REG - De La Rue PLC - Director/PDMR Shareholding

De La RueAnnouncement

01/09/2022 12:15

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RNS Number : 9739X  De La Rue PLC  01 September 2022

De La Rue plc

 

Director/PDMR Shareholding

Notification of transactions by persons discharging managerial
responsibilities and persons closely associated with them

1 September 2022

De La Rue plc (the "Company") announces that on 31 August 2022 it granted
awards under the De La Rue Performance Share Plan 2020 (the "PSP") to Clive
Vacher, Rob Harding and Ruth Euling, each of whom is an Executive Director and
a Person Discharging Managerial Responsibilities ("PDMR") of the Company.
The granting of the awards creates a change in the interests of each of them
in the ordinary shares of 44(152)/(175)p of the Company ("Shares").  The
awards, which are structured as a nil-cost option (each an "Option"), were
granted under the rules of the PSP as follows:

 Name of Director/PDMR  Role          Number of Shares subject to the Option
 Clive Vacher           CEO           454,059
 Rob Harding            CFO           277,480
 Ruth Euling            MD, Currency  252,158

 

The Options were granted on 31 August 2022 (the "Award Date").  The number of
Shares contained in each Option was calculated by reference to a price of
84.55 pence, being the average of the closing middle market quotations for the
Company's Shares for the five consecutive dealing days including and ending on
30 August 2022.  The grant of the Options was deferred from its customary
date due to the existence of inside information (which was announced to the
market on 26 July 2022) and thereafter to allow the share price (used to
determine the strike price as outlined above) to stabilise following that
announcement.

Ordinarily, a grant would have been made with a face value equal of 100% of
salary, in line with our directors' remuneration policy.  As noted in the
Directors' Remuneration Report within our 2022 Annual Report, to take into
account recent shareholder experience of a fall in the share price and to
avoid the potential for windfall gains if the share price recovers over the
vesting period, the Remuneration Committee has reduced the number of Shares
subject to the Option by 20% from the policy award that would otherwise have
been made.

Each Option was granted such that vesting is subject to two equally-weighted
performance conditions, which will be assessed independently, as outlined
below:

 Performance metric                                                            Proportion  Below Threshold  Threshold    Maximum
 Outcome                                                                                   0% vesting       25% vesting  100% vesting
 Average annual cumulative EPS Growth over the three financial years 22/23 to  50%         <13.9%           13.9 %       21.9%
 24/25
 TSR vs FTSE 250 constituents, over 3 years ending 31 July 2025                50%         Below Median     Median       Upper Quartile

 

Performance between the Threshold and Maximum levels will result in a pro-rata
increase in the number of Shares vesting, on a straight-line basis.
Performance beyond the Maximum level will not result in any additional
vesting.

The performance conditions are subject to an underpin, which provides the
Remuneration Committee with discretion to adjust or over-ride the formulaic
outcome and determine the number of Shares in respect of which the Option will
vest, taking into account such factors it may in its discretion determine,
potentially including the underlying performance of the Group and the
Participant's individual performance.

 

The normal vesting date for each of the Options is 31 August 2025.  To the
extent that an Option vests, it is subject to a further holding period of two
years, during which time it will not be capable of exercise.  This means
that, in line with the UK Corporate Governance Code, each Option will be
subject to an aggregate vesting and holding period of five years and no value
can be realized by the option holder until 31 August 2027 at the earliest.

 

The number of Shares shown in the first table above represents the maximum
that may be acquired if all performance conditions are achieved in full. The
Company may also transfer additional Shares to reflect the value of dividends
that would have been paid on the Shares in respect of which the Option vests
over the period between the Award Date and the end of the post-vesting holding
period.

 

The relevant information set out below is provided in accordance with the
requirements of Article 19 of the Market Abuse Regulation as retained in UK
law.

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Clive Vacher

 2    Reason for the notification

 a)   Position/status                                              Executive Director/Chief Executive Officer

 b)   Initial notification /Amendment                              Initial Notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         De La Rue plc

 b)   LEI                                                          213800DH741LZWIJXP78

 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 44(152)/(175)p

      Identification code

                                                                   GB00B3DGH821
 b)   Nature of the transaction                                    Grant of a nil-cost option over 454,059 Shares under the rules of the De La

                                                            Rue Performance Share Plan 2020.

 c)   Price(s) and volume(s)

Price(s)  Volume(s)

                                                                   £0.00     454,059

 

 d)   Aggregated information                                       N/A

      - Aggregated volume

      - Price

      - Aggregated total

 e)   Date of the transaction                                      31 August 2022

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

- Aggregated total

N/A

 

 

 

 

 

 

 

e)

 

Date of the transaction

 

31 August 2022

f)

 

Place of the transaction

 

Outside a trading venue

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Rob Harding

 2    Reason for the notification

 a)   Position/status                                              Executive Director/Chief Financial Officer

 b)   Initial notification /Amendment                              Initial Notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         De La Rue plc

 b)   LEI                                                          213800DH741LZWIJXP78

 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 44(152)/(175)p

      Identification code

                                                                   GB00B3DGH821
 b)   Nature of the transaction                                    Grant of a nil-cost option over 277,480 Shares under the rules of the De La

                                                            Rue Performance Share Plan 2020.

 c)   Price(s) and volume(s)

Price(s)  Volume(s)

                                                                   £0.00     277,480

 

 d)   Aggregated information                                       N/A

      - Aggregated volume

      - Price

      - Aggregated total

 e)   Date of the transaction                                      31 August 2022

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

- Aggregated total

N/A

 

 

 

 

 

 

 

e)

 

Date of the transaction

 

31 August 2022

f)

 

Place of the transaction

 

Outside a trading venue

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Ruth Euling

 2    Reason for the notification

 a)   Position/status                                              Executive Director/MD, Currency

 b)   Initial notification /Amendment                              Initial Notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         De La Rue plc

 b)   LEI                                                          213800DH741LZWIJXP78

 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 44(152)/(175)p

      Identification code

                                                                   GB00B3DGH821
 b)   Nature of the transaction                                    Grant of a nil-cost option over 252,158 Shares under the rules of the De La

                                                            Rue Performance Share Plan 2020.

 c)   Price(s) and volume(s)

Price(s)  Volume(s)

                                                                   £0.00     252,158

 

 d)   Aggregated information                                       N/A

      - Aggregated volume

      - Price

      - Aggregated total

 e)   Date of the transaction                                      31 August 2022

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

- Aggregated total

N/A

 

 

 

 

 

 

 

e)

 

Date of the transaction

 

31 August 2022

f)

 

Place of the transaction

 

Outside a trading venue

 

Rob Bellhouse, Company Secretary

Contact Number: 01256 605212

1 September 2022

 

De La Rue plc's LEI code is 213800DH741LZWIJXP78.

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