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REG - Computacenter - Director/PDMR Shareholding

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RNS Number : 5460I  Computacenter PLC  27 March 2024

 

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.

 

Grant of Awards - Performance Share Plan

 

The Company announces that on 26 March 2024, in accordance with the rules of
the Computacenter Performance Share Plan 2005 (the 'PSP'), the Company granted
awards of nil-cost options (the 'PSP Awards') over Ordinary Shares of 7(5)/(9)
pence each in the capital of the Company ('Ordinary Shares'), to the following
Directors/PDMR:

 

 Director                  Number of shares awarded(1)

 Mr M J Norris (Director)  50,628

 Mr M C Jehle (Director)   29,264

(1) Calculated using a price of 2691.00 pence per Ordinary Share which is the
average middle market closing quotation, as derived from the Daily Official
List of the London Stock Exchange, over the period from 21 March 2024 to 25
March 2024, being the three trading days before the Date of Grant of the PSP
Awards

 

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 (i) the compound annual growth rate of the Group's adjusted
diluted earnings per share ('EPS'), commencing on 1 January 2024 and ending on
31 December 2026 (the 'Performance Period') and (ii) the compound annual
growth rate of the Group's Services Revenue over the Performance Period, and
(iii) the compound annual EBIT growth rate of the Group's North American
business over the Performance Period. The PSP Awards are subject to a two-year
holding period following vesting. The vested PSP Awards held during the
holding period will include the right to receive dividend equivalents as
shares.

 

 PDMR                 Number of shares awarded(1)

 Mr S Pereira (PDMR)  1,931

(1) Calculated using a price of 2691.00 pence per Ordinary Share which is the
average middle market closing quotation, as derived from the Daily Official
List of the London Stock Exchange, over the period from 21 March 2024 to 25
March 2024, being the three trading days before the Date of Grant of the PSP
Awards

 

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 participant listed above, subject to the satisfaction of the performance
condition set by the Remuneration Committee of the Company which is based on
the compound annual growth rate of the Group's EPS over the Performance
Period.

 

All of the PSP Awards set out above will be satisfied out of shares held by
the 2011 Computacenter Employee Benefit Trust or by treasury shares held by
the Company at the discretion of the Board of the Company.  The relevant FCA
notifications are set out below.

 

Grant of Awards - Deferred Bonus Plan

 

The Company announces that on 26 March 2024, in accordance with the rules of
the Computacenter 2017 Deferred Bonus Plan (the 'DBP'), the Company granted
conditional awards (the '2023 Bonus Awards') over Ordinary Shares of 7(5)/(9)
pence each, to the following Directors:

 

 Director                  Number of shares awarded(1)

 Mr M J Norris (Director)  14,534

 Mr M C Jehle (Director)   4,134

(1) Calculated using a price of 2691.00 pence per Ordinary Share which is the
average middle market closing quotation, as derived from the Daily Official
List of the London Stock Exchange, over the period from 21 March 2024 to 25
March 2024, being the three trading days before the Date of Grant of the 2023
Bonus Awards.

 

Performance Criteria

The annual performance bonus for each of the two participants listed above is
based on performance measures and targets set at the beginning of each
financial year.  Performance is normally assessed over one financial
year.  For the bonus paid in respect of 2023, 50 per cent will be paid in
cash and 50 per cent, the 2023 Bonus Awards, has been deferred into Ordinary
Shares of 7(5)/(9) pence each, as detailed above. One-half of the deferred
shares from the 2023 Bonus Awards will vest after one year and the remaining
deferred shares from the 2023 Bonus Awards will vest after two years. Ordinary
Shares subject to deferral as part of the 2023 Bonus Awards will include the
right to receive dividend equivalents as shares.

 

No consideration was paid for the grant of the 2023 Bonus Awards which are
structured as conditional awards, and which shall ordinarily vest for the two
participants listed above, subject to confirmation by the Remuneration
Committee of the Company.

 

All of the 2023 Bonus Awards set out above will be satisfied by market
purchase of shares.

 

The relevant FCA notifications are set out below.

 

PDMR/PCA FCA Transaction Notification

 

 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                     Grant of a nil-cost option award over Ordinary Shares under the Computacenter

                                         Performance Share Plan 2005 (the 'PSP Award'). There is no price payable on
                                                  the grant, vesting or exercise of the PSP Award.  Vesting of the PSP Award is
                                                  subject to the achievement of performance conditions over a three-year period.
                                                  Any options vested under the PSP Award are subject to a two-year holding
                                                  period before they can be exercised.

 4(c)   Price(s) and Volume(s)                    Price(s) (in GBP)                         Volume(s)

        nil                                                                                 50,628

 4(d)   Aggregated Information

        Aggregated Volume and Price               nil                                       50,628

 4(e)   Date of the transaction                   26-03-2024

 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                     Grant of a conditional award over Ordinary Shares under the Computacenter 2017

                                         Deferred Bonus Plan (the '2023 Bonus Award'). There is no price payable on the
                                                  grant or vesting of the 2023 Bonus Award.

 4(c)   Price(s) and Volume(s)                    Price(s) (in GBP)                         Volume(s)

        nil                                                                                 14,534

 4(d)   Aggregated Information

                                                                                            14,534

        Aggregated Volume and Price               nil

 4(e)   Date of the transaction                   26-03-2024

 4(f)   Place of the transaction                  Outside of a trading venue.

 

 1.     Details of Director/Person Discharging Managerial Responsibilities

        Name                                      Marcus Christian Jehle

 2.     Reason for the notification

 2(a)   Position/Status                           Chief Financial 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                     Grant of a nil-cost option award over Ordinary Shares under the Computacenter

                                         Performance Share Plan 2005 (the 'PSP Award'). There is no price payable on
                                                  the grant, vesting or exercise of the PSP Award.  Vesting of the PSP Award is
                                                  subject to the achievement of performance conditions over a three-year period.
                                                  Any options vested under the PSP Award are subject to a two-year holding
                                                  period before they can be exercised.

 4(c)   Price(s) and Volume(s)                    Price(s) (in GBP)                         Volume(s)

        Nil                                                                                 29,264

 4(d)   Aggregated Information

        Aggregated Volume and Price               nil                                       29,264

 4(e)   Date of the transaction                   26-03-2024

 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                     Grant of a conditional award over Ordinary Shares under the Computacenter 2017

                                         Deferred Bonus Plan (the '2023 Bonus Award'). There is no price payable on the
                                                  grant or vesting of the 2023 Bonus Award.

 4(c)   Price(s) and Volume(s)                    Price(s) (in GBP)                         Volume(s)

        nil                                                                                 4,134

 4(d)   Aggregated Information

                                                                                            4,134

        Aggregated Volume and Price               nil

 4(e)   Date of the transaction                   26-03-2024

 4(f)   Place of the transaction                  Outside of a trading venue.

 

 

 1.     Details of Person Discharging Managerial Responsibilities

        Name                                      Simon John Pereira

 2.     Reason for the notification

 2(a)   Position/Status                           Group Company Secretary

 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                     Grant of a nil-cost option award over Ordinary Shares under the Computacenter

                                         Performance Share Plan 2005 (the 'PSP Award'). There is no price payable on
                                                  the grant, vesting or exercise of the PSP Award.  Vesting of the PSP Award is
                                                  subject to the achievement of a performance condition over a three year
                                                  period.

 4(c)   Price(s) and Volume(s)                    Price(s) (in GBP)                         Volume(s)

        Nil                                                                                 1,931

 4(d)   Aggregated Information

        Aggregated Volume and Price               Nil                                       1,931

 4(e)   Date of the transaction                   26-03-2024

 4(f)   Place of the transaction                  Outside of a trading venue.

 

 

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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