REG - Computacenter - Director/PDMR Shareholding
04/04/2023 16:00
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RNS Number : 3676V Computacenter PLC 04 April 2023
Computacenter plc
Incorporated in England
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.
Vesting of Awards, Exercise of Options and Subsequent Sale of Shares
Computacenter Performance Share Plan 2005
The Company announces that on 31 March 2023, in accordance with the rules of
the PSP, the nil-cost option awards over Ordinary Shares, which were granted
on 23 March 2020, vested for the following Directors. Vesting of the PSP
Awards was subject to the achievement of performance conditions over a three
year period.
DIRECTOR Number of options awarded % Award Number of options vested Number of options lapsed Number of options exercised Number of options held
Vested(1)
Mr F A Conophy (Director) 62,915 100.00% -
62,915 - 62,915
Mr M J Norris (Director) 110,977 100.00% 110,977 -
- 110,977
(1) Awards granted under the PSP Plan vest subject to the satisfaction of
performance conditions at the end of a three year period. The level of
vesting for PSP Awards granted in 2020 was 100% for the PSP Enhanced Plan. The
PSP Awards vested are subject to a two year holding period before they are
released to the Directors.
Computacenter 2017 Deferred Bonus Plan
The Company announces that on 31 March 2023, the following conditional awards
over Ordinary Shares vested for the Directors below. This followed, in
accordance with the rules of the Computacenter 2017 Deferred Bonus Plan, the
Company vesting tranches of the related conditional 2020 Bonus Awards and 2021
Bonus Awards, which were granted on 21 March 2021 and 21 March 2022
respectively, over Ordinary Shares. Vesting of these tranches of the 2020
Bonus Awards was subject to the completion of a two-year holding period.
Vesting of these tranches of the 2021 Bonus Awards was subject to the
completion of a one-year holding period. The remainder of the 2021 Bonus
Awards will vest at the completion of a second year of holding. Further,
certain of the Ordinary Shares, resulting from the vesting of the award, were
sold for 2105 pence each.
DIRECTOR Number of shares vested(2) Number of shares sold Number of shares retained
Mr F A Conophy (Director) 8,056 - 8,056
Mr M J Norris (Director) 15,478 15,478 -
(2) On 31 March 2023, the Directors listed above became entitled to ordinary
shares of 7(5)/(9) pence each in the capital of the Company, as a result of
Awards vesting under the DBP. Awards granted under the DBP Plan vest in two
tranches with one-half of the deferred shares from the Bonus Awards vesting
after one year and the remaining deferred shares from the Bonus Awards vesting
after two years. The shares vesting above relate to the second tranche of the
2020 Bonus Award made on 21 March 2021 and the first tranche of the 2021 Bonus
Award made on 21 March 2022. The shares were released to the Directors on 31
March 2023 when the transactions noted above took place. The vesting amount
included 330 and 640 shares, for Mr Conophy and Mr Norris respectively,
awarded as dividend equivalent shares equal in value to dividends that would
have been paid on the shares in respect of which the award vests in respect of
dividend record dates during the period between the grant date and the vesting
date.
The relevant FCA notifications are set out below.
PDMR/PCA FCA Transaction Notification
1. Details of Director/Person Discharging Managerial Responsibilities
Name Francis Anthony Conophy
2. Reason for the notification
2(a) Position/Status Group Finance Director
2(b) Initial Notification/ Initial Notification
Amendment
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 Ordinary Shares acquired following the vesting of a conditional award, made on
21 March 2021, under the Computacenter 2017 Deferred Bonus Plan (the '2020
Bonus Award'). There is no price payable on the grant or exercise of the 2020
Bonus Award. Vesting of this tranche of the 2020 Bonus Award was subject to
the completion of a two year holding period.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 3,933
4(d) Aggregated Information
Aggregated Volume and Price nil 3,933
4(e) Date of the transaction 31-03-2023
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 acquired following the vesting of a conditional award, made on
21 March 2022, under the Computacenter 2017 Deferred Bonus Plan (the '2021
Bonus Award'). There is no price payable on the grant or exercise of the 2021
Bonus Award. Vesting of this tranche of the 2021 Bonus Award was subject to
the completion of a one year holding period. The remainder of the 2021 Bonus
Award will vest at the completion of a second year of holding.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 3,793
4(d) Aggregated Information
Aggregated Volume and Price nil 3,793
4(e) Date of the transaction 31-03-2023
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 acquired as dividend equivalents related to the grant and
vesting of conditional awards, made on 21 March 2021 and 21 March 2022,
under the Computacenter 2017 Deferred Bonus Plan (the 'Bonus Award Dividend
Equivalents'). There is no price payable on the acquisition of the Bonus Award
Dividend Equivalents.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 330
4(d) Aggregated Information
Aggregated Volume and Price nil 330
4(e) Date of the transaction 31-03-2023
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 acquired following exercise of nil-cost options awarded under
the Computacenter Performance Share Plan 2005 (the 'PSP Awards'). There was no
price payable on the grant or exercise of the PSP Awards. Vesting of the PSP
Awards were 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 100,477
4(d) Aggregated Information
Aggregated Volume and Price nil 100,477
4(e) Date of the transaction 31-03-2023
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 Director/Person Discharging Managerial Responsibilities
Name Michael John Norris
2. Reason for the notification
2(a) Position/Status Chief Executive Officer
2(b) Initial Notification/ Initial Notification
Amendment
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 Ordinary Shares acquired following the vesting of a conditional award, made on
21 March 2021, under the Computacenter 2017 Deferred Bonus Plan (the '2020
Bonus Award'). There is no price payable on the grant or exercise of the 2020
Bonus Award. Vesting of this tranche of the 2020 Bonus Award was subject to
the completion of a two year holding period.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 7,752
4(d) Aggregated Information
Aggregated Volume and Price nil 7,752
4(e) Date of the transaction 31-03-2023
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 acquired following the vesting of a conditional award, made on
21 March 2022, under the Computacenter 2017 Deferred Bonus Plan (the '2021
Bonus Award'). There is no price payable on the grant or exercise of the 2021
Bonus Award. Vesting of this tranche of the 2021 Bonus Award was subject to
the completion of a one year holding period. The remainder of the 2021 Bonus
Award will vest at the completion of a second year of holding.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 7,086
4(d) Aggregated Information
Aggregated Volume and Price nil 7,086
4(e) Date of the transaction 31-03-2023
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 acquired as dividend equivalents related to the grant and
vesting of conditional awards, made on 21 March 2021 and 21 March 2022, under
the Computacenter 2017 Deferred Bonus Plan (the 'Bonus Award Dividend
Equivalents'). There is no price payable on the acquisition of the Bonus Award
Dividend Equivalents.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 640
4(d) Aggregated Information
Aggregated Volume and Price nil 640
4(e) Date of the transaction 31-03-2023
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. Sold all 15,478 Shares from the conditional awards
vested, and dividend equivalent shares acquired, under the Computacenter 2017
Deferred Bonus Plan.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
21.05 15,478
4(d) Aggregated Information
Aggregated Volume and Price 21.05 15,478
4(e) Date of the transaction 31-03-2023
4(f) Place of the transaction XLON
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 nil-cost option awarded under
the Computacenter Performance Share Plan 2005 (the 'PSP Award'). There was no
price payable on the grant or exercise of the PSP Award. Vesting of the PSP
Award was subject to the achievement of a performance condition over a three
year period and released after a two year holding period.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
nil 62,147
4(d) Aggregated Information
Aggregated Volume and Price nil 62,147
4(e) Date of the transaction 31-03-2023
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
4(f) 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. Sold all 62,147 Shares from the conditional award
vested under the Computacenter Performance Share Plan 2005.
4(c) Price(s) and Volume(s) Price(s) (in GBP) Volume(s)
21.3179 62,147
4(d) Aggregated Information
Aggregated Volume and Price 21.3179 62,147
4(e) Date of the transaction 31-03-2023
4(f) Place of the transaction XLON
Enquiries:
Name: Simon Pereira
Company Secretary
Address: Computacenter plc
Hatfield Avenue
Hatfield
Hertfordshire
AL10 9TW
Telephone: +44 (0) 7385 514 715
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