REG - IP Group PLC - LTIP & DBSP awards; Director/PDMR shareholding

IPAnnouncement

23/06/2020 11:40

RNS Number : 8095Q
  
IP Group PLC
  
23 June 2020
  
 





FOR RELEASE ON


23 June 2020




 
IP Group plc - LTIP & DBSP awards; Director/PDMR shareholding
 
IP Group plc (LSE: IPO) ("IP Group" or "the Group" or "the Company"), the developer of intellectual property-based businesses, announces the following in connection with its employee share schemes.
 
Long Term Incentive Plan (the "LTIP")
 
Following approval of the Group's LTIP and Directors' Remuneration Report at its 2020 AGM, IP Group made conditional awards of 7,923,182 ordinary shares of two pence each ("Shares") to its executive directors, other persons discharging managerial responsibilities ("PDMRs") and certain other employees under its Long Term Incentive Plan on 18 June 2020.
 
The performance measures attaching to the 2020 awards are based on the achievement of targets linked to growth in the Group's "hard" net assets ("Hard NAV") and total shareholder return ("TSR") as described in the 2019 Directors' Remuneration Report ("2019 DRR") contained within the 2019 Annual Report and Accounts. The starting point for the TSR performance measure is 59.89p, being the one-month average closing price to the date of grant. The starting point for the Hard NAV performance measure is the Group's audited Hard NAV at 31 December 2019 of £1,141.5m. The number of Shares conditionally awarded was calculated using the closing price on 18 June 2020 of 61.4p.
 
Conditional awards made to the executive directors and other PDMRs are set out in the table below, and awards over a further 2,865,225 Shares were made to other of the Group's employees. The number of Shares stated is the maximum number that could be issued to each executive director or PDMR upon full satisfaction of the performance conditions attaching to the awards, which would require, inter alia, an increase in the Group's Hard NAV to at least £1,735m by 31 December 2022.
 




Executive Director/PDMR


Maximum number of Shares

conditionally awarded in respect

of 2020 LTIP


Maximum number of conditionally awarded Shares currently outstanding




Alan Aubrey


1,934,853


4,111,288




David Baynes


861,726


1,822,935




Mike Townend


861,726


1,822,935




Greg Smith


894,869


1,856,078




Sam Williams


342,959


964,511




Mark Reilly


161,824


326,378




Total


5,057,957


10,904,125




 
Assuming satisfaction of the conditions in full, the awards will ordinarily vest on or after 31 March 2023. Any awards which vest will ordinarily be subject to a minimum two-year post-vesting holding period. Shares will be issued in connection with any vested awards at the end of this holding period.
 
As described in the 2019 DRR, all of the 2017 LTIP awards lapsed without vesting and so, as at the date of this announcement, a total of 19,063,660 conditionally awarded Shares remain outstanding under the IP Group LTIP, subject to performance conditions.
 
Deferred Bonus Share Plan ("DBSP")
 
IP Group granted nil-cost options over Shares to the executive directors and PDMRs under the Group's DBSP on 18 June 2020. The grants reflect the deferral of fifty per cent. of each person's award above £25,000 under the Group's Annual Incentive Scheme ("AIS") in respect of the Group's performance for the financial year ended 31 December 2019. The following table sets out details of the awards made to the Executive Directors and PDMRs: 
 




Name of Director/PDMR


Structure of award


Number of options granted


Total number of options currently held*




Alan Aubrey


Nil-Cost Option


75,860


87,142




David Baynes


Nil-Cost Option


43,370


48,719




Mike Townend


Nil-Cost Option


43,370


48,719




Greg Smith


Nil-Cost Option


43,370


48,719




Sam Williams


Nil-Cost Option


26,540


33,925




Mark Reilly


Nil-Cost Option


46,340


52,997




Total 


 


278,850


320,221




* following the exercises described below
No consideration was paid for the grant of the awards and no consideration is due on the maturity of the option period. Fifty per cent. of the options will normally be exercisable on 31 March 2021 and fifty per cent. on 31 March 2022, each generally subject to continued employment. The options shall be exercisable for a maximum of three years from the date of grant.
Exercise under DBSP
 
The Group's four executive directors and two PDMRs exercised DBSP options over a total of 405,883 Shares, resulting from the partial deferral of annual bonuses from 2015, 2017 and 2018, on 19 June 2020. IP Group's employee benefit trusts satisfied the partial exercise of these options through the use of 137,188 unallocated shares in the trusts and through the purchase of 268,695 existing Shares at an average price of 63.17p.
 
Alan Aubrey, Mike Townend and Mark Reilly settled their resulting tax liabilities in cash while David Baynes and Greg Smith sold sufficient shares to meet their tax liabilities. Sam Williams sold all of the Shares resulting from the exercise of his option.
 
Shares in issue
 
At the date of this announcement, the Company continues to have 1,062,353,734 ordinary shares in issue.
 
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.
 
LTIP awards
 




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Alan Aubrey

Mike Townend

Greg Smith

David Baynes

Sam Williams

Mark Reilly




2


Reason for the notification




a)


Position/status


Director        Chief Executive Officer

Director        Chief Investment Officer

Director        Chief Financial Officer

Director        Chief Operating 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
Identification code


Ordinary Shares of 2p each in IP Group plc
 

ISIN: GB00B128J450




b) 


Nature of the transaction


Conditional award of Shares under the IP Group plc LTIP




c)


Currency 


GBP




d) 


Price(s) and volume(s)






Name(s)


Price(s)


Volume(s)




Alan Aubrey


Nil


1,934,853




Mike Townend


Nil


861,726




Greg Smith


Nil


894,869




David Baynes


Nil


861,726




Sam Williams


Nil


342,959




Mark Reilly


Nil


161,824




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
Aggregated Number of Shares conditionally awarded under the LTIP to Directors and PDMRs on 18 June 2020: 5,057,957
Price: £ nil




f)


Date of the transaction


18 June 2020




g)


Place of the transaction


Outside a trading venue
 




 
DBSP awards




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Alan Aubrey

Mike Townend

Greg Smith

David Baynes

Sam Williams

Mark Reilly




2


Reason for the notification




a)


Position/status


Director        Chief Executive Officer

Director        Chief Investment Officer

Director        Chief Financial Officer

Director        Chief Operating 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
 
Identification code


Ordinary Shares of 2p each in IP Group plc
 
 

ISIN: GB00B128J450




b) 


Nature of the transaction


Grant of nil-cost options under the IP Group plc DBSP




c)


Currency 


GBP




d) 


Price(s) and volume(s)






Name(s)


Price(s)


Volume(s)




Alan Aubrey


Nil cost option


75,860




Mike Townend


Nil cost option


43,370




Greg Smith


Nil cost option


43,370




David Baynes


Nil cost option


43,370




Sam Williams


Nil cost option


26,540




Mark Reilly


Nil cost option


46,340




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
Aggregated number of options granted under the DBSP to Directors and PDMRs on 18 June 2020: 278,850
Price: £ nil




f)


Date of the transaction


 18 June 2020




g)


Place of the transaction


Outside a trading venue
 




 
DBSP exercise




1


Details of the person discharging managerial responsibilities/person closely associated

 




a)


Name


Alan Aubrey

 




2


Reason for the notification




a)


Position/status


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 


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
Identification code


Ordinary Shares of 2p each in IP Group plc


ISIN: GB00B128J450




b) 


Nature of the transaction


Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




Alan Aubrey


 Nil cost option


  133,633




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
133,633
63.17p



£84,415.97




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market
 




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


David Baynes

 




2


Reason for the notification




a)


Position/status


Chief Operating Officer




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
Identification code


Ordinary Shares of 2p each in IP Group plc


ISIN: GB00B128J450




b) 


Nature of the transaction


Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




David Baynes


 Nil cost option


  80,802




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
80,802
63.17p



£51,042.62




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market




 




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


David Baynes

 




2


Reason for the notification




a)


Position/status


Chief Operating Officer




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
Identification code


Ordinary Shares of 2p each in IP Group plc
 

ISIN: GB00B128J450




b) 


Nature of the transaction


Sale




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




David Baynes  


63.17p


37,978




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
37,978 shares
63.17p
£23,990.70




f)


Date of the transaction


19 June 2020




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

 




2


Reason for the notification




a)


Position/status


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 


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
Identification code


Ordinary Shares of 2p each in IP Group plc


ISIN: GB00B128J450




b) 


Nature of the transaction


Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




Greg Smith


 Nil cost option


  77,458




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
77,458
63.17p



£48,930.22




f)


Date of the transaction


19 June 2020




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

 




2


Reason for the notification




a)


Position/status


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 


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
Identification code


Ordinary Shares of 2p each in IP Group plc
 

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  


63.17p


36,406




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
36,406 shares
63.17p
£22,997.67




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market




 
 




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Mike Townend

 




2


Reason for the notification




a)


Position/status


Chief Investment Officer




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
Identification code


Ordinary Shares of 2p each in IP Group plc


ISIN: GB00B128J450




b) 


Nature of the transaction


Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




Mike Townend


 Nil cost option


  80,802




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
80,802
63.17p



£51,042.62




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market




 
 




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Mark Reilly

 




2


Reason for the notification




a)


Position/status


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
Identification code


Ordinary Shares of 2p each in IP Group plc


ISIN: GB00B128J450




b) 


Nature of the transaction


Exercise of options in connection with the 2018 DBSP and 2019 DBSP Awards




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




Mark Reilly


 Nil cost option


  10,163




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
10,163
63.17p



£4,055.49




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market




 1


Details of the person discharging managerial responsibilities/person closely associated

 




a)


Name


Sam Williams

 




2


Reason for the notification




a)


Position/status


PDMR          Managing Partner, Life Sciences




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
Identification code


Ordinary Shares of 2p each in IP Group plc


ISIN: GB00B128J450




b) 


Nature of the transaction


Exercise of options in connection with the 2018 DBSP and 2019 DBSP Awards




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




Sam Williams


 Nil cost option


 23,025




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
23,025



63.17p
£14,544.89




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market




 




1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Sam Williams

 




2


Reason for the notification




a)


Position/status


PDMR          Managing Partner, Life Sciences




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
Identification code


Ordinary Shares of 2p each in IP Group plc
 

ISIN: GB00B128J450




b) 


Nature of the transaction


Sale




c)


Currency 


GBP




d) 


Price(s) and volume(s)
 






Name(s)


Price(s)


Volume(s)




Sam Williams  


63.17p


23,025




 




e)


Aggregated information
-Aggregated volume
- Price
- Aggregated total


 
23,025 shares
63.17p
£14,544.89




f)


Date of the transaction


19 June 2020




g)


Place of the transaction


London Stock Exchange, Main Market




 
 
For more information, please contact:
 




IP Group plc


www.ipgroupplc.com




Alan Aubrey, Chief Executive Officer

Greg Smith, Chief Financial Officer

Liz Vaughan-Adams, Communications            


+44 (0) 20 7444 0050



+44 (0) 20 7444 0062/+44 (0) 7979 853802




Charlotte Street Partners


 




Andrew Wilson


+44 (0) 7810 636995




David Gaffney


+44 (0) 7854 609998




 
Notes for editors
 
About IP Group
 
IP Group is a leading intellectual property commercialisation company which focuses on evolving great ideas, mainly from its partner universities, into world-changing businesses. The Group has pioneered a unique approach to developing these ideas and the resulting businesses by providing access to business building expertise, capital (through its 100%-owned FCA-authorised subsidiaries IP Capital and Parkwalk Advisors), networks, recruitment and business support. IP Group has a strong track record of success and its portfolio comprises holdings in early-stage to mature businesses across life sciences and technology. 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.
 
ENDS


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