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RNS Number : 5485B Costain Group PLC 22 April 2026
Costain Group PLC (the Company)
22 April 2026
DIRECTOR/PCA DEALING
The Company announces that, following the exercise of share awards granted
under the Company's 2023 Share Deferral Plan (SDP) and the Company's 2014 Long
Term Incentive Plan (LTIP), Alex Vaughan, Chief Executive Officer, and Helen
Willis, Chief Financial Officer, have exercised 783,049 and 650,276 options
respectively on 17 April 2026. 368,034 and 305,631 shares respectively were
sold to cover Tax and National Insurance (NI) (see b) below.
(a) Total Beneficial Holding of Shares
Following these transactions Alex and Helen have beneficial interests in the
shares of the Company as follows:
Name of Director Total beneficial holding of Shares held following the transactions detailed in Number of "qualifying" awards* Value of total beneficial shareholding including qualifying awards* based on a Value of total beneficial shareholding including qualifying awards* expressed
section (b) below share price of 191.2 pence per Share as a percentage of salary **
1,979,323 (LTIP)
Alex Vaughan 985,752 347,436 (SDP) £4,242,602 764%
Helen Willis 344,645 1,613,163 (LTIP) £2,585,606 555%
288,081 (SDP)
* Unexercised LTIPs post-performance period and unvested SDP options held,
after projected income tax and NI liability
** The Director's Remuneration Report within the 2025 Annual Report and
Accounts details the Company's share ownership guidelines is two times salary
(200%).
(b) Exercise of LTIP and SDP awards and subsequent share
disposals
LTIP Awards in the form of nil-cost options (the 'LTIP Awards') were granted
on 8 April 2021 to Alex Vaughan and Helen Willis. The LTIP Awards vested on 8
April 2026.
On 9 April 2024, SDP awards in the form of nil-cost options (the 'SDP Awards')
were also granted to both Alex Vaughan and Helen Willis. The SDP Awards vested
on 9 April 2026.
On 20 April 2026, Alex Vaughan and Helen Willis exercised their LTIP and SDP
Awards. Both sold sufficient shares to cover their income tax and NI liability
arising on exercise. Helen transferred the balance to her spouse, all as
detailed in the table below. Alex has instructed the sale of the balance of
his shares, and a further announcement will be made as appropriate.
Name of Total number of Shares acquired on exercise of Awards)* Exercise Price Number of Shares sold to satisfy Tax and NI liabilities, at a price of 191.2 Number of Shares held
pence per share
Director
Alex Vaughan 542,364 (LTIP) Nil 254,912 287,452
Nil
240,685 (SDP) 113,122 127,563
Helen Wills 450,406 (LTIP) Nil 211,692 238,714**
199,870 (SDP) Nil 93,939 105,931**
* including dividend shares accrued at vesting
** transferred to spouse
Enquiries:
Investors and analysts Matt.Jones@costain.com
Matt Jones, Costain +44 (0) 7860 922 341
Company Secretariat costaincosec@costain.com (mailto:costaincosec@costain.com)
Katie Mullins, Costain +44 (0)20 3922 0600
Cyd Trumper, Costain
Financial media - Headland costain@headlandconsultancy.com
Andy Rivett-Carnac +44 (0) 7968 997365
Charlie Twigg +44 (0) 7946 494568
The Notification of Dealing Form set out below is provided in accordance with
the requirements of the UK Market Abuse Regulation.
Notification of Dealing Form
1. Details of the Person Discharging Managerial Responsibility ("PDMR") / person
closely associated with them ("PCA")
a) Name ALEXANDER JOHN VAUGHAN
2. Reason for the notification
a) Position /status CHIEF EXECUTIVE OFFICER/ PDMR
b) Initial notification / amendment INITIAL NOTIFICATION
3. Details of the Issuer
a) Name COSTAIN GROUP PLC
b) LEI code 213800PKIJBZ2EDTKC88
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
Identification code ORDINARY SHARES OF 1 PENCE EACH
ISIN: GB00B64NSP76
b) Nature of the transaction (1) EXERCISE OF NIL COST OPTIONS UNDER THE COMPANY'S 2014 LONG TERM
INCENTIVE PLAN (2021 LTIP GRANT)
(2) SALE OF SHARES TO SATISFY TAX AND NI LIABILITIES
c) Price(s) and volume(s) Price(s) Volume(s)
(1) Nil Cost 542,364
(2) £1.912 254,912
d) Aggregated information
- Aggregated volume (1) Total number of Shares vested - 542,364
- Price (2) Total number of Shares sold to cover Tax and NI - 254,912
Total price - £487,391.74
e) Date of the transaction
20 APRIL 2026
f) Place of the transaction
OUTSIDE A TRADING VENUE
d)
Aggregated information
- Aggregated volume
- Price
(1) Total number of Shares vested - 542,364
(2) Total number of Shares sold to cover Tax and NI - 254,912
Total price - £487,391.74
e)
Date of the transaction
20 APRIL 2026
f)
Place of the transaction
OUTSIDE A TRADING VENUE
The Notification of Dealing Form set out below is provided in accordance with
the requirements of the UK Market Abuse Regulation.
Notification of Dealing Form
1. Details of the Person Discharging Managerial Responsibility ("PDMR") / person
closely associated with them ("PCA")
a) Name HELEN MARGARET WILLIS
2. Reason for the notification
a) Position /status CHIEF FINANCIAL OFFICER/ PDMR
b) Initial notification / amendment INITIAL NOTIFICATION
3. Details of the Issuer
a) Name COSTAIN GROUP PLC
b) LEI code 213800PKIJBZ2EDTKC88
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
Identification code ORDINARY SHARES OF 1 PENCE EACH
ISIN: GB00B64NSP76
b) Nature of the transaction (1) EXERCISE OF NIL COST OPTIONS UNDER THE COMPANY'S 2014 LONG TERM
INCENTIVE PLAN (2021 LTIP GRANT)
(2) SALE OF SHARES TO SATISFY TAX AND NI LIABILITIES
(3) TRANSFER OF SHARES TO SPOUSE
c) Price(s) and volume(s) Price(s) Volume(s)
(1) Nil Cost 450,406
(2) £1.912 211,692
(3) Nil Cost 238,714
d) Aggregated information
- Aggregated volume (1) Total number of Shares vested - 450,406
- Price (2) Total number of Shares sold to cover Tax and NI - 211,692
Total price - £404,755.10
(3) Total number of shares transferred to spouse - 238,714
Total price - Nil
e) Date of the transaction
20 and 21 APRIL 2026
f) Place of the transaction
OUTSIDE A TRADING VENUE
d)
Aggregated information
- Aggregated volume
- Price
(1) Total number of Shares vested - 450,406
(2) Total number of Shares sold to cover Tax and NI - 211,692
Total price - £404,755.10
(3) Total number of shares transferred to spouse - 238,714
Total price - Nil
e)
Date of the transaction
20 and 21 APRIL 2026
f)
Place of the transaction
OUTSIDE A TRADING VENUE
The Notification of Dealing Form set out below is provided in accordance with
the requirements of the UK Market Abuse Regulation.
Notification of Dealing Form
1. Details of the Person Discharging Managerial Responsibility ("PDMR") / person
closely associated with them ("PCA")
a) Name ALEXANDER JOHN VAUGHAN
2. Reason for the notification
a) Position /status CHIEF EXECUTIVE OFFICER/ PDMR
b) Initial notification / amendment INITIAL NOTIFICATION
3. Details of the Issuer
a) Name COSTAIN GROUP PLC
b) LEI code 213800PKIJBZ2EDTKC88
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
Identification code ORDINARY SHARES OF 1 PENCE EACH
ISIN: GB00B64NSP76
b) Nature of the transaction (1) EXERCISE OF NIL COST OPTIONS UNDER THE COMPANY'S 2023 SHARE DEFERRAL PLAN
(2024 SDP GRANT)
(2) SALE OF SHARES TO SATISFY TAX AND NI LIABILITIES
c) Price(s) and volume(s) Price(s) Volume(s)
(1) Nil Cost 240,685
(2) £1.912 113,122
d) Aggregated information
- Aggregated volume (1) Total number of Shares vested - 240,685
- Price (2) Total number of Shares sold to cover Tax and NI - 113,122
Total price - £216,289.26
e) Date of the transaction
20 APRIL 2026
f) Place of the transaction
OUTSIDE A TRADING VENUE
d)
Aggregated information
- Aggregated volume
- Price
(1) Total number of Shares vested - 240,685
(2) Total number of Shares sold to cover Tax and NI - 113,122
Total price - £216,289.26
e)
Date of the transaction
20 APRIL 2026
f)
Place of the transaction
OUTSIDE A TRADING VENUE
The Notification of Dealing Form set out below is provided in accordance with
the requirements of the UK Market Abuse Regulation.
Notification of Dealing Form
1. Details of the Person Discharging Managerial Responsibility ("PDMR") / person
closely associated with them ("PCA")
a) Name HELEN MARGARET WILLIS
2. Reason for the notification
a) Position /status CHIEF FINANCIAL OFFICER/ PDMR
b) Initial notification / amendment INITIAL NOTIFICATION
3. Details of the Issuer
a) Name COSTAIN GROUP PLC
b) LEI code 213800PKIJBZ2EDTKC88
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
Identification code ORDINARY SHARES OF 1 PENCE EACH
ISIN: GB00B64NSP76
b) Nature of the transaction 1) EXERCISE OF NIL COST OPTIONS UNDER THE COMPANY'S 2023 SHARE DEFERRAL
PLAN (2024 SDP GRANT)
2) SALE OF SHARES TO SATISFY TAX AND NI LIABILITIES
3) TRANSFER OF SHARES TO SPOUSE
c) Price(s) and volume(s) Price(s) Volume(s)
(1) Nil Cost 199,870
(2) £1.912 93,939
(3) Nil Cost 105,931
d) Aggregated information
- Aggregated volume (1) Total number of Shares vested - 199,870
- Price (2) Total number of Shares sold to cover Tax and NI - 93,939
Total price - £179,611.37
(3) Total number of shares transferred - 105,931
Total price - Nil
e) Date of the transaction
20 and 21 APRIL 2026
f) Place of the transaction
OUTSIDE A TRADING VENUE
d)
Aggregated information
- Aggregated volume
- Price
(1) Total number of Shares vested - 199,870
(2) Total number of Shares sold to cover Tax and NI - 93,939
Total price - £179,611.37
(3) Total number of shares transferred - 105,931
Total price - Nil
e)
Date of the transaction
20 and 21 APRIL 2026
f)
Place of the transaction
OUTSIDE A TRADING VENUE
The Notification of Dealing Form set out below is provided in accordance with
the requirements of the UK Market Abuse Regulation.
Notification of Dealing Form
1. Details of the Person Discharging Managerial Responsibility ("PDMR") / person
closely associated with them ("PCA")
a) Name HELEN MARGARET WILLIS/ COLIN JOHN KEANE
2. Reason for the notification
a) Position /status PCA to CHIEF FINANCIAL OFFICER/ PDMR
b) Initial notification / amendment INITIAL NOTIFICATION
3. Details of the Issuer
a) Name COSTAIN GROUP PLC
b) LEI code 213800PKIJBZ2EDTKC88
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
Identification code ORDINARY SHARES OF 1 PENCE EACH
ISIN: GB00B64NSP76
b) Nature of the transaction TRANSFER OF SHARES FROM SPOUSE FOLLOWING EXERCISE OF VESTED LTIP AND SDP
SHARES
c) Price(s) and volume(s) Price(s) Volume(s)
Nil Cost 344,645
d) Aggregated information
- Aggregated volume Total number of shares from spouse - 344,645
- Price Total price - Nil
e) Date of the transaction
21 APRIL 2026
f) Place of the transaction
OUTSIDE A TRADING VENUE
d)
Aggregated information
- Aggregated volume
- Price
Total number of shares from spouse - 344,645
Total price - Nil
e)
Date of the transaction
21 APRIL 2026
f)
Place of the transaction
OUTSIDE A TRADING VENUE
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