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REG - Duke Capital - Director/PDMR Dealings

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RNS Number : 5854T  Duke Capital Limited  01 August 2025

1 August 2025

Duke Capital Limited

 

("Duke Capital", "Duke" or the "Company")

 

Performance Share Awards

Director/PDMR Dealings

 

Duke Capital Limited (AIM: DUKE), a leading provider of hybrid capital
solutions for SME business owners in Europe and North America, announces that
the Company's Remuneration Committee has approved the grant of a total of
4,663,000 conditional rights to acquire ordinary shares of no par value
("PSAs") under the Company's Long-Term Incentive Plan ("LTIP"). The LTIP
framework was detailed within the Company's Admission Document which was
published on 20 March 2017 and was put into place post Admission.

 

PSAs for the financial year to 31 March 2025 have been granted as follows:

 

 Neil Johnson                 1,342,000
 Charlie Cannon Brookes       1,342,000
 Other employees (non-PDMRs)  1,949,000
 Total                        4,633,000

 

The PSAs vest after a period of three years and are subject to various
performance conditions outlined in the Company's admission document (and
available on the Company's website) and set by the Remuneration Committee, all
in accordance with the LTIP rules. The PSAs will be subject to performance
conditions, (50 per cent. based on growth in total shareholder return ("TSR")
and 50 per cent. on growth in total cash available for distribution per share
("TCAD per Share")). TSR can be defined as the returns generated by
shareholders based on the combined value of the dividends paid out by the
Company and the share price performance over the period in question.

 

Vesting of 2022 PSAs, transfer from Employee Benefit Trust ("EBT") &
Director/PDMR interests

 

The Company also announces that a total of 1,318,233 PSAs, previously granted
under the Company's LTIP in relation to the financial year ended 31 March
2022, have vested, representing 33.3% of the PSAs granted at that time.

 

Accordingly, 1,318,233 existing ordinary shares held within the EBT have now
been transferred to the beneficiaries, of which 370,600 shares have been sold
at a volume weighted average price of approximately 29.01 pence in order to
meet certain tax liabilities arising upon issue of the PSAs. Further
information is set out within the PDMR notification tables below.

 

Following the various transactions detailed above, the following Directors /
PDMRs have the following total interest in ordinary shares:

 

 

 Director/PDMR               Total ordinary shares held
 Neil Johnson (1)            7,886,872
 Charlie Cannon Brookes (2)  12,506,402

 

 

(1)  Mr Johnson is Abingdon Capital Corporation's sole voting shareholder
which legally owns 2,123,149 ordinary shares included within this figure.

 

(2)  Mr Cannon Brookes a Director and shareholder of Arlington Asset
Management Limited ("Arlington"). This figure includes 5,818,181 ordinary
shares legally owned by Arlington.

 

Total voting rights and EBT share transfer

 

Following the transfer of the 1,318,233 shares to LTIP beneficiaries, the
Company continues to have 509,815,773 ordinary shares in issue admitted to
trading on AIM, of which 6,299,46 will be held by the EBT. This figure
(509,815,773) may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to notify their
interest in, or a change to, their interest in the Company under the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules.

 

 

For further information, please visit www.dukecapital.com
(http://www.dukecapital.com) or contact:

 

 Duke Capital Limited                                                    Neil Johnson / Charles Cannon Brookes / Hugo Evans  +44 (0) 1481 231 816

 Cavendish Capital Markets Limited (Nominated Adviser and Joint Broker)  Robin Tozer / Callum Davidson / Michael Johnson     +44 (0) 207 220 0500

 Canaccord Genuity Limited                                               Adam James / Harry Rees                             +44 (0) 207 523 8000

 (Joint Broker)

 SEC Newgate (Financial Communications)                                  Elisabeth Cowell / Alice Cho / Gwen Samuel          + +44 (0) 20 3757 6882 dukecapital@secnewgate.co.uk

 

 

 

 

Notifications of dealings by PDMRs:

 

 1.  Details of the person discharging managerial responsibilities/persons closely
     associated
 a)  Name                                                                            Neil Johnson
 2.  Reason for notification
 a)  Position/Status                                                                 Chief Executive Officer
 b)  Initial notification/amendment                                                  Initial
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Duke Capital Limited
 b)  LEI                                                                             213800GUTKPSJ39SER44
 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 and identification  Ordinary shares of nil par value
     code

                                                                                     GG00BYZSSY63
 b)  Nature of transaction                                                           Grant of conditional performance share awards under LTIP
 c)  Price(s) and volume(s)                                                          Price(s)  Volume(s)
                                                                                     N/A       1,342,000
 d)  Aggregated Information                                                          n/a
 e)  Date of transaction                                                             Award date: 31 July 2025
 f)  Place of transaction                                                            Outside a trading venue

d)

Aggregated Information

n/a

e)

Date of transaction

Award date: 31 July 2025

f)

Place of transaction

Outside a trading venue

 

 1.  Details of the person discharging managerial responsibilities/persons closely
     associated
 a)  Name                                                                            Neil Johnson
 2.  Reason for notification
 a)  Position/Status                                                                 Chief Executive Officer
 b)  Initial notification/amendment                                                  Initial
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Duke Capital Limited
 b)  LEI                                                                             213800GUTKPSJ39SER44
 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 and identification  Ordinary shares of nil par value
     code

                                                                                     GG00BYZSSY63
 b)  Nature of transaction                                                           Acquisition of ordinary shares following vesting of conditional performance
                                                                                     share awards under LTIP
 c)  Price(s) and volume(s)                                                          Price(s)  Volume(s)
                                                                                     N/A       470,600
 d)  Aggregated Information                                                          n/a
 e)  Date of transaction                                                             31 July 2025
 f)  Place of transaction                                                            Outside a trading venue

d)

Aggregated Information

n/a

e)

Date of transaction

31 July 2025

f)

Place of transaction

Outside a trading venue

 

 1.  Details of the person discharging managerial responsibilities/persons closely
     associated
 a)  Name                                                                            Neil Johnson
 2.  Reason for notification
 a)  Position/Status                                                                 Chief Executive Officer
 b)  Initial notification/amendment                                                  Initial
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Duke Capital Limited
 b)  LEI                                                                             213800GUTKPSJ39SER44
 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 and identification  Ordinary shares of nil par value
     code

                                                                                     GG00BYZSSY63
 b)  Nature of transaction                                                           Sale of ordinary shares following vesting of conditional performance share
                                                                                     awards under LTIP to cover tax liability
 c)  Price(s) and volume(s)                                                          Price(s)         Volume(s)
                                                                                     29p per share    360,600
                                                                                     29.5p per share  10,000
 d)  Aggregated Information                                                          Volume weighted average price of 29.013492 p per share
 e)  Date of transaction                                                             31 July 2025
 f)  Place of transaction                                                            London Stock Exchange - AIM

d)

Aggregated Information

Volume weighted average price of 29.013492 p per share

e)

Date of transaction

31 July 2025

f)

Place of transaction

London Stock Exchange - AIM

 

 1.  Details of the person discharging managerial responsibilities/persons closely
     associated
 a)  Name                                                                            Charlie Cannon Brookes
 2.  Reason for notification
 a)  Position/Status                                                                 Chief Investment Officer
 b)  Initial notification/amendment                                                  Initial
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Duke Capital Limited
 b)  LEI                                                                             213800GUTKPSJ39SER44
 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 and identification  Ordinary shares of nil par value
     code

                                                                                     GG00BYZSSY63
 b)  Nature of transaction                                                           Grant of conditional performance share awards under LTIP
 c)  Price(s) and volume(s)                                                          Price(s)  Volume(s)
                                                                                     N/A       1,342,000
 d)  Aggregated Information                                                          n/a
 e)  Date of transaction                                                             Award date: 31 July 2025
 f)  Place of transaction                                                            Outside a trading venue

d)

Aggregated Information

n/a

e)

Date of transaction

Award date: 31 July 2025

f)

Place of transaction

Outside a trading venue

 

 1.  Details of the person discharging managerial responsibilities/persons closely
     associated
 a)  Name                                                                            Charlie Cannon Brookes
 2.  Reason for notification
 a)  Position/Status                                                                 Chief Investment Officer
 b)  Initial notification/amendment                                                  Initial
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Duke Capital Limited
 b)  LEI                                                                             213800GUTKPSJ39SER44
 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 and identification  Ordinary shares of nil par value
     code

                                                                                     GG00BYZSSY63
 b)  Nature of transaction                                                           Acquisition of ordinary shares following vesting of conditional performance
                                                                                     share awards under LTIP
 c)  Price(s) and volume(s)                                                          Price(s)  Volume(s)
                                                                                     N/A       423,533
 d)  Aggregated Information                                                          n/a
 e)  Date of transaction                                                             31 July 2025
 f)  Place of transaction                                                            Outside a trading venue

d)

Aggregated Information

n/a

e)

Date of transaction

31 July 2025

f)

Place of transaction

Outside a trading venue

 

 

 

 

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