REG - Cohort PLC - Director/PDMR Shareholding

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RNS Number : 8368Y  Cohort PLC  10 September 2025

 One Waterside Drive

 Arlington Business Park

 Reading

 Berks

 RG7 4SW

  10 September 2025

COHORT PLC

("Cohort" or "the Company")

 

Director Shareholdings

Cohort plc wishes to notify the following changes in the interests of
directors of the Company in ordinary shares of 10 pence ("Ordinary Shares") in
relation to the vesting of the Executive Long Term Incentive Plan 2021
("LTIP") share awards.

 

Vesting of Share Awards

On 5 September 2025, Ordinary Shares that had vested in accordance with the
rules of the LTIP, and the performance conditions set, were transferred to the
executive directors of the Company (the "Vested Shares") at nil cost.
 Sufficient of the Vested Shares were sold on 9 September 2025 at a price of
£12.5587 per share to cover the tax and National Insurance Contribution
("NIC") liabilities due, resulting in a number of Ordinary Shares retained
("Retained Shares"). The Retained Shares are additionally subject to a
two-year post-vesting holding period and will be held in a custodian nominee
account.

 

The following table sets out the details of the Vested Shares and Retained
Shares:

 

 Cash sum settled pursuant to the Director  Cash sum settled pursuant to LTIP  Total number of Vested Shares  Number of shares sold to cover tax and NIC  liabilities   Total number of Retained Shares
 AS Thomis                                  £118,125.00                        45,608                         21,203                                                    24,405
 SR Walther                                 £92,291.67                         35,634                         16,569                                                    19,065

 

The vesting of the LTIP awards was dependent on performance against organic
growth and total growth targets, equally weighted, measured over a three-year
period:

 

 Vesting Conditions:
 ·      Up to 50% based on organic CAGR over 3 years between:        3% to 8%
 ·      Up to 50% based on total CAGR over 3 years between:          3% to 13%
 Vesting conditions attained:
 ·      50% based on organic CAGR over 3 years                       17.03%
 ·      50% based on total CAGR over 3 years                         19.09%

 

Further details regarding the LTIP and associated performance conditions can
be found in the Company's Annual Report and Accounts.

 

Director Shareholdings

Following completion of the transactions detailed above, the interests of Mr
Thomis and Mr Walther and their connected persons in the Ordinary Shares are
as follows:

 

 Director    Ordinary Shares*  % of the total issued share capital
 AS Thomis   186,343           0.40%

 SR Walther  149,578           0.32%

*Not including unvested shares under both the Restricted Share Scheme

 

 

 NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
 RESPONSIBILITIES
 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Andrew Thomis
 2   Reason for the notification
 a)  Position/status                                              Chief Executive
 b)  Initial notification/amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Full name of the entity                                      Cohort plc
 b)  Legal Entity Identifier Code                                 213800WE61C73LZZNW11
 4   Details of the transaction(s)
 a)  Description of the financial instrument, type of instrument  Ordinary shares in Cohort plc with a nominal value of 10 pence each
 b)  Identification Code                                          GB00B0YD2B94
 c)  Nature of the transaction                                    Vesting of shares under the Cohort plc LTIP and transfer to a custodian
                                                                  nominee account.
 d)  Currency                                                     GBP - British Pound
 e)  Price(s) and Volume(s)                                       45,608 Ordinary Shares at £0.00
 f)  Aggregated Information                                       N/A

     -       Price

     -       Volume

     -       Total
 g)  Date of transaction                                          5 September 2025
 h)  Place of transaction                                         Outside of a Main Market

 

 NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
 RESPONSIBILITIES
 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Andrew Thomis
 2   Reason for the notification
 a)  Position/status                                              Chief Executive
 b)  Initial notification/amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Full name of the entity                                      Cohort plc
 b)  Legal Entity Identifier Code                                 213800WE61C73LZZNW11
 4   Details of the transaction(s)
 a)  Description of the financial instrument, type of instrument  Ordinary shares in Cohort plc with a nominal value of 10 pence each
 b)  Identification Code                                          GB00B0YD2B94
 c)  Nature of the transaction                                    Sale of vested shares to cover tax and NIC liabilities
 d)  Currency                                                     GBP - British Pound
 e)  Price(s) and Volume(s)                                       21,203 Ordinary Shares at £12.5587
 f)  Aggregated Information                                       N/A

     -       Price

     -       Volume

     -       Total
 g)  Date of transaction                                          9 September 2025
 h)  Place of transaction                                         London Stock Exchange - AIM

 

 

 NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
 RESPONSIBILITIES
 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Simon Walther
 2   Reason for the notification
 a)  Position/status                                              Finance Director
 b)  Initial notification/amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Full name of the entity                                      Cohort plc
 b)  Legal Entity Identifier Code                                 213800WE61C73LZZNW11
 4   Details of the transaction(s)
 a)  Description of the financial instrument, type of instrument  Ordinary shares in Cohort plc with a nominal value of 10 pence each
 b)  Identification Code                                          GB00B0YD2B94
 c)  Nature of the transaction                                    Vesting of shares under the Cohort plc LTIP and transfer to a custodian
                                                                  nominee account
 d)  Currency                                                     GBP - British Pound
 e)  Price(s) and Volume(s)                                       35,634 Ordinary Shares at £0.00
 f)  Aggregated Information                                       N/A

     -       Price

     -       Volume

     -       Total
 g)  Date of transaction                                          5 September 2025
 h)  Place of transaction                                         Outside of a Main Market

 

 NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL
 RESPONSIBILITIES
 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Simon Walther
 2   Reason for the notification
 a)  Position/status                                              Finance Director
 b)  Initial notification/amendment                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Full name of the entity                                      Cohort plc
 b)  Legal Entity Identifier Code                                 213800WE61C73LZZNW11
 4   Details of the transaction(s)
 a)  Description of the financial instrument, type of instrument  Ordinary shares in Cohort plc with a nominal value of 10 pence each
 b)  Identification Code                                          GB00B0YD2B94
 c)  Nature of the transaction                                    Sale of vested shares to cover tax and NIC liabilities
 d)  Currency                                                     GBP - British Pound
 e)  Price(s) and Volume(s)                                       16,569 Ordinary Shares at £12.5587
 f)  Aggregated Information                                       N/A

     -       Price

     -       Volume

     -       Total
 g)  Date of transaction                                          9 September 2025
 h)  Place of transaction                                         London Stock Exchange - AIM

 

 

 

ENDS

 

For further information please contact:

 

 Cohort plc                                                                      0118 909 0390
 Andrew Thomis, Chief Executive
 Simon Walther, Finance Director
 Raquel McGrath, Company Secretary and General Counsel

 Investec Bank Plc (Financial Adviser, Nominated Adviser, and Corporate Broker)  020 7597 5970
 Christopher Baird, Carlton Nelson, Charlotte Young

 MHP                                                                             07817 458804
 Reg Hoare, Ollie Hoare, Hugo Harris                                             Cohort@mhpgroup.com (mailto:Cohort@mhpgroup.com)

 

NOTES TO EDITORS

Cohort plc (www.Cohortplc.com) is the parent company of seven innovative,
agile and responsive businesses based in the UK, Australia, Germany and
Portugal, providing a wide range of services and products for domestic and
export customers in defence and related markets.

Cohort (AIM: CHRT) was admitted to London's Alternative Investment Market in
March 2006. It has headquarters in Reading, Berkshire and employs in total
over 1,500 core staff there and at its other operating company sites across
the UK, Australia, Germany and Portugal.

The Group is split into two segments - Communications and Intelligence, and
Sensors and Effectors:

Communications and Intelligence

 * EID designs and manufactures advanced communications systems for naval and
military customers. Cohort acquired a majority stake in June
2016.  www.eid.pt

 * EM Solutions designs, assembles, tests, and supports satellite communications
on-the-move terminals for defence and government customers. It also provides
high-end broadband radio transceivers and other RF Subsystems such as low
noise receivers and solid-state high-power transmitters for defence and
commercial customers. Acquired by Cohort in January 2025.
www.emsolutions.com.au (http://www.emsolutions.com.au)

 * MASS is a specialist data technology company serving the defence and security
markets, focused on electronic warfare, digital services and training support.
 Acquired by Cohort in August 2006.
www.mass.co.uk (http://www.mass.co.uk)

 * MCL designs, sources and supports advanced electronic and surveillance
technology for UK end users including the MOD and other government agencies.
MCL has been part of the Group since July 2014.
www.marlboroughcomms.com
(https://protect.checkpoint.com/v2/___http:/www.marlboroughcomms.com___.bXQtcHJvZC1jcC1ldXcyLTE6bmV4dDE1OmM6bzphYjZmYzUzYmU4MDRhZTQ4NDQwYjI0OGI2MmI1NWZjNTo2OmQ1Yjc6YzFmMzZmMzE5YWY0YzczYzlhNTE2ZTFkZWI1NzVkNTFiYzkwZTA5Y2MwMzgyZjMwOGJhNjVhYjYyNDhkNDVkYzpwOlQ6Tg)

 

Sensors and Effectors

 * Chess Dynamics offers surveillance, tracking and fire-control systems to the
defence and security markets. Chess has been part of the Group since December
2018.  www.chess-dynamics.com

 * ELAC SONAR supplies advanced sonar systems and underwater communications to
global customers in the naval marketplace.  Acquired by Cohort in December
2020.  www.elac-sonar.de

 * SEA delivers and supports technology-based products primarily for naval
defence customers alongside specialist research and training
services. Acquired by Cohort in October 2007.  www.sea.co.uk

 

 

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