REG - Genuit Group PLC - Director/PDMR Shareholding
10/04/2024 16:30
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RNS Number : 0874K Genuit Group PLC 10 April 2024
Genuit Group plc (the "Company')
Notification of Transactions by Persons Discharging Managerial
Responsibilities
The Company confirms that on 8 April 2024, in accordance with its shareholder
approved Remuneration Policy, it granted to each of the following
Directors/Persons Discharging Managerial Responsibility ("PDMRs") an award
(structured as a nil-cost option) under the Genuit Group plc 2014 Long Term
Incentive Plan (the "LTIP"). In addition, the Company made an award, subject
to the same performance conditions as set out below, under the LTIP, to 31
members of the senior management team. The awards, which have been granted in
respect of the financial year beginning on 1 January 2024, are over the
following maximum number of Ordinary Shares of £0.001 each in the Company
("Shares"):
Name/Position Category Maximum number of Shares*
Joe Vorih /Chief Executive Officer Director 270,987
Tim Pullen/Chief Financial Officer Director 173,829
Clare Taylor/Chief People Officer PDMR 48,079
Martin Gisbourne/Chief Strategy and Sustainability Officer PDMR 52,872
Emma Versluys/Group Legal Counsel & Company Secretary PDMR 39,036
Joe Vorih /Chief Executive Officer
Director
270,987
Tim Pullen/Chief Financial Officer
Director
173,829
Clare Taylor/Chief People Officer
PDMR
48,079
Martin Gisbourne/Chief Strategy and Sustainability Officer
PDMR
52,872
Emma Versluys/Group Legal Counsel & Company Secretary
PDMR
39,036
*The number of shares is the maximum number of shares that are eligible to
vest after the application of the Total Shareholder Return ("TSR") Modifier
which is applied to the outcome of the Cash Conversion Tranche, the Earnings
Per Share Tranche and the Sustainability Tranche, as detailed below.
The vesting of each award is subject to the satisfaction of the following
performance conditions:
1. Cash Conversion Tranche: 25% of the maximum potential award is based on
the average cash conversion over the three financial years of the performance
period, with 25% of the cash conversion element vesting for achieving an
underlying cash conversion of 93% and 100% vesting for achieving an underlying
cash conversion of 99% or above;
2. Earnings Per Share ("EPS") Tranche: 50% of the maximum potential award
is based on the Company's annual compound EPS growth over the performance
period with 25% of the EPS growth element vesting for achieving EPS growth of
4% per annum and 100% vesting for achieving EPS growth of 10% per annum or
above;
3. Sustainability Tranche: 25% of the maximum potential award is based on
sustainability targets set to align with the Company's sustainability
strategy. The targets are as follows:
a. Scope 3: Category 1 emissions (percentage of Genuit suppliers with
science-based targets) - 12.5% of the maximum potential award is based on the
percentage of suppliers within purchased goods and services that by the end of
the 2026 Financial Year have science-based targets covering Scope 3: Category
emissions in place, with 25% of this target vesting for achieving 70% and 100%
vesting for achieving 83% or above; and
b. Diversity and Inclusion - 12.5% of the maximum potential award is based
on a total percentage of early careers employees (apprenticeships and
graduates) who have a diverse characteristic by the end of the 2026 Financial
Year, with 25% of this element vesting for achieving 27% and 100% vesting at
33% or above.
4. A TSR Modifier will be applied to the outcome of the Cash Conversion
Tranche, the EPS Tranche and the Sustainability Tranche which has the ability
to increase vesting by a further 33% or reduce vesting by 33%. TSR will be
measured against FTSE 250 Industrials and the modifier will be applied as
follows:
a. If TSR is at or below lower quartile, vesting is reduced by 33%,
multiplying the vesting result by a factor of 0.67;
b. If TSR is at median, vesting remains unchanged; and
c. If TSR is at or above upper quartile, vesting is increased by 33%,
multiplying the vesting result by a factor of 1.33.
The performance period is the three-year period commencing on 1 January 2024,
using measures and baselines as described above. The Committee also retains
discretion to reduce vesting if it considers that the level of vesting is not
consistent with the Company's overall performance over the performance period.
Subject to the satisfaction of the performance conditions, the awards will
normally vest on 8 April 2027 and remain exercisable until the tenth
anniversary of the grant date.
The notifications below, which have been made in accordance with the
requirements of the UK Market Abuse Regulation, provide further detail.
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Joe Vorih
2 Reason for the notification
a) Position/status Chief Executive Officer/Director and PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Genuit Group plc
b) LEI 2138005IF1N2RKJ6KO18
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 £0.001 each in the capital of Genuit Group plc
Identification code
GB00BKRC5K31
b) Nature of the transaction Grant of an award, structured as a nil cost option, under the Company's 2014
Long Term Incentive Plan.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 270,987
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 8 April 2024
f) Place of the transaction Outside a Trading Venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2024
f)
Place of the transaction
Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Tim Pullen
2 Reason for the notification
a) Position/status Chief Financial Officer/Director and PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Genuit Group plc
b) LEI 2138005IF1N2RKJ6KO18
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 £0.001 each in the capital of Genuit Group plc
Identification code
GB00BKRC5K31
b) Nature of the transaction Grant of an award, structured as a nil cost option, under the Company's 2014
Long Term Incentive Plan.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 173,829
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 8 April 2024
f) Place of the transaction Outside a Trading Venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2024
f)
Place of the transaction
Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Clare Taylor
2 Reason for the notification
a) Position/status Chief People Officer/PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Genuit Group plc
b) LEI 2138005IF1N2RKJ6KO18
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 £0.001 each in the capital of Genuit Group plc
Identification code
GB00BKRC5K31
b) Nature of the transaction Grant of an award, structured as a nil cost option, under the Company's 2014
Long Term Incentive Plan.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 48,079
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 8 April 2024
f) Place of the transaction Outside a Trading Venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2024
f)
Place of the transaction
Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Martin Gisbourne
2 Reason for the notification
a) Position/status Chief Strategy and Sustainability Officer/PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Genuit Group plc
b) LEI 2138005IF1N2RKJ6KO18
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 £0.001 each in the capital of Genuit Group plc
Identification code
GB00BKRC5K31
b) Nature of the transaction Grant of an award, structured as a nil cost option, under the Company's 2014
Long Term Incentive Plan.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 52,872
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 8 April 2024
f) Place of the transaction Outside a Trading Venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2024
f)
Place of the transaction
Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Emma Versluys
2 Reason for the notification
a) Position/status Group Legal Counsel & Company Secretary/PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Genuit Group plc
b) LEI 2138005IF1N2RKJ6KO18
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 £0.001 each in the capital of Genuit Group plc
Identification code
GB00BKRC5K31
b) Nature of the transaction Grant of an award, structured as a nil cost option, under the Company's 2014
Long Term Incentive Plan.
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 39,036
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 8 April 2024
f) Place of the transaction Outside a Trading Venue
Contact:
Emma Versluys +44 (0) 1138 315 315
Group Legal Counsel & Company Secretary
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2024
f)
Place of the transaction
Outside a Trading Venue
Contact:
Emma Versluys
Group Legal Counsel & Company Secretary
+44 (0) 1138 315 315
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