and once exercisable may ordinarily be exercised at any point up until the
tenth anniversary of the date of grant. The Performance Share Award will only
vest to the extent to which adjusted earnings per share and total shareholder
return performance conditions are met. A two year (net of tax) post vesting
holding requirement applies to the award.
2. Grant of a nil cost option award under the Bakkavor Group plc Deferred
Annual Bonus Plan. The award will ordinarily become exercisable three years
from the date of
grant, subject to continued service and once exercisable
may ordinarily be exercised at any point up until the tenth anniversary of the
date of grant.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 680,889 Performance
Share Award under LTIP
Nil 138,055 Nil cost option under DABP
d) Aggregated information
- Aggregated volume 818,944
- Price Nil
e) Date of the transaction 13 April 2022
f) Place of the transaction Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Ben Waldron
2 Reason for Notification
a) Position/status Chief Financial Officer
b) Initial notification/Amendment Initial Announcement
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer
or auction monitor
a) Name Bakkavor Group plc
b) LEI 213800COL7AD54YU9949
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 Ordinary Shares of 2 pence each in Bakkavor Group plc
Identification code
GB00BF8J3Z99
b) Nature of the transaction 1. Grant of a nil cost option award under the Bakkavor Group plc Long Term
Incentive Plan. A Performance Share Award which will ordinarily become
exercisable three years from the date of grant, subject to continued service
and once exercisable may ordinarily be exercised at any point up until the
tenth anniversary of the date of grant. The Performance Share Award will only
vest to the extent to which adjusted earnings per share and total shareholder
return conditions are met. A two year (net of tax) post vesting holding
requirement applies to the award.
2. Grant of a nil cost option award under the Bakkavor Group plc Deferred
Annual Bonus Plan. The award will ordinarily become exercisable three years
from the date of grant, subject to continued service and once exercisable may
ordinarily be exercised at any point up until the tenth
anniversary of the date of grant.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 559,228 Performance Share Award under LTIP
Nil 106,175 Nil cost option under DABP
d) Aggregated information
- Aggregated volume 665,403
- Price Nil
e) Date of the transaction 13 April 2022
f) Place of the transaction Outside a trading venue`
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Donna-Maria Lee
2 Reason for Notification
a) Position/status Chief People Officer
b) Initial notification/Amendment Initial Announcement
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer
or auction monitor
a) Name Bakkavor Group plc
b) LEI 213800COL7AD54YU9949
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 Ordinary Shares of 2 pence each in Bakkavor Group plc
Identification code
GB00BF8J3Z99
b) Nature of the transaction Grant of nil cost option awards under the Bakkavor Group plc Long Term
Incentive Plan. One award is a Performance Share Award and the other a
Restricted Share Award both of which will ordinarily become exercisable three
years from the date of grant, subject to continued service and once
exercisable may ordinarily be exercised at any point up until the tenth
anniversary of the date of grant. The Performance Share Award will only vest
to the extent to which adjusted earnings per share and total shareholder
return performance conditions are met. No performance
conditions apply to the Restricted Share Award.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 154,254 Performance Share Award under LTIP
77,127 Restricted Share Award under LTIP
Nil
d) Aggregated information
- Aggregated volume 231,381
- Price Nil
e) Date of the transaction 13 April 2022
f) Place of the transaction Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Pete Laport
2 Reason for Notification
a) Position/status President and Chief Executive Officer of Bakkavor USA
b) Initial notification/Amendment Initial Announcement
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer
or auction monitor
a) Name Bakkavor Group plc
b) LEI 213800COL7AD54YU9949
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 Ordinary Shares of 2 pence each in Bakkavor Group plc
Identification code
GB00BF8J3Z99
b) Nature of the transaction Grant of conditional share awards under the Bakkavor Group plc Long Term
Incentive Plan. One award is a Performance Share Award and the other a
Restricted Share Award both of which will ordinarily vest three years from the
date of grant, subject to continued service. The Performance Share Award will
only vest to the extent to which adjusted earnings per share and total
shareholder return performance conditions are met. No performance
conditions apply to the Restricted Share Award.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 101,818 Performance Share Award under LTIP
50,909 Restricted Share Award under LTIP
Nil
d) Aggregated information
152,727
- Aggregated volume Nil
- Price
e) Date of the transaction 13 April 2022
f) Place of the transaction Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Agust Gudmundsson
2 Reason for Notification
a) Position/status Chief Executive Officer
b) Initial notification/Amendment Initial Announcement
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer
or auction monitor
a) Name Bakkavor Group plc
b) LEI 213800COL7AD54YU9949
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 Ordinary Shares of 2 pence each in Bakkavor Group plc
Identification code
GB00BF8J3Z99
b) Nature of the transaction Grant of a cash conditional award over notional shares under the Bakkavor
Group plc Deferred Annual Bonus Plan. The award will ordinarily vest three
years from the date of grant, subject to continued service.
To the extent the Cash Conditional Award vests a cash payment will be made
equal to the value of the notional shares at such time.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 141,184 under DABP
d) Aggregated information
141,184
- Aggregated volume Nil
- Price
e) Date of the transaction 13 April 2022
f) Place of the transaction Outside a trading venue
-Ends-
ENQUIRIES
Company Secretarial:
Annabel Tagoe-Bannerman, Group General Counsel and Company Secretary +44 (0) 20 7908 6130
Institutional investors and analysts:
Emily Daw, Head of Investor Relations +44 (0) 20 7908 6114
ABOUT BAKKAVOR
Bakkavor is the leading provider of fresh prepared food ("FPF") in the UK,
with a growing international presence in the US and China. The Group is the
number one by market share in the UK in the four FPF product categories of
meals, salads, desserts and pizza & bread, providing high-quality, fresh, healthy and convenient food. Its customers
include every major UK grocery retailer, including Tesco, Marks & Spencer,
Sainsbury's and Waitrose, and some of
the world's best-known food brands. Bakkavor was founded in 1986 and has its headquarters in London. The Group
has c.19,000 employees and operates 23 factories in the UK, 5 in the US and 9
in China.
LEI number: 213800COL7AD54YU9949
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