REG - IP Group PLC - Director/PDMR Shareholding
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RNS Number : 0992H IP Group PLC 01 May 2025
FOR RELEASE ON 01 MAY 2025
IP Group plc - Employee Share Schemes; Director/PDMR shareholding
IP Group plc (LSE: IPO) ("IP Group" or "the Group" or "the Company"),
which invests in breakthrough science and innovation companies with the
potential to create a better future for all, announces the following in
connection with its employee share schemes.
Treatment of shares for remuneration relating to 2023 and prior financial
years
The below information relates to the lapse of 2022 Restricted Share Awards,
the release of shares arising from 2020 LTIPs that originally vested in 2023
and the release of that proportion of the annual bonuses for the 2022 and 2023
financial years that was deferred into shares.
2022 Restricted Share Plan awards lapsed in full
The Remuneration Committee reviewed the vesting of the 2022 Restricted Share
Awards in the context of the underpin for that award. Whilst the Committee
noted positive performance versus a challenging market in a number of key
areas, the reduction in NAV per share and share price performance over the
vesting period of the Awards ultimately meant that the Committee determined
that the 2022 Restricted Share Awards should reflect the experience of our
shareholders over the period and, as a result, all of these Awards have lapsed
in full.
Deferred Bonus release
On 29 April 2025, the Group's executive directors and one other person
discharging managerial responsibilities ("PDMR") received a total of 115,118
ordinary shares of two pence each ("Shares"), resulting from the release of
Deferred Bonus Awards granted in relation to the partial deferral of annual
bonuses for the 2022 and 2023 financial years. The number of Shares assigned
to each individual was adjusted to account for dividends paid by the Company
during the relevant vesting periods.
Release of LTIP Awards
On 29 April 2025, the Group's executive directors and one other PDMR received
a total of 145,908 Shares, resulting from the release of LTIP Awards made in
2020 and which had vested in March 2023 subject to a two year holding period.
The number of Shares assigned to each individual was adjusted to account for
dividends paid by the Company during the vesting and holding periods of such
awards.
For both of the above releases, the delivery of the awards was satisfied
through the transfer of Shares from the Company's employee benefit trust (the
"EBT"), with the balance being settled by cash payments in an amount
sufficient to meet the relevant individuals' income and other tax liabilities
in accordance with the rules of the IP Group Share Plan ("Share Plan").
The Shares transferred to the Group's executive directors will be held by the
EBT on behalf of, and as nominee for, the executive directors in order to
facilitate the application of the Group's Post Cessation Shareholding Policy.
Deferral of annual bonuses relating to 2024 financial year
The below information relates to the deferral of a proportion of annual
bonuses for the 2024 financial year until 2026 and 2027, in line with the
Group's remuneration policy.
Deferred Bonus Awards
On 29 April 2025, IP Group granted conditional share awards over Shares to the
Group's executive directors and one other PDMR under the Share Plan. The
grants reflect the deferral of fifty per cent of each person's award above
£25,000 under the Group's Annual Incentive Scheme in respect of the Group's
performance for the financial year ended 31 December 2024. The following table
sets out details of the relevant awards:
Name of Director/PDMR Structure of award Number of awards granted Total number of awards currently held
Greg Smith Conditional Share Award 171,306 212,288
David Baynes Conditional Share Award 108,436 132,398
Mark Reilly Conditional Share Award 134,012 180,981
Total 413,754 525,667
Awards over a further 1,256,226 Shares were made to certain other of the
Group's employees. As at the date of this announcement, a total of 2,018,158
Deferred Bonus awards over Shares remain outstanding under the Share Plan.
No consideration was paid for the grant of the awards and no consideration is
due upon their release. Fifty per cent of the Deferred Bonus awards will be
released on 31 March 2026 and fifty per cent on 31 March 2027, with each
release generally subject to continued employment.
Long-term remuneration relating to 2025 and future financial years
The below information relates to long-term restricted share awards for the
2025 financial year and beyond, in line with the Group's remuneration
policy.
Restricted Share Awards
On 29 April 2025, IP Group made restricted share awards under the Share Plan
("Restricted Share Awards") of 4,018,475 Shares to the Group's executive
directors and one other PDMR.
Vesting of these Restricted Share Awards will take place over a three-year
period commencing on 1 April 2025 and ending on 31 March 2028 (the "Vesting
Period"), at which time the Remuneration Committee will determine the
proportion of the award which will vest. This decision will be based on an
assessment of performance against both a financial underpin based on adjusted
NAV growth over the period of three financial years ending on 31 December 2027
and other qualitative performance measures (together the "Underpin Criteria").
The Restricted Share Awards made to the executive directors and one other PDMR
are set out in the table below, and Restricted Share Awards over a further
4,231,485 Shares have been made to other Group employees. The number of Shares
stated is the maximum number that could vest at the end of the Vesting Period
for each executive director and PDMR. If the Committee considers that any of
the Underpin Criteria is not met as part of its review at the end of the
Vesting Period or there is otherwise reason to adjust the awards in accordance
with the rules of the Share Plan, it will then consider whether it is
appropriate to scale back the number of shares that vest.
The number of Restricted Share Awards made was calculated using the closing
price on 28 April 2025 of 43.5p.
Subject to the Remuneration Committee's review of performance against the
Underpin Criteria, the Restricted Share Awards will ordinarily vest on or
around 31 March 2028. Any Restricted Share Awards which vest will ordinarily
be subject to a post-vesting holding period of two years. Shares will be
issued in connection with any vested Restricted Share Awards at the end of
this holding period.
A copy of the Share Plan can be found at:
https://www.ipgroupplc.com/investors/corporate-governance
(https://www.ipgroupplc.com/investors/corporate-governance)
Executive Director/PDMR Maximum number of Shares
conditionally awarded in respect
of 2025 RSP
Greg Smith 2,510,344
David Baynes 1,147,557
Mark Reilly 360,574
Total 4,018,475
Shares in issue
As at 30 April, the Company had 938,498,783 Shares in issue and no Shares held
in treasury.
The following information is being disclosed pursuant to the requirements of
MAR.
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.
DBSP Release
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
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 2p each in IP Group plc
Identification code
ISIN: GB00B128J450
b) Nature of the transaction Release of the 2023 Deferred Bonus Awards and 2024 Deferred Bonus Awards
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Conditional Share Award 43,027
David Baynes Conditional Share Award 25,541
Mark Reilly Conditional Share Award 46,550
e) Aggregated information
-Aggregated volume 115,118
- Price 43.8p
- Aggregated total £50,421.68
f) Date of the transaction 29 April 2025
g) Place of the transaction London Stock Exchange, Main Market
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
115,118
43.8p
£50,421.68
f)
Date of the transaction
29 April 2025
g)
Place of the transaction
London Stock Exchange, Main Market
LTIP Release
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
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 2p each in IP Group plc
Identification code
ISIN: GB00B128J450
b) Nature of the transaction Release of the 2020 LTIP
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Conditional Share Award 68,061
David Baynes Conditional Share Award 65,540
Mark Reilly Conditional Share Award 12,307
e) Aggregated information
-Aggregated volume 145,908
- Price 43.8p
- Aggregated total £63,907.71
f) Date of the transaction 29 April 2025
g) Place of the transaction London Stock Exchange, Main Market
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
145,908
43.8p
£63,907.71
f)
Date of the transaction
29 April 2025
g)
Place of the transaction
London Stock Exchange, Main Market
Deferred Bonus Awards
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
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 2p each in IP Group plc
Identification code
ISIN: GB00B128J450
b) Nature of the transaction Grant of conditional share awards under the IP Group plc Share Plan (DBA)
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Nil 171,306
David Baynes Nil 108,436
Mark Reilly Nil 134,012
e) Aggregated information
-Aggregated volume Aggregated Number of Shares conditionally awarded to PDMRs on 29 April 2025:
- Price Price: £ nil
- Aggregated total 413,754
f) Date of the transaction 29 April 2025
g) Place of the transaction Outside a trading venue
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
Aggregated Number of Shares conditionally awarded to PDMRs on 29 April 2025:
Price: £ nil
413,754
f)
Date of the transaction
29 April 2025
g)
Place of the transaction
Outside a trading venue
RSP Awards
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner
Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name IP Group plc
b) Legal Entity Identifier 213800HG22UM138WFG43
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 2p each in IP Group plc
Identification code
ISIN: GB00B128J450
b) Nature of the transaction Conditional award of Shares under the IP Group Share plan (RSP)
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Nil 2,510,344
David Baynes Nil 1,147,557
Mark Reilly Nil 360,574
e) Aggregated information
-Aggregated volume Aggregated Number of Shares conditionally awarded to PDMRs on 29 April 2025:
- Price Price: £ nil
- Aggregated total 4,018,475
f) Date of the transaction 29 April 2025
g) Place of the transaction Outside a trading venue
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
Aggregated Number of Shares conditionally awarded to PDMRs on 29 April 2025:
Price: £ nil
4,018,475
f)
Date of the transaction
29 April 2025
g)
Place of the transaction
Outside a trading venue
For more information, please contact:
IP Group plc www.ipgroupplc.com (http://www.ipgroupplc.com)
Liz Vaughan-Adams, Communications +44 (0) 20 7444 0062/+44 (0) 7979 853802
Portland
+44 (0) 7516 729702
Alex Donaldson
Notes for editors
About IP Group
IP Group accelerates the impact of science for a better
future. As the most active UK based, early stage science investor, we
develop and support some of the world's most exciting businesses in
deeptech, life sciences and cleantech (led by Kiko Ventures). Through
Parkwalk, the UK's largest growth EIS fund manager, we also back
world-changing innovation emerging in leading universities and research
institutions. Our specialist investment team combines sector expertise with
an international approach. Together we have a strong track record of success,
having backed high-profile companies including Oxford Nanopore Technologies
plc, First Light Fusion, Hysata, and Oxa. IP Group is listed on the Main
Market of the London Stock Exchange under the code IPO.
For more information, please visit our website at www.ipgroupplc.com
(http://www.ipgroupplc.com/) .
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