REG - Computacenter - Director/PDMR Shareholding <Origin Href="QuoteRef">CCC.L</Origin> - Part 1
RNS Number : 3828AComputacenter PLC23 March 2017Computacenter plc
Incorporated in England and Wales
Registration number: 03110569
LEI: 549300XSXUZ1I19DB105
ISIN: GB00BV9FP302
Computacenter plc
(the 'Company')
The following notifications are made under article 19 of the Market Abuse Regulation ('MAR') relating to certain transactions in the shares of the Company by Directors of the Company, Persons Discharging Managerial Responsibilities ('PDMR') of the Company and Persons Closely Associated ('PCA') with the Directors and PDMRs.
Grant of Awards
The Company announces that on 22 March 2017, in accordance with the rules of the Computacenter Performance Share Plan 2005 (the 'PSP'), the Company granted conditional awards over Ordinary Shares of 75/9 pence each, to the following Directors/PDMR:
Director/PDMR
Number of shares awarded1
Mr F Conophy (Director)
80,788
Mr M Norris (Director)
142,566
Mr C Webb (PDMR)
47,522
1 Calculated using the middle market quotation of 736.5 pence as derived from the Daily Official List of the London Stock Exchange on 21 March 2017, being the day before the date of grant of the award.
Performance Criteria
No consideration was paid for the grant of the PSP awards which are structured as nil cost options, and which shall ordinarily vest and become exercisable by the three participants listed above, subject to the satisfaction of the performance conditions set by the Remuneration Committee of the Company which are based on (i) the Group's compound annual EPS growth rate, commencing on 1 January 2017 and ending on 31 December 2019 (the 'Performance Period') and (ii) the compound annual growth rate of the Group's Services Revenue over the Performance Period.
PDMR
Number of shares awarded1
Mr N Hall (PDMR)
13,917
Mr R Gray (PDMR)
4,684
1 Calculated using the middle market quotation of 736.5 pence as derived from the Daily Official List of the London Stock Exchange on 21 March 2017, being the day before the date of grant of the award.
Performance Criteria
No consideration was paid for the grant of the PSP awards which are structured as nil cost options, and which shall ordinarily vest and become exercisable by the two participants listed above, subject to the satisfaction of the performance conditions set by the Remuneration Committee of the Company which are based on the Group's compound annual EPS growth rate over the Performance Period.
All of the awards set out above will be satisfied out of shares held by the 2011 Computacenter Employee Benefit Trust.The relevant FCA notifications are set out below.
Exercise of Options and Subsequent Sale of Shares
The Company announces that on 22 March 2017, the following Directors and PDMRs exercised nil cost option awards over Ordinary Shares of 75/9 pence ('Ordinary Shares') in the capital of the Company. This followed, in accordance with the rules of the Computacenter Performance Share Plan 2005 (the 'PSP'), the Company vesting the related conditional awards, which were granted on 20 March 2014, over Ordinary Shares. Further, certain of the Ordinary Shares, resulting from the exercise of options, were sold for 717.563 pence each.
DIRECTOR/PDMR
Number of shares exercised
% Award vested2
Number of shares sold3
Number of shares retained4
Mr F Conophy (Director)
70,941
85.13%
-
70,941
Mr M Norris (Director)
124,732
85.13%
58,801
65,931
Mr C Webb (PDMR)
42,098
85.13%
42,098
-
Mr R Gray (PDMR)
2,637
100.00%
1,220
1,417
2 On 22 March 2017, the Directors and PDMRs listed above became entitled to ordinary shares of 75/9 pence each in the capital of the Company, as a result of awards vesting under the PSP.Awards granted under the PSP scheme vest subject to the satisfaction of performance conditions at the end of a three year period.The level of vesting for awards granted in 2014 was 100% for the PSP Standard Scheme and 85.13% for the PSP Enhanced Scheme.
3 For Mr M Norris and Mr R Gray, the sale of Ordinary Shares was sufficient only to fund the tax and national insurance liabilities and administrative fees arising from the exercise of the vested options.
4 Mr M Norris transferred the residual balance of his Ordinary Shares retained following the exercise and sale shown above to a Person Closely Associated ('PCA') with him, Mrs J Norris.
The relevant FCA notifications are set out below.
Position following Grant of Awards, Exercise of Options and Sale of Ordinary Shares
Following the completion of the transactions set out in this announcement:
DIRECTOR
Number of Ordinary Shares held5
Balance of conditional awards under the PSP
Mr F Conophy (Director)
1,857,856
227,067
Mr M Norris (Director)
1,208,088
399,760
5 Includes interests held by a PCA
PDMR/PCA FCA Transaction Notification
1.
Details of Person Discharging Managerial Responsibilities
Name
Francis Anthony Conophy
2.
Reason for the notification
2(a)
Position/Status
Group Finance Director
2(b)
Initial Notification/
Amendment
Initial Notification
3.
Details of the issuer
3(a)
Name
Computacenter plc
3(b)
LEI
549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award. Vesting is subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
80,788
4(d)
Aggregated Information
Aggregated Volume and Price
nil
80,788
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award. Vesting was subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
70,941
4(d)
Aggregated Information
Aggregated Volume and Price
nil
70,941
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
1.
Details of Person Discharging Managerial Responsibilities
Name
Michael John Norris
2.
Reason for the notification
2(a)
Position/Status
Chief Executive Officer
2(b)
Initial Notification/
Amendment
Initial Notification
3.
Details of the issuer
3(a)
Name
Computacenter plc
3(b)
LEI
549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award. Vesting is subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
142,566
4(d)
Aggregated Information
Aggregated Volume and Price
nil
142,566
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award. Vesting was subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
124,732
4(d)
Aggregated Information
Aggregated Volume and Price
nil
124,732
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Ordinary Shares sold sufficient only to fund the tax and national insurance liabilities and administrative fees arising from the exercise of the option acquired from the conditional award vested under the PSP.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
7.17563
58,801
4(d)
Aggregated Information
Aggregated Volume and Price
7.17563
58,801
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares disposed in order to meet the tax and national insurance liabilities and administrative fees arising from the exercise were sold to the 2011 Computacenter Employee Benefit Trust in off-market transactions at the market volume-weighted average price of 7.17563 on 22 March 2017.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Transfer of the balance of Ordinary Shares retained following the exercise on 22 March 2017 into the name of Mrs Jacqui Norris, a Person Closely Associated with him, for nil consideration.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
65,931
4(d)
Aggregated Information
Aggregated Volume and Price
nil
65,931
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside a trading venue.
1.
Details of Person Closely Associated with Person Discharging Managerial Responsibilities
Name
Jacqueline Ann Norris
2.
Reason for the notification
2(a)
Position/Status
Person Closely Associated with Michael John Norris - Chief Executive Officer of Computacenter plc (the 'Company')
2(b)
Initial Notification/
Amendment
Initial Notification
3.
Details of the issuer
3(a)
Name
Computacenter plc
3(b)
LEI
549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Transfer of the balance of Ordinary Shares retained following the exercise by Michael John Norris, the Chief Executive of the Company, on 22 March 2017 into the name of Jacqueline Ann Norris, a Person Closely Associated, for nil consideration.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
65,931
4(d)
Aggregated Information
Aggregated Volume and Price
nil
65,931
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue.
1.
Details of Person Discharging Managerial Responsibilities
Name
Christopher Mark Webb
2.
Reason for the notification
2(a)
Position/Status
Group Chief Operating Officer
2(b)
Initial Notification/
Amendment
Initial Notification
3.
Details of the issuer
3(a)
Name
Computacenter plc
3(b)
LEI
549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award. Vesting is subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
47,522
4(d)
Aggregated Information
Aggregated Volume and Price
nil
47,522
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award. Vesting was subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
42,098
4(d)
Aggregated Information
Aggregated Volume and Price
nil
42,098
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Sale of Ordinary Shares.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
7.17563
42,098
4(d)
Aggregated Information
Aggregated Volume and Price
7.17563
42,098
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares disposed were sold to the 2011 Computacenter Employee Benefit Trust in off-market transactions at the market volume-weighted average price of 7.17563 on 22 March 2017.
1.
Details of Person Discharging Managerial Responsibilities
Name
Neil Philip Hall
2.
Reason for the notification
2(a)
Position/Status
Group Director, Business Enablement & Contractual Services
2(b)
Initial Notification/
Amendment
Initial Notification
3.
Details of the issuer
3(a)
Name
Computacenter plc
3(b)
LEI
549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award. Vesting is subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
13,917
4(d)
Aggregated Information
Aggregated Volume and Price
nil
13,917
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue.
1.
Details of Person Discharging Managerial Responsibilities
Name
Raymond John Gray
2.
Reason for the notification
2(a)
Position/Status
Group Company Secretary, Group Head of Financial Reporting
2(b)
Initial Notification/
Amendment
Initial Notification
3.
Details of the issuer
3(a)
Name
Computacenter plc
3(b)
LEI
549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award. Vesting is subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
nil
4,684
4(d)
Aggregated Information
Aggregated Volume and Price
nil
4,684
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award. Vesting was subject to the achievement of performance conditions over a three year period.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
7.17563
2,637
4(d)
Aggregated Information
Aggregated Volume and Price
7.17563
2,637
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
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 transaction(s) have been conducted
4(a)
Description of the financial instrument
Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares')
ISIN: GB00BV9FP302
4(b)
Nature of Transaction
Ordinary Shares sold sufficient only to fund the tax and national insurance liabilities and administrative fees arising from the exercise of the option acquired from the conditional award vested under the PSP.
4(c)
Price(s) and Volume(s)
Price(s) (in GBP)
Volume(s)
7.17563
1,220
4(d)
Aggregated Information
Aggregated Volume and Price
7.17563
1,220
4(e)
Date of the transaction
22-03-2017
4(f)
Place of the transaction
Outside of a trading venue. The Ordinary Shares disposed in order to meet the tax and national insurance liabilities and administrative fees arising from the exercise were sold to the 2011 Computacenter Employee Benefit Trust in off-market transactions at the market volume-weighted average price of 7.17563 on 22 March 2017.
Enquiries:
Name:
Raymond Gray
Company Secretary
Address:
Computacenter plc
Hatfield Avenue
Hatfield
Hertfordshire
AL10 9TW
Telephone:
01707 631 000
This information is provided by RNSThe company news service from the London Stock ExchangeENDDSHEASDDALLXEFF
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