REG - IP Group PLC - Employee Share Schemes; Director/PDMR shareholding
26/04/2024 15:45
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RNS Number : 2772M IP Group PLC 26 April 2024
FOR RELEASE ON 26 APRIL 2024
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.
Release of shares for remuneration relating to 2022 and prior financial years
The below information relates to the release of shares arising from 2019 LTIPs
that originally vested in 2022 and annual bonuses for the 2021 and 2022
financial years that were deferred into shares. In line with policy, the
Group's executive directors have retained all resulting shares other than
those necessarily sold to meet their immediate tax liabilities.
Deferred Bonus release
On 23 April 2024, the Group's executive directors and two other persons
discharging managerial responsibilities ("PDMRs") received a total of 387,266
ordinary shares of two pence each ("Shares"), resulting from the partial
deferral of annual bonuses for the 2021 and 2022 financial years. On the same
date, other Group employees received a total of 1,256,629 Shares resulting
from the partial deferral of bonuses from the same period. The number of
Shares assigned to each individual was adjusted to account for dividends paid
by the Company during the relevant vesting periods. The delivery of such
Shares was satisfied through the transfer of 1,643,895 Shares which the Group
held in treasury.
Release of LTIP Awards
On 23 April 2024, the Group's executive directors and two other PDMRs received
a total of 782,411 Shares, resulting from the release of LTIP Awards made in
2019 and which had vested in March 2022 subject to a two year holding period.
On the same date, other Group employees received a total of 2,055,183 Shares,
resulting from the release of the same awards. 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. The delivery of such
Shares was satisfied through the transfer of 2,837,594 Shares which the Group
held in treasury.
For both of the above share releases, the Group's executive directors have
retained all of their Shares other than those that were necessarily sold to
meet their tax liabilities. Their Shares retained will be held by the Group's
employee benefit trust 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 2023 financial year
The below information relates to the deferral of a proportion of annual
bonuses for the 2023 financial year, until 2025 and 2026, in line with
policy.
Deferred Bonus Awards
On 23 April 2024, IP Group granted conditional share awards over Shares to
certain PDMRs under the Group's 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 2023. The following table sets out details of the awards
made to the PDMRs:
Name of Director/PDMR Structure of award Number of options granted Total number of options currently held
Greg Smith Conditional Share Award 81,964 121,291
David Baynes Conditional Share Award 47,924 71,628
Mark Reilly Conditional Share Award 93,938 133,944
Sam Williams Conditional Share Award 60,340 80,387
Total 284,166 407,250
Awards over a further 1,294,268 Shares were made to certain other of the
Group's employees. As at the date of this announcement, a total of 2,138,580
Deferred Bonus awards over Shares remain outstanding under the IP Group 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 2025 and fifty per cent on 31 March 2026, with each
release generally subject to continued employment.
Long-term remuneration relating to 2024 and future financial years
The below information relates to long-term restricted share awards for the
2024 financial year and beyond, in line with policy.
Restricted Share Awards
On 23 April 2024, IP Group made restricted share awards under the Group's
Share Plan ("Restricted Share Awards") of 8,833,966 Shares to its executive
directors, other PDMRs and certain other employees.
Vesting of these Restricted Share Awards will take place over a three-year
period commencing on 1 April 2024 and ending on 31 March 2027 (the "Vesting
Period"). The vesting of the Awards will be subject to review by the Group's
Remuneration Committee at the end of the Vesting Period of performance as
against both a financial underpin based on adjusted NAV growth over the period
of three financial years ending on 31 December 2026 and other qualitative
performance measures (together the "Underpin Criteria").
The Restricted Share Awards made to the executive directors and other PDMRs
are set out in the table below, and Restricted Share Awards over a further
4,733,362 Shares have been made to other of the Group's employees. The number
of Shares stated is the maximum number that could vest at the end of the
Vesting Period for each executive director or 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 Group's Share Plan, it will then
consider whether it is appropriate to scale back the number of shares that
vest.
The number of Awards made was calculated using the closing price on 22 April
2024 of 47.45p.
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 2027. 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 Group's 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 2024 RSP
Greg Smith 2,393,256
David Baynes 1,094,177
Mark Reilly 330,558
Sam Williams 282,613
Total 4,100,604
Shares in issue
As at 25 April, the Company had 1,063,188,005 Shares in issue of which
31,463,584 Shares were 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 Exercise/Release
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
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 Exercise of options in connection with the 2022 DBSP and release of the 2023
Deferred Bonus Awards
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Nil Cost Option 91,377
Greg Smith Conditional Share Award 40,202
David Baynes Nil Cost Option 78,257
David Baynes Conditional Share Award 24,231
Sam Williams Nil Cost Option 42,713
Sam Williams Conditional Share Award 20,493
Mark Reilly Nil Cost Option 49,130
Mark Reilly Conditional Share Award 40,863
e) Aggregated information
-Aggregated volume 387,266
- Price 48.3p
- Aggregated total £187,049.48
f) Date of the transaction 23 April 2024
g) Place of the transaction London Stock Exchange, Main Market
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
387,266
48.3p
£187,049.48
f)
Date of the transaction
23 April 2024
g)
Place of the transaction
London Stock Exchange, Main Market
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
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 Sale
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith 47.7337p 61,842
David Baynes 47.7337p 48,169
Sam Williams 47.7337p 29,707
Mark Reilly 47.7337p 66,145
e) Aggregated information
-Aggregated volume 205,863
- Price 47.7337p
- Aggregated total £98,266.03
f) Date of the transaction 26 April 2024
g) Place of the transaction London Stock Exchange, Main Market
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
205,863
47.7337p
£98,266.03
f)
Date of the transaction
26 April 2024
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
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
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 2019 LTIP
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Conditional Share Award 303,676
David Baynes Conditional Share Award 303,676
Sam Williams Conditional Share Award 121,470
Mark Reilly Conditional Share Award 53,589
e) Aggregated information
-Aggregated volume 782,411
- Price 48.3p
- Aggregated total £377,904.51
f) Date of the transaction 23 April 2024
g) Place of the transaction London Stock Exchange, Main Market
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
782,411
48.3p
£377,904.51
f)
Date of the transaction
23 April 2024
g)
Place of the transaction
London Stock Exchange, Main Market
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
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 Sale
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith 47.7337p 142,728
David Baynes 47.7337p 142,728
Sam Williams 47.7337p 57,091
Mark Reilly 47.7337p 53,589
e) Aggregated information
-Aggregated volume 396,136
- Price 47.7337p
- Aggregated total £189,090.37
f) Date of the transaction 26 April 2024
g) Place of the transaction London Stock Exchange, Main Market
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
396,136
47.7337p
£189,090.37
f)
Date of the transaction
26 April 2024
g)
Place of the transaction
London Stock Exchange, Main Market
DBSP Awards
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Greg Smith
David Baynes
Sam Williams
Mark Reilly
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
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 DBSP
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Nil 81,964
David Baynes Nil 47,924
Sam Williams Nil 60,340
Mark Reilly Nil 93,938
e) Aggregated information
-Aggregated volume Aggregated Number of Shares conditionally awarded under the DBSP to Directors
and PDMRs on 23 April 2024:
- Price
Price: £ nil
- Aggregated total
284,166
f) Date of the transaction 23 April 2024
g) Place of the transaction Outside a trading venue
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
Aggregated Number of Shares conditionally awarded under the DBSP to Directors
and PDMRs on 23 April 2024:
Price: £ nil
284,166
f)
Date of the transaction
23 April 2024
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
Sam Williams
2 Reason for the notification
a) Position/status Director Chief Executive Officer
Director Chief Operating and Financial Officer
PDMR Managing Partner, Life Sciences
PDMR Managing Partner, Technology
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 plc RSP
c) Currency GBP
d) Price(s) and volume(s) Name(s) Price(s) Volume(s)
Greg Smith Nil 2,393,256
David Baynes Nil 1,094,177
Mark Reilly Nil 330,558
Sam Williams Nil 282,613
e) Aggregated information
-Aggregated volume Aggregated Number of Shares conditionally awarded under the RSP to Directors
and PDMRs on 23 April 2024:
- Price
Price: £ nil
- Aggregated total
4,100,604
f) Date of the transaction 23 April 2024
g) Place of the transaction Outside a trading venue
e)
Aggregated information
-Aggregated volume
- Price
- Aggregated total
Aggregated Number of Shares conditionally awarded under the RSP to Directors
and PDMRs on 23 April 2024:
Price: £ nil
4,100,604
f)
Date of the transaction
23 April 2024
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 Oxbotica. 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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