REG - Currys PLC - Director/PDMR Shareholding

CurrysAnnouncement

23/07/2025 16:45

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RNS Number : 2936S  Currys PLC  23 July 2025

23 July 2025

 

NOTIFICATION OF GRANT OF SHARE AWARDS

 

Currys plc (the "Company")

Notification and public disclosure of transactions by persons discharging
managerial responsibilities ("PDMR") and persons closely associated with them
in accordance with the Market Abuse Regulations.

Awards under the Currys plc Long Term Incentive Plan 2016

On 23 July 2025, the following awards (the "Awards") over ordinary shares of
0.1 pence in the Company ("Ordinary Shares") were granted under the Currys plc
Long Term Incentive Plan 2016 ("LTIP"):

 Name of Director / PDMR  Base Salary for Award (£)   Award Reference Value (£)   No. of Ordinary Shares under Award  Vesting Date  Exercise Price
 Alex Baldock             £980,360                    £2,450,900                  2,114,667                           23 July 2028  Nil
 Bruce Marsh              £506,900                    £1,267,250                  1,093,399                           23 July 2028  Nil

The share price used to calculate the numbers of shares making up each Award
(each a nil cost option) was the mid-market price on the day prior to the
grant, being 22 July 2025 (£1.159).

The number of Ordinary Shares stated above is the maximum number that could
vest to each PDMR upon full satisfaction of the performance conditions
attaching to the Awards.

The Awards will ordinarily vest and become exercisable on 23 July 2028 (the
"Vesting Date"), subject to each PDMR's continued service with the Company and
the extent to which the performance conditions applicable to the Awards are
achieved. In the case of the awards granted to Alex Baldock and Bruce Marsh,
any Ordinary Shares which vest will be subject to an additional two-year
holding period (on a net of tax basis) from the Vesting Date.

As set out in the 2024/25 Directors' Remuneration Report, shareholders are
being asked to approve an increase in the LTIP award level for 2025/26.  The
award granted on the 23 July 2025 is equal to 250% of base pay. The intention
is that, subject to the approval of the Policy by shareholders at the 2025
AGM, an additional award will be made, following the AGM, to provide a total
award of 300% of base salary. Further details of the award and Policy
proposals are set out in the 2024/25 Directors' Remuneration Report, which
will be available to view at www.currysplc.com from 31 July 2025.

The performance conditions applicable to the Awards are set out as follows:

1)      30% Relative Total Shareholder Return ("TSR")

30% of the Award is subject to the achievement of a relative TSR performance
condition, measured against an Adjusted FTSE 250 group, which reflects the
FTSE 250 Index minus companies in the Basic Resources, Energy, and Financial
Services sectors, at the start of the performance period. The starting point
for measurement will be 4 May 2025 and the closing point will be the final day
of the 2027/2028 Financial Year, with one month averaging periods up to the
beginning and end of the performance period. 25% of this portion of the Award
will vest for achievement of median TSR versus the comparator group, with
maximum vesting at upper quartile or above and straight-line vesting between
these two points.

2)      40% Cumulative Free Cash Flow((1))

40% of the Award is subject to the achievement of a performance condition
measuring the Company's cumulative free cash flow over the three-year period
starting on 4 May 2025 and ending on the final day of the 2027/2028 Financial
Year. 25% of this portion of the Awards will vest if cumulative free cash flow
over the three-year period is £305m, rising to 62.5% of this portion of the
Awards vesting if cumulative free cash flow over the three-year period is
£360m, and with maximum vesting if cumulative free cash flow over the
three-year period is £415m or higher, and straight-line vesting between these
points.

3)      30% Cumulative EPS

30% of the Award is subject to the achievement of a performance condition
measuring the Company's cumulative adjusted basic EPS over the three-year
period starting on 4 May 2025 and ending on the final day of the 2027/2028
Financial Year. 25% of this portion of the Award will vest if cumulative
adjusted basic EPS over the three-year period is 30p, rising to 62.5% of this
portion of the Award vesting if cumulative adjusted basic EPS over the
three-year period is 35p, and with maximum vesting if cumulative adjusted
basic EPS over the three-year period is 40p or higher, and straight-line
vesting between these points.

The Remuneration Committee believes that the above targets represent a
significant degree of stretch.  The Committee will also consider the
formulaic outcome at the time of vesting to ensure that this is aligned with
the holistic performance achieved and the broader stakeholder experience.
The Committee may use discretion to adjust the outcome downwards if
appropriate in the specific circumstances.

(1)      As noted in the most recently published annual report, the Group
continues to cooperate with HMRC in relation to open tax cases arising from
pre-merger legacy transactions in the Carphone Warehouse Group. For the
purposes of the Free Cash Flow targets, any potential cash outflows as a
result of such cases will be consistently excluded from both targets and
outcomes. However, the Committee will apply judgement to ensure that the
formulaic outcome is appropriate in light of the shareholder experience.

This announcement is made in accordance with the requirements of Market Abuse
Regulation Article 19.

As at the date of this announcement, the Company has 1,133,494,651 Ordinary
Shares in issue.

 

Details of the full notifications received by the Company are set out below.

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Alex Baldock
 2   Reason for Notification
 a)  Position/status                                              Group Chief Executive
 b)  Initial notification/Amendment                               Initial Announcement
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Currys plc
 b)  LEI                                                          2138001E12GWLLDQQF16
 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  Ordinary Shares of 0.1 pence each in Currys plc

     Identification code                                          GB00B4Y7R145
 b)  Nature of the transaction                                    Grant of a nil cost option award under the Currys plc Long Term Incentive
                                                                  Plan. The award will ordinarily become exercisable three years from the date
                                                                  of grant, subject to the grantee's continued service and the extent to which
                                                                  the performance conditions applicable to the award have been met, and then may
                                                                  be exercised for a period of ten years from the date of grant.
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  Nil       2,114,667
 d)  Aggregated information                                       Not applicable - single transaction

     -     Aggregated volume

     -     Price
 e)  Date of the transaction                                      23 July 2025
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

-     Aggregated volume

-     Price

Not applicable - single transaction

e)

Date of the transaction

23 July 2025

f)

Place of the transaction

Outside a trading venue

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Bruce Marsh
 2   Reason for Notification
 a)  Position/status                                              Group Chief Financial Officer
 b)  Initial notification/Amendment                               Initial Announcement
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Currys plc
 b)  LEI                                                          2138001E12GWLLDQQF16
 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  Ordinary Shares of 0.1 pence each in Currys plc

     Identification code                                          GB00B4Y7R145
 b)  Nature of the transaction                                    Grant of a nil cost option award under the Currys plc Long Term Incentive
                                                                  Plan. The award will ordinarily become exercisable three years from the date
                                                                  of grant, subject to the grantee's continued service and the extent to which
                                                                  the performance conditions applicable to the award have been met, and then may
                                                                  be exercised for a period of ten years from the date of grant.
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  Nil       1,093,399
 d)  Aggregated information                                       Not applicable - single transaction

     -     Aggregated volume

     -     Price
 e)  Date of the transaction                                      23 July 2025
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

-     Aggregated volume

-     Price

Not applicable - single transaction

e)

Date of the transaction

23 July 2025

f)

Place of the transaction

Outside a trading venue

 

 

Enquiries:

 

Sarah Thomas    Deputy Company Secretary     +44 (0)7401 373 188

 

Dan Homan       Head of Investor Relations       +44 (0)7401 400 442

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